Company registration number SC586580 (Scotland)
FIRSTBASE (ABERDEEN) LTD
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
FIRSTBASE (ABERDEEN) LTD
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 8
FIRSTBASE (ABERDEEN) LTD
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
31 December 2024
31 January 2024
Notes
£
£
£
£
Fixed assets
Tangible assets
4
1,460,819
1,580,116
Current assets
Debtors
5
1,774,942
1,232,707
Cash at bank and in hand
135,433
2,302,761
1,910,375
3,535,468
Creditors: amounts falling due within one year
6
(9,608,502)
(10,127,110)
Net current liabilities
(7,698,127)
(6,591,642)
Net liabilities
(6,237,308)
(5,011,526)
Capital and reserves
Called up share capital
900
900
Other reserves
-
0
29,770
Profit and loss reserves
(6,238,208)
(5,042,196)
Total equity
(6,237,308)
(5,011,526)

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 15 May 2026 and are signed on its behalf by:
M Liu
Director
Company registration number SC586580 (Scotland)
FIRSTBASE (ABERDEEN) LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 2 -
1
Accounting policies
Company information

Firstbase (Aberdeen) Ltd is a private company limited by shares incorporated in Scotland. The registered office is 37 Albyn Place, Aberdeen, United Kingdom, AB10 1YN.

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 as applicable to companies subject to the small companies regime. 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 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.

1.2
Reporting period

The amounts presented in the financial statements are for a 11 month period to 31 December 2024, due to commercial reporting reasons and to align with all companies in the group. The comparative amounts in these financial statements (including the related notes) cover the 12 month period to 31 January 2024 and therefore are not entirely comparable.

1.3
Going concern

The company made a loss in the current period of £1,196,012 (Jan 2024: £1,561,447) and had net current liabilities of £7,698,127 at 31 December 2024 (31 January 2024: £6,591,642). true

 

The company is dependent on continuing finance being made available by AD ABS US-1 BT LLC, to enable it to continue operating and to meet its liabilities as they fall due. AD ABS US-1 BT LLC has offered assurances of ongoing financial support for at least 12 months from the date of approval of these financial statements. This should enable the company to continue in operational existence for the foreseeable future by meeting its liabilities as they fall due for payment. As with any company placing reliance on other group entities for financial support, the director acknowledges there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it does not have the ability and commitment to do so.

 

On that basis the directors have a reasonable expectation that it is appropriate to adopt the going concern basis in the preparation of the financial statements.

FIRSTBASE (ABERDEEN) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 3 -
1.4
Turnover

The Company has four principal revenue streams.

Action fees are recognised when the Company completes actions such as orders, returns and repairs. They are recognised at the fair value of the consideration received or receivable for the services provided.

Software subscription revenue are subscription services which the Company  invoices customers in respect of access to its proprietary platform. The revenue is recognised over the subscription period on an accrual basis.

Hardware subscription revenue is invoiced in respect of goods issued to customers, facilitating their workers to work from anywhere. Amounts are invoiced on a monthly or annual basis and recognised over the subscription period on an accruals basis.

Equipment sales - revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. The amount of revenue can be measured reliably and it is probable that the economic benefits associated with the transaction will flow to the Company.

All revenue is recognised from the normal course of business and is shown net of VAT and other sales related taxes.

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:

Computers and office equipment
2 - 3 years straight line
1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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.

FIRSTBASE (ABERDEEN) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.7
Cash and cash equivalents

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.

1.8
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.

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 and loans from fellow group companies, 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.

1.9
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.

FIRSTBASE (ABERDEEN) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 5 -
1.10
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.

1.11
Retirement benefits

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

1.12
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using a third party expert. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

1.13
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.

1.14

Intercompany balances

It is the policy of company and wider group to offset intercompany debtor and creditor balances with the same entity. All balances with respective intercompany entities are settled net and are presented in the financial statements as such.

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.

FIRSTBASE (ABERDEEN) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 6 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Tangible Fixed Assets

The residual values of all tangible fixed assets are based on a percentage of their original cost ranging from 10% to 60%. This is deemed to be the recoverable amount from the re-sale of the items. The percentages assumed are based on management’s knowledge and experience of the re-sale market, including consideration of historical re-sale values achieved by the company for items.

The useful life of the tangible fixed assets is aligned to the length of customer contracts for all leased assets. Where tangible fixed assets are not leased, the useful life is three years based on management’s knowledge and experience.

3
Employees

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

December
January
2024
2024
Number
Number
Total
12
17
4
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 February 2024
2,676,703
Additions
610,846
Disposals
(550,463)
At 31 December 2024
2,737,086
Depreciation and impairment
At 1 February 2024
1,096,587
Depreciation charged in the period
414,219
Eliminated in respect of disposals
(234,539)
At 31 December 2024
1,276,267
Carrying amount
At 31 December 2024
1,460,819
At 31 January 2024
1,580,116
FIRSTBASE (ABERDEEN) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 7 -
5
Debtors
31 December 2024
31 January 2024
Amounts falling due within one year:
£
£
Trade debtors
708,889
706,672
Other debtors
496,877
246,248
Prepayments and accrued income
569,176
279,787
1,774,942
1,232,707
6
Creditors: amounts falling due within one year
31 December 2024
31 January 2024
£
£
Trade creditors
834,330
474,297
Amounts owed to group undertakings
7,886,532
9,161,205
Taxation and social security
78,954
51,531
Other creditors
20,974
26,264
Accruals and deferred income
787,712
413,813
9,608,502
10,127,110

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

7
Share-based payment transactions
Liabilities and expenses

During the period, the company recognised a net credit of £29,770 (31 January 2024: £20,659 charge) in respect of equity-settled share-based payment arrangements. The credit arose because the share-based awards granted to employees were cancelled on 17 December 2024. In accordance with FRS 102 Section 26, the cancellation resulted in the reversal of the cumulative charge previously recognised, as the empolyees ceased to be entitled to the awards.

Group share-based payments

The company had participated in a group share-based payment arrangement and recognised its share of the expense based on a reasonable allocation of the cost of awards attributable to employees of the company. Following the cancellation of the awards during the period, no further expense will be recognised in respect of these awards. The reversal arising from the cancellation is included in the net credit recognised for the period.

8
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

FIRSTBASE (ABERDEEN) LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
8
Audit report information
(Continued)
- 8 -

Key Audit Matters

Cost of Sales Recognition and Margin Estimation

The company records cost of sales through bulk journal entries from fixed assets, based on management's assessment of items sold versus leased. Due to system limitations, line-item detail was not available for direct testing. We performed alternative procedures, including margin analysis and verification of asset balances, and found no material misstatements. A control deficiency was noted and communicated to management.

The senior statutory auditor was Alison Brown and the auditor was Nuvo Audit Limited.
9
Ultimate controlling party

Firstbase Inc. is the immediate parent company of Firstbase (Aberdeen) Ltd owning 100% of the share capital. On 17th December 2024, Firstbase Inc was acquired in full by AppDirect, Inc. and became the ultimate controlling party at this point.

 

Firstbase Inc. is a company incorporated in the State of Delaware (USA), whose registered office is 251 Little Falls Drive, Wilmington, New Castle County, Delaware 19808-1674 where the consolidated financial statements can be obtained.

 

AppDirect, Inc. is a company incorporated in the State of California (USA), whose registered office is 650 California St Ste 25, San Francisco, California 94108.

10
Events after the reporting date

In May 2025, there was a restructure of the group which involved the creation of a new intermediate parent company, AD ABS US-1 BT LLC, which now controls the Firstbase group. There is no change in the ultimate controlling party (AppDirect, Inc.), however AD ABS US-1 BT LLC is now the immediate parent company of Firstbase Inc. and will be the entity responsible for providing support to the Firstbase group.

 

In May 2025, the intermediate parent company (AD ABS US-1 BT LLC) entered into a loan agreement in which Firstbase (Aberdeen) Limited is a guarantor with standard security granted in favour of Wilmington Trust, National Association, as Agent for the lender, Caisse de dépôt et placement du Québec ("CDPQ") and its affiliates. There is a fixed and floating charge in favour of CDPQ, through Wimington Trust, over all the assets of the company.

 

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