Amplyfi Ltd - Accounts to registrar (filleted) - small 18.2

REGISTERED NUMBER: 09718792 (England and Wales)

AMPLYFI LTD

UNAUDITED FINANCIAL STATEMENTS

FOR THE PERIOD

1 SEPTEMBER 2019 TO 31 DECEMBER 2020

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

Chartered Accountants' Report

10

DIRECTORS:

C Ganje

I A Jones

P R Teather

M Woods

Ms S Morrissey

A L C Tung

A G Cooper

REGISTERED OFFICE:

Pendyris Street

Cardiff

CF11 6BH

REGISTERED NUMBER:

09718792 (England and Wales)

ACCOUNTANTS:

Bevan Buckland LLP

Ground Floor

Cardigan House

Castle Court

Swansea Enterprise Park

Swansea

SA7 9LA

FIXED ASSETS

Intangible assets

4

9,929

13,333

Tangible assets

5

31,979

47,209

Investments

6

1,265,612

-

1,307,520

60,542

CURRENT ASSETS

Debtors

7

1,180,947

764,915

Cash at bank and in hand

1,556,977

1,337,753

2,737,924

2,102,668

CREDITORS

Amounts falling due within one year

8

753,347

416,129

NET CURRENT ASSETS

1,984,577

1,686,539

TOTAL ASSETS LESS CURRENT LIABILITIES

3,292,097

1,747,081

CREDITORS

Amounts falling due after more than one year

9

(622,697

)

(818,838

)

PROVISIONS FOR LIABILITIES

(6,076

)

-

NET ASSETS

2,663,324

928,243

CAPITAL AND RESERVES

Called up share capital

10

1,825

1,515

Share premium

8,769,671

4,118,298

Fair value reserve

11

193,418

57,120

Retained earnings

(6,301,590

)

(3,248,690

)

SHAREHOLDERS' FUNDS

2,663,324

928,243

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the period ended 31 December 2020.

The members have not required the company to obtain an audit of its financial statements for the period ended 31 December 2020 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 30 January 2021 and were signed on its behalf by:

C Ganje - Director

P R Teather - Director

Ms S Morrissey - Director

1.	STATUTORY INFORMATION

Amplyfi Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going Concern

These financial statements have been prepared on the going concern basis, which assumes that continued support will be provided by the company's investors for the foreseeable future. The company's financial position is such that it is dependent, for the foreseeable future, upon the continuing support of its investors. The directors of have prepared projected profit and loss, balance sheet and cash flows statements for the next four years. The projections show that with the benefit of approved capital raises, the company is able to meet its liabilities as they fall due.

After making enquiries, and taking in account the above, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly the company continues to adopt the going concern basis in preparing its financial statements.

Preparation of consolidated financial statements

The financial statements contain information about Amplyfi Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

Turnover represents net invoiced sales of services provided, excluding discounts and rebates allowed by the company and value added tax.

Turnover relating to subscription services is recognised on a straight line basis over the period of the contract.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Intellectual property is being amortised evenly over its estimated useful life of 5 years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery etc

-

25% on cost

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Financial assets

Financial assets, which include trade and other 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 liabilities and equity

Financial liabilities and equity are classified according to the substance of the financial instrument’s

contractual obligations, rather than the financial instrument’s legal form. Financial liabilities, excluding convertible debt and derivatives, are initially measured at transaction price (after deducting transaction costs) and subsequently held at amortised cost.

Convertible loan

The company holds convertible debt which has been deemed a basic financial liability based on its contractual obligations. The proceeds received are treated wholly as a liability and not split between equity and liabilities. On conversion, the unpaid liability element is credited to share capital and share premium as appropriate. Any part of the liability that is not converted will remain a liability until settlement or future conversion.

Taxation

Taxation for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Share based payments

The cost of equity-settled transactions with employees is measured by reference to the fair value of the equity instruments granted at the date at which they are granted and is recognised as an expense over the vesting period, which ends on the date on which the relevant employees become fully entitled to the award.

Where equity-settled arrangements are modified, and are of the benefit to the employee, the incremental fair value is recognised over the period from the date of modification to the date of vesting. Where a modification is not beneficial to the employee there is no change to the charge for the share-based payment.

The company has no cash-settled arrangements.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the period was 39 (2019 - 30 ) .

4.	INTANGIBLE FIXED ASSETS

Other

intangible

assets

£

COST

At 1 September 2019

and 31 December 2020

17,021

AMORTISATION

At 1 September 2019

3,688

Charge for period

3,404

At 31 December 2020

7,092

NET BOOK VALUE

At 31 December 2020

9,929

At 31 August 2019

13,333

5.	TANGIBLE FIXED ASSETS

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

COST

At 1 September 2019

6,837

58,859

65,696

Additions

1,226

8,563

9,789

Disposals

(870

)

(3,320

)

(4,190

)

At 31 December 2020

7,193

64,102

71,295

DEPRECIATION

At 1 September 2019

1,983

16,504

18,487

Charge for period

2,611

21,918

24,529

Eliminated on disposal

(656

)

(3,044

)

(3,700

)

At 31 December 2020

3,938

35,378

39,316

NET BOOK VALUE

At 31 December 2020

3,255

28,724

31,979

At 31 August 2019

4,854

42,355

47,209

6.	FIXED ASSET INVESTMENTS

Shares in

group

undertaking

£

COST

Additions

1,265,612

At 31 December 2020

1,265,612

NET BOOK VALUE

At 31 December 2020

1,265,612

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31/12/20

31/8/19

£

£

Trade debtors

122,586

225,110

Other debtors

1,058,361

539,805

1,180,947

764,915

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31/12/20

31/8/19

£

£

Trade creditors

147,467

115,674

Taxation and social security

213,203

48,409

Other creditors

392,677

252,046

753,347

416,129

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31/12/20

31/8/19

£

£

Other creditors

622,697

818,838

Included in others creditors is an amount of £nil (2019: £552,750) which relates to a convertible loan note. During the year the convertible loan note was converted into 5,051 shares.

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2020

2019

Value:

£

£

182,517

Ordinary

0.01

1,825

1,515

During the period there were two new investments round, a total of 24,903 £0.01 new ordinary shares of £0.01 were issued as part of these, there was also 4,546 £0.01 new ordinary shares issued as part of an acquisition of a subsidiary company along with a conversion of a loan note for 5,051 £0.01 new ordinary shares and 5,750 £0.01 new ordinary shares were issued as part of a previous investment run.

During the period, a total of 9,250 £0.01 shares were cancelled. Included in this were 3,500 which had been gifted back to the company in this period, the remaining shares of 5,750 had been gifted back to the company in the prior year.

11.

RESERVES

Fair

value

reserve

£

At 1 September 2019

57,120

Share option issue

136,298

At 31 December 2020

193,418

The fair value reserve represents the present value of the share options that have been issued.

12.	SHARE-BASED PAYMENT TRANSACTIONS

The company issued no share options to employees and directors during the year. There are existing options in place from prior years as follows:

No of options

No of individuals

Grant date

Exercise price

1,790 (£0.01 shares)

5

December 2017

£6.00

1,014 (£0.01 shares)

7

June 2018

£6.00

3,345 (£0.01 shares)

22

July 2019

£85.07

Exercise options will remain in existence until the conditions that are required for them to be exercised are met.

The following reproduces the text of the report prepared for the directors in respect of the company's annual unaudited financial statements. In accordance with the Companies Act 2006, the company is only required to file a Balance Sheet. Readers are cautioned that the Income Statement and certain other primary statements and the Report of the Directors are not required to be filed with the Registrar of Companies.

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Amplyfi Ltd for the period ended 31 December 2020 which comprise the Income Statement, Balance Sheet, Statement of Changes in Equity and the related notes from the company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed within the ICAEW's regulations and guidance at http://www.icaew.com/en/membership/regulations-standards-and-guidance.

This report is made solely to the Board of Directors of Amplyfi Ltd, as a body, in accordance with our terms of engagement. Our work has been undertaken solely to prepare for your approval the financial statements of Amplyfi Ltd and state those matters that we have agreed to state to the Board of Directors of Amplyfi Ltd, as a body, in this report in accordance with ICAEW Technical Release 07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Amplyfi Ltd and its Board of Directors, as a body, for our work or for this report.

It is your duty to ensure that Amplyfi Ltd has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of Amplyfi Ltd. You consider that Amplyfi Ltd is exempt from the statutory audit requirement for the period.

We have not been instructed to carry out an audit or a review of the financial statements of Amplyfi Ltd. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

Bevan Buckland LLP

Ground Floor

Cardigan House

Castle Court

Swansea Enterprise Park

Swansea

SA7 9LA

30 January 2021