Avecto Limited
Annual Report and Financial Statements
For the year ended 31 December 2024
Company Registration No. 06538381 (England and Wales)
Avecto Limited
Company Information
Directors
V J Moulden
J K Seebeck
J P H Rutten
Company number
06538381
Registered office
Building One
Trident Business Park
Styal Road
Manchester
M22 5XB
Auditor
Moore Kingston Smith LLP
The Shipping Building
The Old Vinyl Factory
Blyth Road
Hayes
London
UB3 1HA
Avecto Limited
Contents
Page
Strategic report
1 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditor's report
7 - 11
Profit and loss account
12
Balance sheet
13
Statement of changes in equity
14
Notes to the financial statements
15 - 29
Avecto Limited
Strategic Report
For the year ended 31 December 2024
Page 1

The directors present the strategic report for the year ended 31 December 2024. The comparative financial statements included herein reflect the year ended 31 December 2023.

Fair review of the business

Avecto is a global security software Company that develop and sells a comprehensive endpoint security solution that combines the technologies of privilege management, and application control which collectively enable enterprises to defend against unknown advanced threats. The Company’s ultimate parent is a U.S. based firm doing business as BeyondTrust Corporation. With over 1,500 employees world-wide and headquartered in Atlanta, Georgia, BeyondTrust is a leader in the intelligent identity and access security space.

 

The Company’s product offerings continue to be in high demand as customers continue to prioritize security software as unauthorized breaches have reached all-time highs. The Company remains focused on driving sales and controlling overhead and remains sensitive to increasing labor costs, which represents the majority of the Company's total operating costs. The BeyondTrust group, of which the Company is a subsidiary, has continued to innovate and develop new products as part of a concerted effort to move into Cloud-based solutions and Software-as-a-service (“Saas”) offerings as evidenced by the Company's Identify Security Insights product.

 

The net asset position of the Company is £63.0m (2023: £53.9m).

Principal risks and uncertainties

Principle risks and uncertainties facing the Company include high interest rates, and inflation worldwide, uncertain economic conditions and a rapidly evolving and highly competitive environment. In response to these risks, the BeyondTrust Group has continued to focus on containing costs, driving sales, and customer and employee satisfaction. In addition, the BeyondTrust Group has continued to release new Cloud-based and Saas offerings as well as putting a focus on customer net promotor score (“NPS”) and employee net promotor score (“eNPS”) measures, for which the Group consistently ranks among the best in the industry.

Key performance indicators

The principal key performance indicator for the Company is revenue, which is noted in these financial statements as £38.9 million for the year ended 31 December 2024 (2023: £38.7m). The directors are satisfied with the performance in this area.

Future developments

The Company is fully integrated into the BeyondTrust consolidated group.  The focus is on sales of the product suite.

Section 172(1) Statement

As part of our compliance with Section 172 of the Companies Act 2006, Avecto Limited is dedicated to promoting the success of the company for the benefit of its members as a whole, with due consideration for the impact of our operations on our employees, customers, suppliers, and the wider community. Decisions are made in the long-term interest of the Company and all stakeholders.

Avecto Limited
Strategic Report (Continued)
For the year ended 31 December 2024
Page 2
Employee Engagement and Wellbeing

Avecto is built upon a foundation of strong corporate values and business practices. Our core values include teamwork, integrity, humility, passion, accountability, and results, and are an important resource for employees in support of day-to-day decision-making. Our core values guide us on how we treat others, how we conduct ourselves, and how we work together.

Avecto is an equal employment opportunity employer and is committed to the principles of equal employment opportunity, inclusion, and respect. All employment-related decisions are based on company needs, job requirements, and individual qualifications. We do not tolerate discrimination against anyone, including but not limited to team members, customers, business partners, or other stakeholders on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or any other status protected by applicable law.

The Company is committed to hiring and nurturing diverse talent, as well as providing opportunities for career growth and leadership to all of our employees. We strongly believe in creating an exceptional employee experience where all employees feel connected to the success of the company, have a sense of belonging at work, and are supported in their personal and professional goals. Our employees are compensated in ways that reward contribution, encourage growth, and align pay to the market for their role as set out in our UK Gender Pay Gap Report.

Avecto is committed to complying with all applicable laws providing equal employment opportunities. This commitment applies to all persons involved in the operations of Avecto and prohibits unlawful discrimination by any employee, including managers and co-workers.

To ensure equal employment opportunities for qualified individuals with a disability, Avecto will, subject to applicable law, provide reasonable adjustments.

Avecto Limited
Strategic Report (Continued)
For the year ended 31 December 2024
Page 3
Supplier Engagement

We are committed to upholding ethical conduct, social responsibility, transparency and accountability, and sound risk management in the context of supplier engagement and selection. We strive to seek partners who will add value to business operations and contribute and support the strong and scalable future of Avecto.

All suppliers must comply with all applicable laws including the Foreign Corrupt Practices Act (“FCPA”), and the Company’s Vendor Code of Conduct and internal risk and security requirements. Suppliers undergo a due diligence assessment and security review prior to selection and onboarding.

The Company reviews its supply chain on an annual basis to combat modern slavery and human trafficking. The Company’s Modern Anti-Slavery Statement sets out the steps that it has taken and is continuing to take to ensure that modern slavery or human trafficking is not taking place within our business or supply chain . The Company continues to assess its supply chain in this regard.

When selecting suppliers, we strive for open competition for the best quality, price, terms, and risk avoidance, by adhering to the following framework:

Customer Engagement

Serving customers is a core component of our business. Satisfying customers’ business needs is the best way to ensure business success. We work with customers to understand and anticipate their needs, and we identify and remove obstacles that customers may see in doing business with Avecto. We respond promptly and courteously to customer inquiries and requests, and we accurately represent Avecto products and services in our marketing, advertising, and sales efforts.

On behalf of the board

J P H Rutten
Director
23 December 2025
Avecto Limited
Directors' Report
For the year ended 31 December 2024
Page 4

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company continued to be that of the provision of endpoint security software solutions to global enterprises.

Results and dividends

The results for the year are set out on page 12.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

V J Moulden
J K Seebeck
J P H Rutten
Disabled persons

BeyondTrust (of which the company is a member) is an equal employment opportunity employer and is committed to the principles of equal employment opportunity, inclusion, and respect. All employment-related decisions are based on company needs, job requirements, and individual qualifications. Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. To ensure equal employment opportunities for qualified individuals with a disability,  BeyondTrust advertises its vacancies to a diverse labour market and job applicants are not asked about health or disability before a job offer is made. In the event of members of staff becoming disabled, the Company encourages them to disclose their condition so that appropriate support may be offered. Every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Employee involvement

The company's policy is to consult and discuss with employees, through monthly all-hands meetings, matters likely to affect employees' interests. Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the company's performance. The Company currently offers a co-invest program whereby Employees are given the opportunity to purchase interests in the Company as a means of further encouraging the involvement of employees in the company's performance.

Auditor

The auditor, Moore Kingston Smith LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

The company has not presented a carbon emissions report as this has been included within the consolidated financial statements of Armour Bidco Limited, the smallest group for which the consolidated accounts are prepared, incorporated in England and Wales. These consolidated financial statements are available from Companies House, Crown Way, Maindy, Cardiff, CF14 3UZ.

Avecto Limited
Directors' Report (Continued)
For the year ended 31 December 2024
Page 5
Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
J P H Rutten
Director
23 December 2025
Avecto Limited
Directors' Responsibilities Statement
For the year ended 31 December 2024
Page 6

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Avecto Limited
Independent Auditor's Report
To the Members of Avecto Limited
Page 7
Opinion

We have audited the financial statements of Avecto Limited (the 'company') for the year ended 31 December 2024 which comprise the Profit and Loss Account, the Balance Sheet, the Statement of Changes in Equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Avecto Limited
Independent Auditor's Report (Continued)
To the Members of Avecto Limited
Page 8

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

 

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Avecto Limited
Independent Auditor's Report (Continued)
To the Members of Avecto Limited
Page 9
Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

 

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

 

Avecto Limited
Independent Auditor's Report (Continued)
To the Members of Avecto Limited
Page 10

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Our approach was as follows:

 

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

Avecto Limited
Independent Auditor's Report (Continued)
To the Members of Avecto Limited
Page 11

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Jeremy Read
Senior Statutory Auditor
for and on behalf of Moore Kingston Smith LLP
24 December 2025
Chartered Accountants
Statutory Auditor
The Shipping Building
The Old Vinyl Factory
Blyth Road
Hayes
London
UB3 1HA
Avecto Limited
Profit and Loss Account
For the year ended 31 December 2024
Page 12
2024
2023
Notes
£
£
Turnover
3
38,900,776
38,738,696
Other operating income
622,254
484,849
Staff costs
5
(28,300,943)
(25,569,508)
Depreciation and other amounts written off tangible and intangible fixed assets
4
(483,524)
(504,643)
Other operating expenses
(3,085,220)
(3,395,750)
Operating profit
4
7,653,343
9,753,644
Interest receivable and similar income
7
1,273,217
1,521,081
Interest payable and similar expenses
8
-
0
(263)
Profit before taxation
8,926,560
11,274,462
Tax on profit
9
(64,191)
(66,641)
Profit for the financial year
8,862,369
11,207,821

The Profit and Loss Account has been prepared on the basis that all operations are continuing operations.

Avecto Limited
Balance Sheet
As at 31 December 2024
Page 13
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
10
39,426
87,334
Tangible assets
11
527,145
699,130
Investments
12
4,659,899
4,659,899
5,226,470
5,446,363
Current assets
Debtors
14
63,679,149
52,460,697
Cash at bank and in hand
110,552
513,148
63,789,701
52,973,845
Creditors: amounts falling due within one year
15
(5,656,741)
(4,137,827)
Net current assets
58,132,960
48,836,018
Total assets less current liabilities
63,359,430
54,282,381
Provisions for liabilities
Provisions
16
(394,863)
(394,863)
(394,863)
(394,863)
Net assets
62,964,567
53,887,518
Capital and reserves
Called up share capital
20
990
990
Share premium account
6,275,550
6,275,550
Profit and loss reserves
56,688,027
47,610,978
Total equity
62,964,567
53,887,518
The financial statements were approved by the board of directors and authorised for issue on 23 December 2025 and are signed on its behalf by:
J P H Rutten
Director
Company Registration No. 06538381
Avecto Limited
Statement of Changes in Equity
For the year ended 31 December 2024
Page 14
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2023
990
6,275,550
36,322,263
42,598,803
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
11,207,821
11,207,821
Credit to equity for share based payments
19
-
-
80,894
80,894
Balance at 31 December 2023
990
6,275,550
47,610,978
53,887,518
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
8,862,369
8,862,369
Credit to equity for share based payments
19
-
-
214,654
214,654
Balance at 31 December 2024
990
6,275,550
56,688,001
62,964,541
Avecto Limited
Notes to the Financial Statements
For the year ended 31 December 2024
Page 15
1
Accounting policies
Company information

Avecto Limited is a private company limited by shares incorporated in England and Wales. The registered office is Building One, Trident Business Park, Styal Road, Manchester, M22 5XB.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of Armour Bidco Limited. These consolidated financial statements are available from Companies House.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Avecto Limited is a wholly owned subsidiary of Armour Bidco Limited and the results of Avecto Limited are included in the consolidated financial statements of Armour Bidco Limited which are available from Companies House.

1.2
Going concern

At the balance sheet date, the company generated a profit for the period of £8.9m and had net assets at that date of £63.0truem. Subsequent to the year end the company has continued to trade profitably.

 

Wrigley Holdings L.P. has confirmed that it will provide financial support to the members of the group who are debtors of the company to ensure they can settle any outstanding balances for a period of at least 12 months from the date of approval of these financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 16

Software support is invoiced in advance and taken to revenue over the period in which the services are supplied. The upfront payments are included in creditors as deferred revenue and amounts are released to revenue over the term of the arrangement.

 

Intra-group revenue in respect of owned intellectual property, sales and marketing activity is recognised at the fair value of the consideration received or receivable on an accruals basis for services provided.

1.4
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
33.33% per annum
1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
straight line over the term of the lease
Fixtures and fittings
25% per annum
Computers
25% per annum

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

There is an additional fixed asset category being assets in the course of construction. These are costs incurred in relation to developing software and the completion spans the year end. These costs are not depreciated until the accounting period in which the software is brought into use.

1.6
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 17
1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.8
Cash at bank and in hand

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.9
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 18
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 19
Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.11
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 20
1.12
Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Share-based payments

Share based compensation is estimated based on the fair value of equity based payment awards on the date of grant using an option pricing model that considers valuation methodologies including discounted cash flow analysis, and comparable acquisitions analysis. The value of the award is recognised as an expense on a straight-line basis over the requisite service periods. Expense for the portion of the awards that include performance conditions is estimated and adjusted upon the assessment of the profitability that the performance condition will be met.

1.16
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 21
2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements
Depreciation and amortisation

The annual depreciation and amortisation charges in respect of tangible and intangible assets are based on the directors' best estimate of useful economic useful lives and residual values of each asset class. The useful economic lives and residual assets of each asset class are reassessed annually. Annual impairment reviews are performed on each class of asset to ensure that the carrying values are appropriate.

Deferred tax

Provisions for deferred tax assets and liabilities are made where the timing differences between the recognition of accounting and taxable profits can be assessed with reasonable certainty. Variances are provided for in full where the recognition criteria of FRS 102 section 29 are met.

Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 22
3
Turnover and income
2024
2023
£
£
Other significant income
Interest income
1,273,217
1,521,081
Other operating income
622,254
484,849
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
-
10,177
Rest of Europe
17,545
84,423
Rest of the World
38,883,231
38,644,096
38,900,776
38,738,696
4
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange (gains)/losses
(1,019,389)
68,498
Fees payable to the company's auditor for the audit of the company's financial statements
54,600
52,500
Depreciation of owned tangible fixed assets
448,045
498,265
Profit on disposal of tangible fixed assets
(13,315)
(21,185)
Amortisation of intangible assets
47,908
43,787
Share-based payments
214,654
80,893
Operating lease charges
548,860
488,150
Included within fees payable to the company's auditors is an amount of £16,380 (2023: £15,750) which relates to the audit fees for Armour Bidco Limited, the company's immediate parent undertaking.
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Sales and administration
275
258
Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
5
Employees
(Continued)
Page 23

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
24,699,971
22,228,484
Social security costs
2,631,139
2,518,033
Pension costs
969,833
822,991
28,300,943
25,569,508
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
184,516
182,251
Company pension contributions to defined contribution schemes
18,080
6,790
202,596
189,041
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
2,382
1,951
Interest receivable from group companies
1,270,835
1,519,130
Total interest revenue
1,273,217
1,521,081
8
Interest payable and similar expenses
2024
2023
£
£
Other interest
-
0
263
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
155,563
114,039
Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
9
Taxation
2024
2023
£
£
(Continued)
Page 24
Deferred tax
Origination and reversal of timing differences
(91,372)
(47,398)
Total tax charge
64,191
66,641

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
8,926,560
11,274,462
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
2,231,640
2,651,753
Tax effect of expenses that are not deductible in determining taxable profit
4,511
4,580
Group relief
(1,386,253)
(1,580,533)
Other tax adjustments, reliefs and transfers
(11,133)
-
0
Fixed asset differences
2,244
2,980
Patent box additional deduction
(776,818)
(1,009,396)
Remeasurement of deferred tax for change in tax rates
-
0
(2,743)
Taxation charge for the year
64,191
66,641
Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 25
10
Intangible fixed assets
Software
£
Cost
At 1 January 2024
186,663
Disposals
(64,076)
At 31 December 2024
122,587
Amortisation and impairment
At 1 January 2024
99,329
Amortisation charged for the year
47,908
Disposals
(64,076)
At 31 December 2024
83,161
Carrying amount
At 31 December 2024
39,426
At 31 December 2023
87,334
11
Tangible fixed assets
Leasehold improvements
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 January 2024
1,891,588
424,307
2,854,673
5,170,568
Additions
3,970
-
0
274,005
277,975
Disposals
(1,851,976)
(422,498)
(1,791,976)
(4,066,450)
At 31 December 2024
43,582
1,809
1,336,702
1,382,093
Depreciation and impairment
At 1 January 2024
1,870,566
418,545
2,182,327
4,471,438
Depreciation charged in the year
8,976
4,769
434,300
448,045
Eliminated in respect of disposals
(1,851,976)
(421,613)
(1,790,946)
(4,064,535)
At 31 December 2024
27,566
1,701
825,681
854,948
Carrying amount
At 31 December 2024
16,016
108
511,021
527,145
At 31 December 2023
21,022
5,762
672,346
699,130

Assets under construction are not depreciated as they have yet to be brought into use.

Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 26
12
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
13
4,659,899
4,659,899
Movements in fixed asset investments
Shares in group undertakings
£
Cost or valuation
At 1 January 2024 & 31 December 2024
4,659,899
Carrying amount
At 31 December 2024
4,659,899
At 31 December 2023
4,659,899
13
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Registered office
Nature of business
Class of shares held
% Held Direct
Bomgar UK Limited
Building One, Trident Business Park, Styal Road, Manchester, England, M22 5XB
Non-trading
Ordinary
100
Bomgar Germany GmbH
Lindleystraße 8A, 60314 Frankfurt am Main, Germany
Software distribution
Ordinary
100
Bomgar France SARL
37/39 Avenue Ledru-Rollin, 75012 Paris, France
Software distribution
Ordinary
100
14
Debtors
2024
2023
Amounts falling due within one year:
£
£
Corporation tax recoverable
837,501
652,900
Amounts owed by group undertakings
61,851,669
50,774,719
Other debtors
464,726
519,674
Prepayments and accrued income
369,091
435,177
63,522,987
52,382,470
Deferred tax asset (note 17)
95,703
4,331
63,618,690
52,386,801
Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
14
Debtors
(Continued)
Page 27
2024
2023
Amounts falling due after more than one year:
£
£
Other debtors
60,459
73,896
Total debtors
63,679,149
52,460,697
15
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
29,244
246,026
Amounts owed to group undertakings
1,701,377
36,450
Taxation and social security
1,097,005
1,019,365
Deferred income
-
0
17,545
Other creditors
33,678
45,178
Accruals
2,795,437
2,773,263
5,656,741
4,137,827
Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 28
16
Provisions for liabilities
2024
2023
£
£
Dilapidations
394,863
394,863
Movements on provisions:
Dilapidations
£
At 1 January 2024 and 31 December 2024
394,863
17
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Assets
Assets
2024
2023
Balances:
£
£
Fixed asset timing differenes
(102,935)
(156,288)
Short term timing differences
198,638
160,619
95,703
4,331
2024
Movements in the year:
£
Asset at 1 January 2024
(4,331)
Credit to profit or loss
(91,372)
Asset at 31 December 2024
(95,703)
18
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
969,833
822,991

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

At the balance sheet, £91,633 (2023: £168,662) was outstanding in respect to retirement benefit schemes.

Avecto Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 29
19
Share-based payment transactions

The company entered into management equity incentive plan agreements for profit interests in the ultimate parent undertaking, Wrigley Holdings L.P. with certain staff during the year. These interests were subject to certain time (50%) and performance (50%) related conditions and vest over three to four years. There is zero cost to the employee. The incentives are subject to the employees' continuous employment.

 

The group's Option-Pricing Method derived a value of $9.20 per unit for issues in the year. During the year, 27,850 units were granted, 0 units were forfeited, and 27,841 units vested leaving 56,578 units outstanding at the balance sheet date. £214,654 was charged to the Profit and Loss Account in the year in respect of these units.

20
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.1p each
989,816
989,816
990
990
21
Financial commitments, guarantees and contingent liabilities

The company has entered into a guarantee in favour of Alter Domus (US) LLC in respect of borrowing by the group headed by Wrigley Holdings LP. The guarantee is a debenture in the form of a fixed and floating charge over the company's assets. At 31 December 2024, the relevant group borrowings due to Alter Domus (US) LLC was US$931m (2023: US$880m).

22
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£
£
Within one year
440,712
232,181
Between two and five years
205,956
-
0
646,668
232,181
23
Ultimate controlling party

The company's immediate parent undertaking is Armour Bidco Limited, a company incorporated in England and Wales. The company's ultimate parent and controlling undertaking is Wrigley Holdings L.P, a limited partnership in the United States of America.

 

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