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Registered number: 03840990
CREDO REFERENCE LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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CREDO REFERENCE LIMITED
COMPANY INFORMATION
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William Rieders (appointed 4 November 2024)
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John Donoghue (resigned 4 November 2024)
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Ecovis Wingrave Yeats LLP
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Chartered Accountants & Statutory Auditor
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CREDO REFERENCE LIMITED
CONTENTS
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Notes to the financial statements
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CREDO REFERENCE LIMITED
REGISTERED NUMBER: 03840990
BALANCE SHEET
AS AT 31 DECEMBER 2024
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 December 2025.
The notes on pages 2 to 7 form part of these financial statements.
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CREDO REFERENCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Credo Reference Limited is a private company, limited by shares, domiciled in England and Wales, registration number 03840990. The registered office is 3rd Floor Waverley House, 7-12 Noel Street, London, W1F 8GQ.
The principal activities of the Company were the provision of an online reference service and the delivery of foundational skills solutions to libraries and educational institutions worldwide (the ‘Credo services’). The Company’s activities have gradually merged into the parent company, Infobase Acquisition, Inc. Over the past few years, the Company has not been providing Credo services directly and as such the Company has been invoicing the parent company for the Credo services provided by the parent company to customers and the parent company has been invoicing the Company for the costs associated with the Credo services borne by the parent company. However, this operational model is no longer considered reasonable and, from 1 January 2024, the Company now recognises royalty income from the parent company for the usage of Credo branding.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The company reported a profit for the year of $309,835 (2023 - $2,137,109) and at the year end the company had net assets of $12,648,148 (2023 - $12,338,313).
We note that the Company’s operations have transferred with the Company ceasing to provide online reference services. This function now being taken over by the parent. As such the nature of trade has changed with the Company now generating revenue via a royalty fee received from the parent. Though operations have changed, this does not impact the going concern conclusion in light of the ongoing royalty agreement. The parent company has also expressed a commitment to continue providing support to the Company to facilitate business operations.
Accordingly these accounts have been prepared on a going concern basis.
Royalty income
From 1 January 2024, the principal source of revenue is royalty income received from the parent company for the use of the Credo branding. Royalty income is recognised on an accruals basis in accordance with the terms of the royalty agreement, when it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably. Royalty income is measured at the fair value of the consideration receivable, excluding value added tax and other sales taxes.
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CREDO REFERENCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Where the royalty agreement specifies periodic payments, income is recognised in the period to which it relates, in line with the substance of the agreement.
Revenue in the prior period
The revenue recognition policy and the nature of revenue in the current year are not directly comparable to the prior year. In the year ended 31 December 2023, revenue comprised amounts invoiced for the provision of online reference services and related activities, recognised based on the stage of completion of those services. As a result, the revenue reported in the comparative period reflects a different basis and source than that of the current year.
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is USD.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss
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 trade and other receivables, cash and bank balances, are
initially measured at their transaction price including transaction costs and are subsequently carried
at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The company's cash and cash
equivalents, trade and most other receivables due with the operating cycle fall into this category of
financial instruments.
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CREDO REFERENCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting date.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the
estimated future cash flows derived from the financial asset(s) have been adversely impacted. The
impairment loss will be the difference between the current carrying amount and the present value of
the future cash flows at the asset(s) original effective interest rate.
Financial liabilities
Basic financial liabilities, which include trade and other payables, bank loans and other loans are
initially measured at their transaction price after transaction costs. When this constitutes a financing
transaction, whereby the debt instrument is measured at the present value of the future receipts
discounted at a market rate of interest. Discounting is omitted where the effect of discounting is
immaterial.
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Current and deferred taxation
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Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
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CREDO REFERENCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Judgments in applying accounting policies and key sources of estimation uncertainty
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Management have applied the following judgment in the preparation of these financial statements:
Recoverability of intercompany debtor balances
The directors review amounts owed by group companies with a view to providing for these where there is uncertainty regarding the recoverability of these balances. The directors apply judgement in determining the recoverability of the balance outstanding and no provision has been included.
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The average monthly number of employees, excluding directors, during the year was 0 (2023 - 0).
The directors were paid no remuneration in the year (2023 - $Nil).
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Amounts owed by group undertakings
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Prepayments and accrued income
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Corporation tax receivable
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Amounts owed by group undertakings are unsecured, interest free and repayable on demand.
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CREDO REFERENCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Accruals and deferred income
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Included within accruals and deferred income is deferred income of $Nil (2023 - $5,989,635).
Amounts owed to group undertakings are unsecured, interest free and repayable on demand.
The 2023 restatement is a reclassification of $179,136 between Corporation tax and Amounts owed to group undertakings, in order to accurately reflect the corporation tax liability as at 31 December 2023.
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Creditors: Amounts falling due after more than one year
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Allotted, called up and fully paid
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85,876,700 (2023 - 85,876,700) Ordinary 'A' shares of $0.01 each
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The shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption.
The shares were translated into US Dollars on the day of issue.
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CREDO REFERENCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Share premium account
Includes any premiums received on issue of share capital. Any transaction costs associated with the
issuing of shares are deducted from share premium.
Profit and loss account
Includes all current and prior period retained profits and losses.
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Related party transactions
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Credo Reference Limited has taken the exemption under FRS 102 section 33 Related Party Disclosures paragraph 33.1A, whereby the company is not required to disclose transactions with other wholly owned subsidiaries.
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The immediate parent company as at 31 December 2024 was Infobase Acquisition, Inc., a company incorporated in Delaware. Copies of its consolidated financial statements are available from 8 The Green, Suite 19225, Dover, DE 19901, USA.
The auditors' report on the financial statements for the year ended 31 December 2024 was unqualified.
The audit report was signed on 29 December 2025 by Michael Storey (Senior statutory auditor) on behalf of Ecovis Wingrave Yeats LLP.
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