REG - Catenai PLC - Final Results
28/06/2024 07:00
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RNS Number : 2405U Catenai PLC 28 June 2024
28 June 2024
Catenai PLC
("Catenai" or the "Company")
Final Results
Catenai PLC (AIM: CTAI), the AIM quoted provider of digital media and
technology, announces its full year audited results for the year ended 31
December 2023.
Financial overview
· The Company made a net loss for the year of £261,318 (2022:
£545,533). Revenues for the year were £28,670 (2022: £117,020).
· The Company has a statement of financial position at the year-end
showing net liabilities of £433,158 (2022 net liabilities: £171,840).
The auditors have made reference to going concern by way of a material
uncertainty within their audit report. The Directors are confident that the
Company will achieve its cash flow forecasts and, taking into account the
operating initiatives already in place and the funding options available to
the Company, have prepared the accounts on a going concern basis.
Nevertheless, the forecasts show that the Company may have a low level of cash
in twelve months' time and may require further funding in the longer term to
meet its commitments as they fall due. These conditions and events indicate
the existence of material uncertainties that may cast significant doubt upon
the Company's ability to continue as a going concern and the Company may
therefore be unable to realise their assets and discharge their liabilities in
the ordinary course of business. The auditor's opinion is not modified in
respect of this matter. The Independent Auditor's Report is set out in full
below.
Operational overview
The Board continues to focus on organic growth, building on existing customer
relationships and attracting new clients, and also on identifying and
exploring strategic acquisitions to build the Company and improve shareholder
value.
Posting of Accounts
The Reports and Accounts of Catenai have been sent to shareholders and are
available on the Company's website https://catenaiplc.com/
(https://catenaiplc.com/)
This announcement contains inside information for the purposes of the UK
Market Abuse Regulation. The person who arranged for release of this
announcement on behalf of the Company was John Farthing, Interim CEO &
Chief Financial Officer of the Company and the Directors of the Company are
responsible for the release of this announcement.
For further information please contact:
Catenai PLC +44 (0)20 7183 8666
John Farthing, Interim CEO & Chief Financial Officer
Cairn Financial Advisers LLP (Nominated Adviser) +44(0)20 7213 0880
Liam Murray / Jo Turner
Shard Capital Partners LLP (Broker) +44 (0)20 7186 9952
Damon Heath
Notes to Editors:
About Catenai PLC
Catenai is an AIM quoted provider of digital media and technology services.
The Company specialises in IT solutions that solve commercial challenges and
create opportunities for its clients, with an increasing focus incorporating
AI into its platforms. The Company has an experienced IT team of project
managers and integrators who have deployed systems across corporate,
government and educational sectors.
http://www.catenaiplc.com (http://www.catenaiplc.com)
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed to be, forward
looking statements. Forward looking statements are identified by their use of
terms and phrases such as ''believe'', ''could'', "should" ''envisage'',
''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect",
''will'' or the negative of those, variations or comparable expressions,
including references to assumptions. These forward-looking statements are not
based on historical facts but rather on the Directors' current expectations
and assumptions regarding the Company's future growth, results of operations,
performance, future capital and other expenditures (including the amount,
nature and sources of funding thereof), competitive advantages, business
prospects and opportunities. Such forward looking statements reflect the
Directors' current beliefs and assumptions and are based on information
currently available to the Directors.
Chairman's Statement
Business and performance review
The Company looked at a large number of acquisition opportunities during the
year, and whilst none has resulted in a transaction, it has led to the
post-year-end activity with regard to Klarian Ltd. The Board was also
pleased that its robust approach to the dispute with Hyperneph Software Ltd
was vindicated with a settlement and write-back of £102,500.
Board changes
In March 2024, Guy Meyer resigned and Sarfraz Munshi was appointed as a
non-executive director. John Farthing combined his existing CFO position with
that of interim CEO.
Financial overview
The Company made a net loss for the year of £261,318 (2022: £545,533).
Revenues for the year were £28,670 (2022: £117,020).
The Company has a statement of financial position at the year-end showing net
liabilities of £433,158 (2022 net liabilities: £171,840).
Working capital and fund raisings
During the year, the Company received £131,000 by way of convertible loan
from Sanderson Capital Partners Limited.
Company strategy
The Board continues to focus on organic growth, building on existing customer
relationships and attracting new clients, and also on identifying and
exploring strategic acquisitions to build the Group and improve shareholder
value.
Operational KPIs
During the 15-month period, we refined the operational KPIs we believe to be
most relevant. These are:
● number of customers;
● number of repeat orders;
● number of acquisition opportunities reviewed; and
● bank balance.
Current Trading and Outlook
We continue to seek additional work from customers and develop the
relationship with Klarian Ltd.
I would like to thank the team at Catenai for their commitment and tenacity in
pursuing every opportunity to bring new business into the Company.
Brian Thompson
Chairman
27 June 2024
Consolidated statement of comprehensive income for the period ended 31 December 2023
12 months 15 months
31 December 31 December
Note 2023 2022
£ £
Revenue 3 28,670 117,020
Cost of sales - -
Gross profit 28,670 117,020
Administrative expenses 4 (392,488) (662,553)
Reversal of provision 10 102,500 -
Loss from operations (261,318) (545,533)
Net finance expense - -
Loss before taxation (261,318) (545,533)
Taxation credit 7 - -
Loss from continuing operations (261,318) (545,533)
Total comprehensive loss for the year (261,318) (545,533)
Basic and diluted loss per share (pence) 9 (0.09) (0.19)
Consolidated Statement of financial position at 31 December 2023
Note 2023 2022
£ £
Non-current assets
Intangible assets 1 1
Investments 10 0 0
1 1
Current assets
Trade and other receivables 11 17,291 74,745
Cash and other equivalents 1,185 61,922
18,476 136,667
Current liabilities
Trade and other payables 12 (320,635) (308,508)
Loans and borrowings 13 (131,000) -
(451,635) (308,508)
Non current liabilities
Loans and borrowings 13 - -
Total liabilities (451,635) (308,508)
Net assets / (liabilities) (433,158) (171,840)
Capital and reserves
Ordinary share capital 15 570,078 570,078
Deferred share capital 15 3,159,130 3,159,130
Share premium account 19,665,457 19,665,457
Share reserve (83,333) (83,333)
Merger reserve 11,119,585 11,119,585
Capital redemption reserve 2,732,904 2,732,904
Retained Losses (37,596,979) (37,335,661)
Shareholders' funds (433,158) (171,840)
The financial statements were approved by the Board and authorised for issue
on 27 June 2024
Brian Thompson
Chairman
Consolidated statement of cash flows for the period ended 31 December 2023
12 months 15 months
31 December 31 December
Cash flow from operating activities Note 2023 2022
£ £
Loss for the year (261,318) (545,533)
Adjustments for:
Amortisation of intangible assets - -
Net bank and other interest charges - -
Services settled by the issue of shares - -
Issue of share options and warrants charge - -
Net cash outflow before changes in working (261,318) (545,533)
capital
(Increase)/Decrease in trade and other receivables 57,454 (29,509)
(Decrease) / Increase in trade and other 12,127 81,849
payables
Cash outflow from operations (191,737) (493,193)
Interest received - -
Interest paid - -
Net cash flows from operating activities (191,737) (493,193)
Investing activities
Investment in joint venture - -
Net cash flows from investing activities - -
Financing activities
Issue of ordinary share capital - 15,273
New loans raised 131,000 -
Net cash flows from financing activities 131,000 15,273
Net (decrease) / increase in cash (60,737) (477,920)
Cash and cash equivalents at beginning of year 61,922 539,842
Cash and cash equivalents at end of year 1,185 61,922
Consolidated statement of changes in equity for the period ended 31 December 2023
Deferred Shares / Shares to be issued
Share Capital Share Premium Other Reserves Retained Earnings Total Equity
£ £ £ £ £ £
Balance at 30 Sep 2021
562,441 19,657,281 3,159,130 13,769,156 (36,790,128) 358,420
Loss for the period
- - - - (545,533) (545,533)
Share capital issued
7,637 7,636 - - - 15,273
Balance at 31 Dec 2022 570,078 19,665,457 3,159,130 13,769,156 (37,335,661) (171,840)
Loss for the year - - - (261,318) (261,318)
Balance at 31 Dec 2023
570,078 19,665,457 3,159,130 13,769,156 (37,596,979) (433,158)
The other reserves relate to the merger reserve, share reserve and the capital
redemption reserve
The financial statements were approved by the Board and authorised for issue
on 27 June 2024.
Brian Thompson
Chairman
Notes to the financial statements for the year ended 31 December 2023
The principal activity of Catenai Plc is the provision of multimedia and
technology solutions.
Catenai Plc is incorporated in the United Kingdom with registration number
04689130. Catenai Plc is domiciled in the United Kingdom and has its
registered office at 27 Old Gloucester Street, London WC1N 2AX. The principal
place of business for the Company is 26-27 Lansdowne Terrace, Gosforth,
Newcastle Upon Tyne, NE3 1HP.
Catenai Plc is a public limited company, limited by shares and its shares are
quoted on the AIM market of the London Stock Exchange.
Catenai Plc's financial statements are presented in Pounds Sterling.
The comparatives are for the 15 months ended 31 December 2022 following a
change of year end.
The company changed its name from Catenae Innovation Plc to Catenai Plc on 5
March 2024.
1. Principal accounting policies
The principal accounting policies applied in the preparation of these
financial statements are set out below. These policies have been consistently
applied to all the period presented unless otherwise
stated.
Statement of compliance
The financial statements have been prepared in accordance with UK-adopted
International Accounting Standards and with those parts of the Companies Act
2006 applicable to companies reporting under International Accounting
Standards Board (IASB) and the interpretations issued by the International
Financial Reporting Interpretations Committee (IFRIC).
Going concern
The Company's business activities, together with the factors likely to affect
its future development, performance and position are set out in the Chairman's
statement and below. The financial position of the Company, its cash flows,
liquidity position and borrowing facilities are described in the financial
statements. In addition, note 14 to the financial statements includes the
Company's objectives, policies and processes for managing its capital; its
financial risk management objectives; details of its financial instruments;
and exposures to credit risk and liquidity risk.
The net liability position as at 31 December 2023, being the Company's
financial year-end, was £433,158. Subsequent to the reporting date, the Board
has been able to raise additional funding through share issues which have
raised £720,000 gross proceeds in cash.
The Company's forecasts and projections show that the Company should be able
to operate within the level of its current cash resources, however a material
uncertainty exists in relation to the Company's ability to repay its
liabilities as they become due.
The Directors prepare annual budgets and cash flow projections that extend 12
months from the date of this report. These projections include the proceeds of
future fundraising necessary within the next 12 months to meet the Company's
overheads and planned discretionary expenditures and to maintain the Company
as a going concern. Although the Company has been successful in raising
finance in the past, there is no assurance that it will obtain adequate
finance in the future. This represents a material uncertainty related to
events or conditions which may cast significant doubt on the Company's ability
to continue as a going concern and, therefore, that they may be unable to
Going concern
realise their assets and discharge their liabilities in the normal course of
business. However, the directors have a reasonable expectation that they will
secure additional funding when required to continue meeting corporate
overheads and other costs for the foreseeable future and therefore the
directors believe that the going concern basis is appropriate for the
preparation of the financial statements.
After making enquiries, the directors have a reasonable expectation that the
Company has adequate resources to continue in operational existence for the
foreseeable future. They continue to adopt the going concern basis in
preparing the annual report and financial statements, however as noted above a
material uncertainty exists which may cast significant doubt on the Company's
ability to continue operating as a going concern.
The auditors have made reference to going concern by way of a material
uncertainty within their
audit report.
Revenue recognition
The Company provides software licencing and support services.
The weighting of these and pricing of these services (which drives the revenue
recognition) depends on the service level required by the client, and on the
commercial imperatives and pricing sensitivities of the client.
The contractual performance obligations will typically be embedded in an
agreement with the client.
Where that agreement is detailed, the revenue recognition will follow the
allocation of fees and revenues against the completion of the agreed
performance milestones in the accounting period.
Where the agreement is not specific, the revenue recognition will be in
proportion to the completion of performance milestones in the relevant
accounting period against the internal costings prepared in advance for each
project.
(i) Software licencing contracts
Revenue from software licencing contracts is recognised when the customer
takes possession of and accepts the software licence products which is the
point in time when the customer has the ability to direct the use of the
product and obtain substantially all of the benefits of the products.
(ii) Ongoing support and maintenance contracts
Revenue from ongoing support and maintenance contracts is recognised over the
contractual term when the customer simultaneously receives and consumes the
benefits provided by the Company's performance, as the Company performs. The
Company recognises contract liabilities for any revenue not yet provided to
the customer as of the year end.
Research and development
Expenditure on research activities is recognised as an expense in the period
in which it is incurred. An internally generated intangible asset arising from
the Company's development activity is recognised only if all the following
conditions are met:
• an asset is created that can be identified (such as a website);
• it is probable that the asset created will generate future
economic benefits: and,
• the development cost of the asset can be measured reliably.
Internally-generated intangible assets are amortised on a straight-line basis
over their useful lives. Where no internally-generated intangible asset can be
recognised, development expenditure is recognised as an expense in the period
in which it is incurred.
Intangible assets
Externally acquired intangible assets are initially recognised at cost and
subsequently amortised on a straight-line basis over their estimated useful
economic lives. The amortisation expense is included within the other
administrative expenses line of the statement of comprehensive income.
Intangible assets are recognised on business combinations if they are
separable from the acquired entity or give rise to other contractual/legal
rights.
Impairment of non-current assets
For the purposes of assessing impairment, assets are Companied into separately
identifiable cash-generating units. At the end of each reporting period, the
Company reviews the carrying amounts of its non-current 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).
An impairment loss is recognised for the amount by which the assets or
cash-generating unit's carrying amount exceeds its recoverable amount. The
recoverable amount is the higher of fair value less costs to sell and value in
use based on an internal discounted cash flow evaluation.
Cash and cash equivalents
Cash and cash equivalents comprise cash in hand and on demand deposits.
Investments
Investments in subsidiaries, associates and joint ventures are stated cost and
reviewed for
impairment if there are indicators that the carrying value may not be
recoverable. An impairment
loss is recognised to the extent that the carrying amount cannot be recovered
either by selling the
asset or by continuing to hold the asset and benefitting from the net present
value of the future cash
flows of the investment.
Equity
Equity comprises the following:
• Share capital represents the nominal value of issued ordinary shares
and deferred shares.
• Share premium represents the excess over nominal value of the fair
value of consideration received for equity shares, net of expenses of the
share issue.
• Shares to be issued reserve represents cash received for the purchase
of shares yet to be issued at the period end and for creditors who have agreed
to convert their debt to shares yet to be issued at the period end.
• Merger reserve represents the excess over nominal value of the fair
value of consideration received for equity shares issued on acquisition of
subsidiaries, net of expenses of the share issue.
• Share reserve represents shares held in treasury at nominal value
following the conclusion of the defaulting shares from October 2016.
• Capital redemption reserve represents the nominal value of shares
repurchased by the Company.
• Retained earnings represent retained profits and losses.
Equity instruments
Equity instruments issued by the Company are recorded as the proceeds
received, net of direct
costs.
Deferred taxation
Recognition of deferred tax assets is restricted to those instances where it
is probable that taxable profit will be available against which the difference
can be utilised.
Financial assets
On initial recognition, financial assets are classified as either financial
assets at fair value through the statement of profit or loss, held-to-maturity
investments, loans and receivables financial assets, or available-for-sale
financial assets, as appropriate.
Loans and receivables
The Company classifies all its financial assets as trade and other
receivables. The classification depends on the purpose for which the financial
assets were acquired.
Trade receivables and other receivables that have fixed or determinable
payments that are not quoted in an active market are classified as loans and
receivables financial assets. Loans and receivables financial assets are
measured at amortised cost using the effective interest method, less any
impairment loss. Interest income is recognised by applying the effective
interest rate, except for short-term receivables when the recognition of
interest would be immaterial.
For trade receivables and other receivables due in less than 12 months, the
Company applies the simplified approach in calculating Expected Credit Losses
("ECL's"), as permitted by IFRS 9. Therefore, the Company does not track
changes in credit risk, but instead, recognises a loss allowance based on the
financial asset's lifetime ECL at each reporting date. For any other financial
assets carried at amortised cost (which are due in more than 12 months), the
ECL is based on the 12-month ECL. The 12-month ECL is the proportion of
lifetime ECLs that results from default events on a financial instrument that
are possible within 12 months after the reporting date. However, when there
has been a significant increase in credit risk since origination, the
allowance will be based on the lifetime ECL. When determining whether the
credit risk of a financial asset has increased significantly since initial
recognition and when estimating ECLs, the Company considers reasonable and
supportable information that is relevant and available without undue cost or
effort. This includes both quantitative and qualitative information and
analysis, based on the Company's historical experience and informed credit
assessment including forward-looking information.
Financial liabilities
Financial liabilities are recognised when, and only when, the Company becomes
a party to the contracts which give rise to them and are classified as
financial liabilities at fair value through the profit and loss or loans and
payables as appropriate. The Company's loans and payable comprise trade and
other payables.
When financial liabilities are recognised initially, they are measured at fair
value plus directly attributable transaction costs and subsequently measured
at amortised cost using the effective interest method other than those
categorised as fair value through income statement.
Fair value through the income statement category comprises financial
liabilities that are either held for trading or are designated to eliminate or
significantly reduce a measurement or recognition inconsistency that would
otherwise arise. Derivatives are also classified as held for trading unless
they are designated as hedges. There were no financial liabilities classified
under this category.
The Company determines the classification of its financial liabilities at
initial recognition and re-evaluate the designation at each financial year
end.
A financial liability is de-recognised when the obligation under the liability
is discharged, cancelled or expires.
When an existing financial liability is replaced by another from the same
party on substantially different terms, or the terms of an existing liability
are substantially modified, such an exchange or modification is treated as a
de-recognition of the original liability and the recognition of a new
liability, and the difference in the respective carrying amounts is recognised
in the income statement.
Share-based payments
When share options and warrants are awarded, the fair value of the options and
warrants at the date of grant is charged to the statement of comprehensive
income over the vesting period. Non-market conditions are taken into account
by adjusting the number of equity instruments expected to vest at each end of
reporting period, so that, ultimately, the cumulative amount recognised over
the vesting period is based on the number of options and warrants that
eventually vest.
Market conditions are factored into the fair value of the options and warrants
granted. As long as all other vesting conditions are satisfied, a charge is
made irrespective of whether the market vesting conditions are satisfied. The
cumulative expense is not adjusted for failure to achieve a market vesting
condition.
Where the terms and conditions of options and warrants are modified before
they vest, the increase in fair value of the options and warrants, measured
immediately before and after the modification, is also charged to the
statement of comprehensive income over the remaining vesting period.
Where equity instruments are granted to persons other than employees, the full
cost of services provided is recognised as a current liability
and as a charge in the statement of comprehensive income. When
shares are issued to settle the obligation, the liability is extinguished and
the share issue is reflected in equity as an issue of share capital.
Upon exercise of share options and warrants, the proceeds received net of
attributable transaction costs are credited to share capital, and where
appropriate share premium.
New and amended Standards and Interpretations adopted by the Company
There were no new standards and interpretations to published standards adopted
during the year which have had a significant impact on the company's
accounting policies.
New and amended Standards and Interpretations issued but not effective for the
financial year beginning 1 January 2023
At the date of authorisation of these financial statements, the following
standards and interpretations which have not been applied in these financial
statements were in issue but not yet effective:
Application date of standards
(periods commencing)
Ref Title Summary
IFRS 17 Insurance Contracts Establishes new principles for the recognition, Annual periods
measurement, presentation and disclosure of beginning on or
insurance contracts issued, reinsurance contracts after 1 January
held and qualifying investment contracts with 2023.
discretionary participation features issued.
IFRS 16 Lease Liability in a Sale Specifies requirements relating to measuring Annual periods
and Leaseback the lease liability in a sale and leaseback beginning on or
transaction after the date of the transaction. after 1 January
2024.
IAS 12 Deferred Tax related to Assets Introduces an exception to clarify that the Annual periods
and Liabilities arising from a 'initial recognition exemption' does not apply beginning on or
Single Transaction to transactions that give rise to equal taxable after 1 January
and deductible timing differences. 2023.
IAS 8 Changes in Accounting Estimates Clarifies how to distinguish changes in accounting Annual periods
and Errors: Definition of policies from changes in accounting estimates. beginning on or
Accounting estimates after 1 January
2023.
IAS 1 Presentation of Financial Changes requirements from disclosing 'significant' Annual periods
Statements and IFRS Practice to 'material' accounting policies and provides beginning on or
Statement 2 - Disclosure of explanations and guidance on how to identify after 1 January
Accounting Policies material accounting policies. 2024.
IAS 1 Presentation of Financial Clarifies that only those covenants with which Annual periods
Statements: Classification of an entity must comply on or before the end of beginning on or
Liabilities as Current or the reporting period affect the classification of a after 1 January
Non-Current and Non-Current liability as current or non-current. 2024.
Liabilities with Covenants Date
There are no other IFRSs or IFRIC interpretations that are not yet effective
that would be expected to have a material impact on the Company.
The directors are evaluating the impact that these standards will have on the
financial statements of the Company.
2. Critical accounting judgements and key sources of estimation
uncertainty
The preparation of the financial statements requires management to make
estimates and assumptions that affect the reported amounts of revenues,
expenses, assets and liabilities, and the disclosure of contingent liabilities
at the date of the financial statements. If in the future such estimates and
assumptions, which are based on management's best judgement at the date of the
financial statements, deviate from the actual circumstances, the original
estimates and assumptions will be modified as appropriate in the year in which
the circumstances change.
Where necessary, the comparatives have been reclassified or extended from the
previously reported results to take into account presentational changes.
Critical judgements and estimates in applying the Company's accounting
policies
In the process of applying the Company's accounting policies, which are
described in note 1, management has made the following judgements and
estimates that have the most significant effect on the amounts recognised in
the financial statements (apart from those involving estimations, which are
dealt with below).
Judgements
Going concern
Management have considered that the Company remains a going concern. The going
concern assumption is discussed further in note 1.
Estimates
There are not deemed to be any key sources of estimation of uncertainty that
have a significant risk of resulting in a material adjustment to the carrying
amounts of assets and liabilities within the next financial year.
3. Segment and revenue analysis
The accounting policy for identifying segments is based on the internal
management reporting information that is regularly reviewed by the senior
management team.
The Company has one reportable segment:
Catenai - Catenai generates revenue from the exploitation of intellectual
property and licenses held.
The financials for this segment can be seen in the financial statements in
this document.
The company derives revenue from the transfer of services over time and at a
point in time to customers all located in the UK.
12 months 15 months
31 December 31 December
2023 2022
£ £
Timing of revenue recognition:
At a point in time 28,670 117,020
Over time - -
Total revenue 28,670 117,020
4. Administrative expenses
The following amounts are included within administrative expenses:
12 months 15 months
31 December 31 December
2023 2022
£ £
Auditors' remuneration:
Fees payable to the Company's auditor:
For the audit of the Company's annual accounts 14,000 14,000
Staff costs (note 5) 211,476 307,809
5. Directors and staff
Staff costs during the year, including Directors, were as follows:
12 months 15 months
31 December 31 December
2023 2022
£ £
Wages and salaries 193,000 276,458
Social security costs 16,443 28,052
Pension costs 2,034 3,299
211,477 307,809
The average number of staff of the Company during the year was as follows:
15 months
31 December
2023 2022
no. no.
Sales, distribution and technology 1 1
Directors and administration 3 3
4 4
The amounts paid and accrued as a liability by the Company in respect of the
Directors, who are the key management personnel of the Company was as follows:
Year ended 31 December 2023
Paid Accrued Total
Edward Guy Meyer 45,659 42,000 87,659
Brian Thompson - - -
John Farthing 39,000 17,000 56,000
Total 84,659 59,000 143,659
Year ended 31 December 2022
Paid Accrued Total
Edward Guy Meyer 80,500 51,500 132,000
Brian Thompson - - -
John Farthing 46,500 12,750 59,250
Total 127,000 64,250 191,250
5. Directors and staff (Continued)
Employers national insurance, employers pension and share option / warrant
charges for key management personnel (including directors)
2023 2022
Employers NIC Employer Pension Employers NIC Employer Pension Total
Edward Guy Meyer 5,156 991 10,113 1,431 17,691
Brian Thompson - - - - -
John Farthing 4,214 - 5,521 - 9,735
9,370 991 15,634 1,431 27,426
As at 31 December 2023 director's fees of £123,250 (2022: £64,250) relating
to current and prior year fees remains outstanding, of which £93,500 (2022:
£51,500) relates to Edward Guy Meyer, £29,750 (2022: £12,750) relates to
John Farthing.
6. Discontinued operations
There were no discontinued operations during the year. The Company disposed of
its subsidiary as detailed in note 10.
7. Tax on loss
15 months
31 December
2023 2022
£ £
Loss before tax (261,318) (545,533)
Loss at the standard rate of corporation tax in the UK of 25% (2022: 19%)
(65,329) (103,651)
Effects of:
Expenses not deductible for tax purposes - 19,462
Unutilised tax losses and other deductions (65,329) 84,189
Total tax credit in the year - -
Deferred tax assets of approximately £3m (2022: £2.9m) have not been
recognised in the financial statements as there is currently insufficient
evidence to suggest that any deferred tax asset would be recoverable. The
Company has unutilised tax losses of approximately £15.6m (2022: £15.2m)
that would be available to carry forward against future profits from the same
activity, subject to agreement by HM Revenue & Customs.
The corporation tax rate in the UK increased to 25% on 1 April 2023.
8. Dividends
No dividends have been paid or proposed in the year (2022: £nil).
9. Loss per share
The calculation of the basic loss per share is based on the loss attributable
to ordinary shareholders divided by the weighted average number of shares in
issue during the year. The calculation of diluted loss per share is based on
the basic loss per share, adjusted to allow for the issue of shares and the
post tax effect of dividends and interest, on the assumed conversion of all
other dilutive options and other potential ordinary shares.
There were 144,444 share options and 26,927,240 share warrants outstanding at
the year-end (2022: 144,444 and 26,927,240). However, the figures for 2023 and
2022 have not been adjusted to reflect conversion of these share options, as
the effects would be anti- dilutive.
2023 2022
Weighted average number of Weighted average number of
shares Per share amount Pence shares Per share amount Pence
Loss Loss
£ £
Basic and diluted loss per share attributable to shareholders
(0.09) (0.19)
(261,318) 285,038,925 (545,533) 284,017,394
10. Investments
Investments Total
£ £
Cost
At 1 January 2023 320,000 320,000
Disposal in year (320,000) (320,000)
At 31 December 2023 - -
- 10
Net book value
As at 31 December 2022 - -
As at 31 December 2023 - -
On 1 December 2023 the Company disposed of its 51.05% shareholding in its
former subsidiary Hyperneph Software Limited and also settled its dispute with
their former shareholders. As the Company was released from any further
liabilities it has released the previously recognised provision of £102,500.
The value of shares in investments are tested annually for impairment.
Subsidiaries as at 31 Dec 2023 Registered Address Class of Shares Total Number of Shares in issue at 31 Dec 2023 Percentage held by Catenai
Catenai Ltd (Subsidiary - Dormant) 20 Wenlock Road, London, N1 7GU Ordinary Shares of £1 1 100%
11. Trade and other receivables
2023 2022
£ £
Trade receivables 7,800 61,734
Other receivables 13,011
9,492
74,745
17,292
Trade receivable days at the year-end were 99 days (2022: 193 days). No
interest is charged on receivables within the agreed credit terms. Thereafter,
interest may be charged.
An allowance for impairment is made where there is an identified event which,
based on previous experience, is evidence of a reduction in the recoverability
of the outstanding amount. The Company provides, in full, for any debts it
believes have become non- recoverable. The figures shown above are after
deducting specific provision for bad and doubtful debts of £nil (2022:
£nil). No amounts included within trade and other receivables are expected to
be recovered in more than one year (2022: £nil).
The maximum exposure to credit risk at the reporting date is the carrying
value of each class of receivable set out above. The carrying value at the
year-end for each class of assets is deemed by the Directors to be the same as
the fair value.
The ageing of trade receivables that have not been impaired are:
2023 2022
£ £
Due in less than 1 month 7,800 61,734
Due after more than 1 month - -
7,800
61,734
12. Trade and other payables
2023 2022
£ £
Trade payables 72,376 42,182
Other payables 8,221 144,473
Taxation and social security 16,166 6,097
Accruals and contract liabilities 223,872 115,756
320,635 308,508
Included in accruals and deferred income are amounts of £123,250 (2022:
£64,250) relating to unpaid contingent remuneration to the Directors in
office at the year-end. This has been accrued in accordance with the payments
agreed between the Company and Directors.
Included in contract liabilities there is £3,500 (2022: £3,125), which
relates to the residual proportion of annual fees remaining at the year-end.
13. Loans and borrowings
2023 2022
£ £
Loans due within one year -
131,000
Loans due after one year -
-
-
131,000
The Company received £131,000 short term convertible loans with and interest
rate of 0%.
14. Financial instruments and risk management
Financial risk factors
The Company's financial instruments comprise cash, including short-term
deposits, trade and other receivables, short-term loan financing and trade and
other payables that arise directly from its operations. The main risks arising
from the Company's financial instruments are liquidity risk, credit risk and
interest rate risk. The Board has reviewed and agreed policies for managing
each of these risks and they are summarised below. The Company has no
financial assets other than trade receivables and cash at bank. The statement
of financial position values for the financial assets and liabilities are not
materially different from their fair values.
Liquidity risk
The Company seeks to manage financial risk to ensure sufficient liquidity is
available to meet foreseeable needs and to invest cash assets safely and
profitably. The Company policy is to ensure there are sufficient cash reserves
to meet liabilities during such periods. These are incorporated into rolling
twelve-month Company cash flow forecasts, which are reviewed by the Board
monthly.
Short-term flexibility is provided through the availability of cash
facilities. Long-term funding is secured through issues of share capital and
loans.
Credit risk
The Company's principal financial assets are bank balances, cash and trade and
other receivables. The Company's credit risk is primarily attributable to its
trade receivables. As far as possible, the Company operates to ensure that the
payment terms of customers are matched to the Company's own contractual
obligations on development.
Currency risk
The Company does not operate in overseas markets and is not subject to
exposures on transactions undertaken during the year. The Company's exposure
to exchange rate fluctuations is therefore not significant.
Capital risk management
The capital structure of the Company consists of a loan and the shareholders'
equity, comprising issued share capital and reserves. The capital structure of
the Company is reviewed on an on-going basis with reference to the costs
applicable to each element of capital, future requirements of the Company,
flexibility of capital to be drawn down and availability of further capital
should it be required.
The Company had loan liabilities of £131,000 at the year-end (2022: £nil).
14. Financial instruments and risk management (continued)
Liability maturity analysis
Repayable on demand or within 1 month Between 1 Between 6
month and 6 months months and 1 year
2023
£ £ £
Trade creditors 72,376 - -
Other creditors - - 24,387
Loans and borrowings* 131,000 - -
Between 1 Between 6
Repayable on demand or within 1 month month and 6 months months and 1 year
2022
£ £ £
Trade creditors 42,182 - -
Other creditors - - 150,570
Loans and borrowings - - -
*The convertible loans facility was renewed in January 2024 for 12 months.
Interest rate and liquidity risk
The Company's financial liabilities represented trade payables and loan
financing at the year-end. No interest was payable on the balances outstanding
as at the year end. The Company's working capital commitments are reviewed on
an on-going basis with reference to the dates when liabilities are to be
repaid.
15. Share capital
2023 2022
£ £
Allotted, called up and fully paid
285,038,925 (2022: 285,038,925) ordinary shares of 0.2p 570,078 570,078
(2022: 0.2p) each
570,078 570,078
.
16. Share warrants
At 31 December 2023, the Company had the following equity settled warrants in
issue (the number of warrants and exercise prices have been adjusted for the
reorganisation of the Company's shares into ordinary and deferred shares
during the year):
Shares forfeited / expired / waived / exercised during the year
Number of warrants outstanding as at Warrants granted Warrants outstanding as at 31
Date warrant granted 1 Jan 2023 during Dec 2023
the year Exercise
price
Misc. Warrants 27/01/2021 22,477,240 - - 22,477,240 3p
03/02/2021 2,500,000 - - 2,500,000 2p
08/04/2021 2,000,000 - - 2,000,000 2.5p
26,977,240 - - 26,977,240
There were no warrants issued in the year to 31 December 2023.
The fair value of the share warrants was estimated at the date of grant using
the Monte-Carlo model for those with the performance conditions and the Black
Scholes model for those without performance conditions, taking into account
the terms and conditions upon which they were granted. The following tables
list the inputs to the model used for the valuations of share warrants.
Grant Date 27/01/2021 08/04/2021
Final Date 27/01/2024 08/04/2024
Exercise Price 3p 2.5p
Share Price 0.0625p 0.0625p
Expected Volatility 81% 81%
Expected Dividend Yield n/a n/a
Risk Free Rate 0.07% 0.07%
Average Time to Vest 2.1 years 2.1 years
Grant Date 03/02/2021
Final Date 03/02/2024
Exercise Price 2p
Share Price 2p
Expected Volatility 25%
Expected Dividend Yield n/a
Risk Free Rate 0.6%
Average Time to Vest immediate
The total fair value of the warrants granted in the period was £nil (2022:
£nil). The net charge recognised in the statement of comprehensive income for
share warrants was £nil (2022: £nil).
17. Capital commitments
There were no capital commitments as of 31 December 2023 or 31 December 2022.
18. Share-based payment
On 27 March 2015, the Company granted to the Directors and other individuals
options over a total of 85,787,000 ordinary shares of 0.1p each at a price of
1 penny per share as disclosed in the announcement dated 22 December 2014.
Half of the options vest once the closing mid-market share price of the
Company has been more than or equal to 2 pence for a period of 15 consecutive
business days. The remainder vest once the closing mid- market share price of
the Company has been more than or equal to 3 pence for a period of 15
consecutive days. The options are exercisable on or following the first
anniversary of the date of issue and will lapse on the tenth anniversary of
the date of issue. Options issued to non-Director employees under the EMI
scheme lapse on cessation of employment. Since the issue date the options have
lapsed, other than those shown in the bale below. In a prior period the
Company re-organised its share capital. The above number of share options
needs to be divided by 100 and the above exercise prices multiplied by 100.
Details of the Options are as follows:
Number of new options granted in the year Number of options forfeited in the year Options held at 31 December
Options held at 1 Jan 2023
2023 Option price
Tony Sanders 66,666 - - 66,666 10p
Kevin Everett 77,778 - - 77,778 10p
Total 144,444 - - 144,444
At 31 December 2023, no options were exercisable due to the mid-market share
price of the Company in the period (31 December 2022: nil). At this date, the
weighted average contractual life of the outstanding options was 1.25 years
(31 December 2022: 2.25 years).
There were no share options exercised during the year (2022: nil).
The fair value of the share options was estimated at the date of the grant
using either the Monte-Carlo model (where market conditions existed) or the
Black-Scholes model, taking into account the terms and conditions upon which
they were granted.
The following table lists the inputs to the model used for the valuations of
share options:
Options granted on 27 March 2015 expire 27 March 2025
Exercise price (pence) 1p 1p
Share price (pence) 0.65p 0.65p
Expected volatility (%) 85% 85%
Expected dividend yield n/a n/a
Risk free rate 0.41% 0.49%
Average time to vest (years) 2 years 2.3 years
18. Share-based payment (continued)
The expected volatility was based on historic volatility and reflects the
assumption that the historical volatility is indicative of future trends,
which may not necessarily be the actual outcome. No other features of the
options were incorporated into the measurement of fair value, and non-market
conditions have not been included in calculating the fair value. The total
fair value of the options granted in the period was £nil (2022: £nil). The
amount debited to the statement of comprehensive income for share options was
£nil (2022: £nil). The combined total fair value of the options and warrants
granted in the period was £nil (2022: £nil) and the combined amount debited
to the statement of comprehensive income was £nil (2022: £nil).
19. Transactions with Directors and other related parties
Unpaid remuneration
As stated in note 12 to the accounts a total of £123,250 (2022: £64,250) is
due to Directors as unpaid remuneration:
2023 2022
Edward Guy Meyer 93,500 51,500
Brian Thompson - -
John Farthing 29,750 12,750
Total 123,250 64,250
Other transactions with Directors
Payments (to) / from related
Related Party relationship Transaction parties Balance owing /
amount owed
2023 2022 2023 2022 2023 2022
£ £ £ £ £ £
Sales/(Purchases) from B.T.I.C. Limited
(840) (18,058) (840) (18,058) - -
B.T.I.C. Limited, a Company incorporated in the England and Wales, in which
Brain Thompson is a director and shareholder continues to provide insurance
services to the Company.
All amounts owing to related parties are payable on demand with no interest
accruing.
20. Retirement benefit schemes
During the year, £991 was paid to a retirement benefit scheme on behalf of
Directors (2022:
£3,643).
21. Operating lease rental commitments
At 31 December 2023 and 31 December 2022, the Company had no commitments under
operating leases.
22. Notes supporting the cash flow statement
Cash and cash equivalents for the purposes of the cash flow statement
comprises:
2023 2022
£ £
Cash available on demand 65,443
1,185
1,185 71, 65,443
23. Events after the reporting period
On 5 March 2024 the name of the Company changed from Catenae Innovation PLC to
Catenai PLC
On 27 March 2024 the Company issued 225,366,666 ordinary shares of 0.002 each
for gross proceeds of £460,000 as well as the conversion of £216,100 of
convertible loans.
On 2 April 2024 the Company issued 112,200,000 ordinary shares of 0.002 each
for gross proceeds of £260,000 as well settling £56,600 of liabilities and
£20,000 accrued director fees.
On 25 April 2024 the Company issued 12,000,000 warrants over new ordinary
shares in the Company, exercisable at 0.3 pence per new ordinary share (the
"Broker Warrants"), being the placing price in the fundraise announced on 12
March 2024. The Broker Warrants are exercisable for a period of three years
from 12 March 2024.
The Company entered into an unsecured convertible loan note agreement with
Klarian Limited to provide up to £450,000 in three tranches by way of
subscription for loan notes issued by Klarian Limited. The Company has
provided the 3 tranches of £150,000 each on 9 May 2024, 24 May 2024 and 27
June 2024.
Report of the independent auditors
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CATENAI PLC
Opinion
We have audited the financial statements of Catenai Plc for the year ended 31
December 2023 which comprise the Statement of Comprehensive Income, the
Statement of Financial Position, the Statement of Changes in Equity, the
Statement of Cash Flows, and the related notes, including a summary of
significant accounting policies. The financial reporting framework that has
been applied in their preparation is applicable law and UK-adopted
International Financial Reporting Standards (IFRSs).
In our opinion:
· the financial statements give a true and fair view of the state
of the company's affairs as at 31 December 2023 and of the company's loss for
the year then ended;
· the financial statements have been properly prepared in
accordance with UK adopted International Accounting Standards; and
· the financial statements have been prepared in accordance with the
requirements of the Companies Act 2006.
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 as applied to listed entities, 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.
Material uncertainty relating to going concern
We draw attention to note 1 in the financial statements, which indicates that
the company is loss making and has net liabilities. As stated in note 1, these
events or conditions, along with the other matters as set forth in note1,
indicate that a material uncertainty exists that may cast significant doubt on
the company's ability to continue as a going concern. Our opinion is not
modified in respect of this matter.
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. Our evaluation of the directors
assessment of the entity's ability to continue to adopt the going concern
basis of accounting included:
· Reviewing the cash flow forecasts prepared by management for the period up to June
2025, providing challenge to key assumptions and reviewing for reasonableness;
· A comparison of actual results for the period to past budgets to assess the forecasting
ability/accuracy of management;
· Reviewing post-period end RNS announcements and held discussions with management
on expenditure plans; and
· Assessing the adequacy of going concern disclosures within the financial statements.
Our responsibilities and the responsibilities of the directors with respect to going concern are
described in the relevant sections of this report.
Key audit matters
We identified the key audit matter described below as that which was most
significant in the audit of the financial statement of the current period. Key
audit matters include the most significant assessed risks of material
misstatement, including those risks that had the greatest effect on our
overall audit strategy, the allocation of resources in the audit and the
direction of the efforts of the audit team.
In addressing this matter, we have performed the procedures below which were
designed to address the matter in the context of the financial statements as a
whole and in forming our opinion thereon. Consequently, we do not provide a
separate opinion on this individual matter.
How the matter was addressed in the audit and key observations arising with
respect to that risk
Key audit matter Description of risk
Going concern The company has used going concern basis of preparation in its accounting We evaluated management's assessment about going concern and challenged the
policies. However, there is significant judgement required as to whether the judgement made by management, as described in note 1.
company can continue to operate as a going concern.
As part of our procedures we:
• reviewed the company's environment, controls and management's assessment
of the company's ability to continue as a going concern
• reviewed the cashflow forecasts and assumptions made and the data
sources
Based on our procedures we concluded that the going concern basis of
preparation is appropriate. (See also Conclusions relating to going concern
above)
Materiality
The materiality for the financial statements as a whole was set at £11,775.
This has been determined with reference to the benchmark of the company's
gross expenses, which we consider to be an appropriate measure based on the
activities of the company during the year. Materiality represents 3% of
total expenditure as presented on the face of the Statement of comprehensive
income.
An overview of the scope of our audit
We tailored the scope of our audit to ensure that we were able to give our audit opinion on the financial statements of Catenai Plc taking into account the nature of the Company's activities, the Company's risk profile, the accounting processes and controls, and the environment in which the Company operates.
We designed our audit to ensure that we obtain sufficient and appropriate audit evidence in respect of:
· The significant transactions and balances;
· Other items, which, irrespective of size, are perceived as carrying a significant level of audit risk whether through susceptibility to fraud, or other reasons;
· The appropriateness of the going concern assumption used in the preparation of the financial statements.
Other information
The other information comprises the information included in the Report and
Financial Statements, other than the financial statements and our auditor's
report thereon. The directors are responsible for the other information. 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.
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially
misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether there is a material
misstatement in the financial statements or a material misstatement of the
other information. 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.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the strategic report and the directors'
report for the financial year for which the financial statements are prepared
is consistent with the financial statements; and
• the strategic report and the directors' report have been prepared
in accordance with applicable legal requirements.
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 where the
Companies Act 2006 requires us to report to you if, in our opinion:
• adequate accounting records have not been kept, or returns
adequate for our audit have not been received from branches not visited by us;
or
• the financial statements are not in agreement with the accounting
records and returns;
or
• certain disclosures of directors' remuneration specified by law
are not made; or
• we have not received all the information and explanations we
require for our audit.
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.
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.
We also obtain sufficient appropriate audit evidence regarding the financial
information of the business activities within the Company to express an
opinion on the financial statements. We are responsible for the direction,
supervision and performance of the audit. We remain solely responsible for our
audit opinion.
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:
· We obtained an understanding of the Company and parent company and
the sector in which they operate to identify laws and regulations that could
reasonably be expected to have a direct effect on the financial statements. We
obtained our understanding in this regard through discussions with management,
industry research and the application of cumulative audit knowledge and
experience of the sector.
· We determined the principal laws and regulations relevant to the
Company and company in this regard to be those arising from:
o AIM rules;
o Companies Act 2006;
o Employment Law;
o Anti-Bribery Money Laundering Regulations; and
o QCA compliance
· We designed our audit procedures to ensure the audit team considered
whether there were any indications of non-compliance by the Company and
company with those laws and regulations. These procedures included, but were
not limited to:
o review of legal and professional fees to understand the nature of the costs
and the existence o of any noncompliance with laws and regulations;
o discussion with management regarding potential non-compliance; and
o review of minutes of meetings of those charged with governance and RNS
· We also identified the risks of material misstatement of the
financial statements due to fraud. We considered, in addition to the
non-rebuttable presumption of a risk of fraud arising from management override
of controls, the potential for management bias was identified in relation to
the going concern of the Company and company and as noted above, we addressed
this by challenging the assumptions and judgements made by management when
auditing that significant accounting estimate.
· As in all of our audits, we addressed the risk of fraud arising
from management override of controls by performing audit procedures which
included, but were not limited to: the testing of journals; reviewing
accounting estimates for evidence of bias; and evaluating the business
rationale of any significant transactions that are unusual or outside the
normal course of business
Because of the inherent limitations of an audit, there is a risk that we will
not detect all irregularities, including those leading to a material
misstatement in the financial statements or non-compliance with regulation.
This risk increases the more that compliance with a law or regulation is
removed from the events and transactions reflected in the financial
statements, as we will be less likely to become aware of instances of
non-compliance. The risk is also greater regarding irregularities occurring
due to fraud rather than error, as fraud involves intentional concealment,
forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial
statements is located on the Financial Reporting Council's website at:
www.frc.org.uk/auditorsresponsibilities.
(http://www.frc.org.uk/auditorsresponsibilities) This description forms part
of our auditor's report.
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.
Mohammed Haque
Senior Statutory Auditor
For and on behalf of
MAH, Chartered Accountants
Statutory Auditors
154 Bishopsgate
London
EC2M 4LN
Date: 27 June 2024
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