2138004B1HKZP1OR2C722022-01-012022-12-31iso4217:GBP2138004B1HKZP1OR2C722021-03-312021-12-31iso4217:GBPxbrli:shares2138004B1HKZP1OR2C722022-12-312138004B1HKZP1OR2C722021-12-312138004B1HKZP1OR2C722021-03-31ifrs-full:IssuedCapitalMember2138004B1HKZP1OR2C722021-03-31ifrs-full:SharePremiumMember2138004B1HKZP1OR2C722021-03-31ifrs-full:CapitalRedemptionReserveMember2138004B1HKZP1OR2C722021-03-31ifrs-full:ReserveOfSharebasedPaymentsMember2138004B1HKZP1OR2C722021-03-31ifrs-full:NoncontrollingInterestsMember2138004B1HKZP1OR2C722021-03-31ifrs-full:RetainedEarningsMember2138004B1HKZP1OR2C722021-03-312138004B1HKZP1OR2C722021-03-312021-12-31ifrs-full:IssuedCapitalMember2138004B1HKZP1OR2C722021-03-312021-12-31ifrs-full:SharePremiumMember2138004B1HKZP1OR2C722021-03-312021-12-31ifrs-full:CapitalRedemptionReserveMember2138004B1HKZP1OR2C722021-03-312021-12-31ifrs-full:ReserveOfSharebasedPaymentsMember2138004B1HKZP1OR2C722021-03-312021-12-31ifrs-full:NoncontrollingInterestsMember2138004B1HKZP1OR2C722021-03-312021-12-31ifrs-full:RetainedEarningsMember2138004B1HKZP1OR2C722021-12-31ifrs-full:IssuedCapitalMember2138004B1HKZP1OR2C722021-12-31ifrs-full:SharePremiumMember2138004B1HKZP1OR2C722021-12-31ifrs-full:CapitalRedemptionReserveMember2138004B1HKZP1OR2C722021-12-31ifrs-full:ReserveOfSharebasedPaymentsMember2138004B1HKZP1OR2C722021-12-31ifrs-full:NoncontrollingInterestsMember2138004B1HKZP1OR2C722021-12-31ifrs-full:RetainedEarningsMember2138004B1HKZP1OR2C722022-01-012022-12-31ifrs-full:IssuedCapitalMember2138004B1HKZP1OR2C722022-01-012022-12-31ifrs-full:SharePremiumMember2138004B1HKZP1OR2C722022-01-012022-12-31ifrs-full:CapitalRedemptionReserveMember2138004B1HKZP1OR2C722022-01-012022-12-31ifrs-full:ReserveOfSharebasedPaymentsMember2138004B1HKZP1OR2C722022-01-012022-12-31ifrs-full:NoncontrollingInterestsMember2138004B1HKZP1OR2C722022-01-012022-12-31ifrs-full:RetainedEarningsMember2138004B1HKZP1OR2C722022-12-31ifrs-full:IssuedCapitalMember2138004B1HKZP1OR2C722022-12-31ifrs-full:SharePremiumMember2138004B1HKZP1OR2C722022-12-31ifrs-full:CapitalRedemptionReserveMember2138004B1HKZP1OR2C722022-12-31ifrs-full:ReserveOfSharebasedPaymentsMember2138004B1HKZP1OR2C722022-12-31ifrs-full:NoncontrollingInterestsMember2138004B1HKZP1OR2C722022-12-31ifrs-full:RetainedEarningsMember
ANNUAL REPORT AND ACCOUNTS
for the year ended 31 December 2022
Incorporated and registered in Jersey under the Companies (Jersey) Law 1991
with registered number 134586
ACCELER8 VENTURES PLC1
Contents of the Annual Report
Company Information 2
Chairman’s Statement 3
Report of the Directors 4
Statement of Directors’ Responsibilities 11
Independent Auditor’s Report 12
Consolidated Statement of Comprehensive Income 20
Consolidated Statement of Financial Position 21
Consolidated Statement of Changes in Equity 22
Consolidated Statement of Cash Flows 23
Notes forming part of the Consolidated Financial Statements 24
Acceler8 Ventures Plc – Company Prot and Loss 35
Acceler8 Ventures Plc – Company Balance Sheet 36
Acceler8 Ventures Plc – Company Statement of Changes in Equity 37
Notes forming part of the Company Financial Statements 38
2ACCELER8 VENTURES PLC
Company Information
DIRECTORS, SECRETARY AND ADVISERS
Directors David Williams, Chairman
Giles Willits, Non-Executive Director
Company Secretary JTC (Jersey) Limited
28 Esplanade, St Helier
Jersey JE2 3QA
Registered Ofce 28 Esplanade, St Helier
Jersey JE2 3QA
Registered Number 134586
Independent Auditor MHA MacIntyre Hudson
Building 4, Foundation Park
Roxborough Way, Maidenhead SL6 3UD
Solicitors to the Company (UK) Mayer Brown International LLP
201 Bishopsgate
London EC2M 3AF
Solicitors to the Company (Jersey) Ogier (Jersey) LLP
44 Esplanade, St Helier
Jersey JE4 9WG
Principal Banker Buttereld Bank (Jersey) Limited
St Paul’s Gate, New St, St Helier
Jersey JE4 5PU
Registrar Link Market Services (Jersey) Limited
12 Castle Street, St Helier
Jersey JE2 3RT
Strategic Adviser Tessera Investment Management Limited
12 Hay Hill
London W1J 8NR
ACCELER8 VENTURES PLC3
Chairman’s Statement
I am pleased to present the nancial results for Acceler8 Ventures Plc (“AC8”, the “Company”) and its subsidiary
(together the “Group”) for the year ended 31 December 2022.
During the year and post year end we have remained focused on executing our buy and build strategy and continue
to assess investment and acquisition opportunities where we believe there to be sustainable growth potential
both organically, and through acquisition. These will typically be fundamentally sound assets located in the UK or
internationally, including Europe and the Asia Pacic region, where tangible opportunities exist to drive strategic,
operational and performance improvements.
Continuing general political and macroeconomic uncertainty, which we face both within the UK and internationally
has undoubtedly caused some hesitancy in corporate decision making, however with it, also brings opportunity
and as such, we remain positive around our chosen areas of focus and look forward to updating shareholders in
due course as our investment and acquisition plans develop during the new nancial year.
Finally, I would like to take this opportunity to thank our loyal shareholders for their continued support and patience
while we diligently source and evaluate a number of exciting propositions that, if secured, we believe have the
potential to deliver value.
David Williams
Chairman
26 April 2023
4ACCELER8 VENTURES PLC
Report of the Directors
The Directors of the Company present their report for the year ended 31 December 2022.
PRINCIPAL ACTIVITY AND BUSINESS REVIEW
For the nancial year ended 31 December 2022, the Group and Company’s principal activities were that of a
holding group and company respectively. The Group and Company have actively pursued their strategy through
the sourcing and assessment of acquisition and investment opportunities across gaming, media and
entertainment, software and technology, industrials and business services sectors.
RESULTS
During the year, AC8 recorded a loss of £185,117 (2021: loss of £383,784) and the loss per share was £0.25 (2021:
loss per share of £0.72), reflecting moderate monthly operating expenses of the Group. The Group and Company
had cash reserves at the end of the year of £244,948 (2021: £432,440).
DIVIDENDS
At this point in the Company’s development, it does not anticipate declaring any dividends in the foreseeable
future. As such, the Directors do not recommend the payment of a dividend for the year.
FUTURE DEVELOPMENTS
The Directors expect to continue to execute the Groups strategy in sourcing and assessing acquisition and
investment opportunities across its stated sectors of focus.
KEY PERFORMANCE INDICATORS
The Board continues to focus on maximising shareholder value through pursuing its acquisition strategy.
As such, the Board will identify and develop appropriate key performance indicators after an acquisition has been
completed.
GOING CONCERN
The Directors, having made due and careful enquiry, are of the opinion that the Group and Company have adequate
working capital to execute their operations over the next 12 months. The Group and Company’s unaudited cash
balance as at 21 April 2023 was £162,521, and excluding the consummation of any investment or acquisition
which will likely require specic funding, has adequate resources available to fund the on-going forecast operating
expenses for at least twelve months following approval of the nancial statements. Having also performed
additional stress testing on the forecasts, the Directors are comfortable there are sufcient mitigating actions on
the incurring of expenditure within the business that could be taken, to ensure the business can meet its ongoing
liabilities as they fall due. The Directors, therefore, have made an informed judgement at the time of approving
the nancial statements, that there is a reasonable expectation that the Group and Company have adequate
resources to continue in operational existence for the foreseeable future. As a result, the Directors have adopted
the going concern basis of accounting in preparing the annual nancial statements (see Note 2).
RISK MANAGEMENT
In order to execute the Group’s strategy, the Company and its subsidiaries will be exposed to both nancial and
non-nancial risks. The Board has overall responsibility for the Group’s risk management and it is the Board’s
role to consider whether those risks identied by management are acceptable within the Group’s strategy and
risk appetite. The Board therefore periodically reviews the principal risks and considers how effective and
appropriate the controls that management has in place to mitigate the risk exposure are and will make
recommendations to management accordingly.
As the Company had not completed an investment or acquisition in the period, it has limited nancial statements
and/or historical nancial data, and limited trading history. As such, the Company during the period was subject
to the risks and uncertainties associated with an early-stage acquisition company, including the risk that the
ACCELER8 VENTURES PLC5
Report of the Directors
continued
Company will not achieve its investment objectives and that the value of any investment or acquisition could
decline and may result in the partial or complete loss of capital invested. The past performance of investee
companies or assets managed by the Directors will not necessarily be a guide to future business, results of
operations, nancial condition or prospects of the Company.
In order to mitigate against these risks, the Directors continue to undertake thorough due diligence on investment
opportunities and acquisition targets, to a level considered reasonable and appropriate by the Company on a
case-by-case basis, including the potential commissioning of third-party specialist reports as appropriate.
Following completion of any investment or acquisition, it is intended that any investments or assets will be
overseen by the Directors and assisted by the Company’s professional advisers.
Financial Risk Management
The Directors consider the Group to be exposed to the following nancial risks:
a. Price risk: the price paid for securities is subject to market movement that may have an impact on the
operations of the Group when raising nance;
b. Cash flow interest rate risk: the Group has cash balances which exposed it to movement in the market
interest rates; and
c. Liquidity risk: the Group manages its cash requirements through detailed forecasting and planning for
amount and timing of payments and receipts of interest income, to ensure cash resources are available
when required.
Given the relatively small size and operation of the Group in the year, the Directors have not delegated the
responsibility of risk monitoring to a sub-committee of the Board, but closely monitor the risks on a periodic basis.
The Directors consider their exposure in the nancial year to have been low. Refer to Note 14 for assessment of
the risks arising from nancial instruments.
Non-nancial Risk Management
The non-nancial risk factors for the year ended 31 December 2022 did not materially change from those set out
in AC8’s Prospectus dated 14 July 2021.
GREENHOUSE GAS EMISSIONS, ENERGY CONSUMPTION AND ENERGY
EFFICIENCY
As the Company has not completed its rst acquisition and has only two Directors, limited travel and no premises,
the Directors do not consider any disclosure under the Task Force on Climate-related Financial Disclosures is
required at this juncture, however the Company will continue to review this position as it executes its investment
and acquisition strategy.
POLITICAL CONTRIBUTIONS
The Company has made no political contributions during the year.
CHARITABLE DONATIONS
The Company has made no charitable donations during the year.
POST BALANCE SHEET EVENTS
There have been no signicant post balance sheet events. See Note 20.
6ACCELER8 VENTURES PLC
Report of the Directors
continued
SHARE CAPITAL
Details of the Company’s share capital is set out in Note 15. The Company’s share capital consists of one class
of ordinary share, which does not carry rights to xed income. As at 31 December 2022, there were 750,000
ordinary shares of 1p par value each in issue.
SIGNIFICANT SHAREHOLDERS
As at 21 April 2023, the Company had been advised of the following notiable interests (whether directly or
indirectly held) in voting rights.
Name Shareholding Percentage
David Williams 275,000 36.7%
Giles Willits 100,000 13.3%
Bank of New York Nominees Limited 78,000 10.4%
Hargreaves Lansdown (Nominees) Limited 51,778 6.9%
Helen Johnson 37,500 5.0%
Transact Nominees Limited 33,333 4.4%
Vidacos Nominees Limited 27,110 3.6%
Cenkos Nominee Limited 25,258 3.4%
David Morris 25,000 3.3%
Tessera Investment Management Limited 25,000 3.3%
As at 21 April 2023, the Directors in aggregate held 375,000 ordinary shares, which represents 50 per cent. of the
Company’s issued share capital.
COMPANY DIRECTORS
The Directors during the year and summaries of their experience are set out below.
David Williams Non-Executive Chairman
David has signicant experience in investment markets, serving as Chairman in executive and non-executive
capacities for a number of public and private companies. He has overseen the development of these companies,
raising in excess of £1 billion of capital to support both organic and acquisitive growth initiatives.
David was the original founder of Marwyn Capital LLP, the award-winning investment management company.
David was also formerly Chairman of Entertainment One Ltd. (LSE: ETO), Zetar plc, and Waste Recycling Group
Plc, and Non-Executive director of Breedon Group plc (AIM: BREE). He currently serves as Non-Executive Chairman
of the AIM-quoted cyber security business, Shearwater Group plc (AIM: SWG) and Main Market listed Red Capital
Plc (LSE: REDC) and is a Non-Executive director of Bay Capital Plc (LSE: BAY).
Giles Willits Non-Executive Director
Giles has more than 20 years’ experience in senior leadership and nancial roles in multiple household name
businesses, and was most recently, Chief Financial Ofcer and board director of IG Design Group plc (AIM: IGR),
the world’s largest consumer gift packaging organisation.
Prior to his role at IG Design Group, Giles was Chief Financial Ofcer of Entertainment One Ltd. (LSE: ETO), having
joined prior to its admission to trading on AIM in 2007, during which time the business grew organically and
through acquisitions to a market capitalisation of over £1 billion, becoming a FTSE250 premium listed
organisation. He was also formerly Director of Group Finance at J Sainsbury plc and qualied as a chartered
accountant at PricewaterhouseCoopers.
During his extensive career, Giles has completed numerous corporate acquisitions as part of buy-and-build
strategies, acquiring private and publicly listed companies, stepping companies up from AIM to the Main Market,
as well as leading on equity and debt nancings in support of organic growth and acquisition activity.
ACCELER8 VENTURES PLC7
Report of the Directors
continued
The Directors who held ofce during the year and their benecial interest in the share capital of the Company at
31 December 2022 were as follows:
31 December 2022
David Williams 275,000
Giles Willits 100,000
375,000
DIRECTORS’ REMUNERATION
The Chairman and Non-Executive Director are entitled to fees of £20,000 each per annum for their respective
roles within the Company, as per their service agreements entered into on 13 July 2021. There are no other benets
paid to Directors outside of their service fees, save for ordinary course reimbursable expenses properly incurred
in the performing of their duties as Directors. The Company does not operate a pension scheme.
31 December
Benets 2022
Salary in kind Total
Director £ £ £
David Williams 20,000 20,000
Giles Willits 20,000 20,000
40,000 40,000
In addition to the Directors’ fee entitlements outlined above, the Directors are also participants in the Subco
Incentive Scheme as detailed below.
SUBCO INCENTIVE SCHEME
The Directors believe that the success of the Company will depend to a high degree on the future performance of
key employees and advisers in executing and supporting the Company’s growth strategy. The Company has
therefore established equity-based incentive arrangements which are, and will continue to be, an important means
of retaining, attracting and motivating key employees, consultants and advisers, and also for aligning the interests
of the Directors with those of shareholders.
On 27 May 2021, the Group created a new Subco Incentive Scheme within its wholly owned subsidiary Acceler8
Ventures Subco Limited. Under the terms of the Subco Incentive Scheme, scheme participants are only rewarded
if a predetermined level of shareholder value is created over a three to ve year period or upon a change of control
of the Company or Subco (whichever occurs rst), calculated on a formula basis by reference to the growth in
market capitalisation of the Company, following adjustments for the issue of any new ordinary shares and taking
into account dividends and capital returns (“Shareholder Value”), realised by the exercise by the beneciaries of
a put option in respect of their shares in Subco and satised either in cash or by the issue of new ordinary shares
at the election of the Company.
Under these arrangements in place, participants are entitled up to 15 per cent. of the Shareholder Value created,
subject to such Shareholder Value having increased by at least 12.5 per cent. per annum compounded over a period
of between three and ve years from Admission, or following a change of control of the Company or Subco.
In order to implement the Subco Incentive Scheme, the Company as sole shareholder of Subco, approved the
creation of a new share class in Subco (theB Shares”). At the same time the Subco’s existing ordinary shares
were redesignated A Shares. The B Shares do not have voting or dividend rights.
On 27 May 2021, David Williams, Chairman of the Company, Giles Willits, a Non-Executive Director of the Company,
and Kathleen Long and Anthony Morris, Directors of Tessera Investment Management Limited, became the
rst participants in the Subco Incentive Scheme (“Founder Participants”), and as such, the proportion of
Shareholder Value attaching to the Subco Incentive Scheme is 2.9 per cent. of a total cap of 15 per cent.
8ACCELER8 VENTURES PLC
Report of the Directors
continued
The Founder Participants and their respective holdings are outlined below.
Subco
Participant B shares held
David Williams 1,667
Giles Willits 24,000
Kathleen Long 1,667
Anthony Morris 1,666
29,000
CORPORATE GOVERNANCE
As a Jersey company and a company with a Standard Listing, the Company is not required to comply with the
provisions of the UK Corporate Governance Code 2018. Furthermore, there is no applicable regime of corporate
governance to which the directors of a Jersey company must adhere over and above the general duciary duties
and duties of care, skill and diligence imposed on such directors under Jersey law. Notwithstanding this, the
Directors are committed to maintaining high standards of corporate governance and will be responsible for
carrying out the Company’s objectives and implementing its business strategy.
All investment, acquisition, divestment and other strategic decisions are considered and determined by the Board.
At present, the Board reviews investment and acquisition opportunities on an as required basis, and meets
regularly with its Strategic Advisor to discuss possible inorganic growth opportunities, as well as monitor deal
flow and investment and acquisitions in progress, and review the Company’s strategy to ensure that it remains
aligned to the delivery of shareholder value. Those investment and acquisition opportunities that are assessed
by the Board (with support from its Strategic Advisor) are considered in light of the investment and acquisition
criteria as detailed in the Company’s Prospectus. In addition, as part of the investment and acquisition screening
process, the Company will augment Board and Strategic Advisor capability on a case by case basis as required
with industry and operating partner input, where deep domain expertise can be accessed. The Board provides
leadership within a framework of prudent and effective controls. The Board has established the corporate
governance values of the Company and has overall responsibility for setting the Company’s strategic aims,
dening the business plan and strategy and managing the nancial and operational resources of the Company.
In this regard, the Board, so far as is practicable given the Company’s size and stage of its development, has
voluntarily adopted the QCA Code as its chosen corporate governance framework. There are certain provisions
of the QCA Code which the Company will not adhere to currently, and their adoption will be delayed until such
time as the Directors believe it is appropriate to do so. It is anticipated that this will occur concurrently with the
Company’s rst material investment or acquisition.
Following such an acquisition, the Company will seek to develop its corporate governance position, and will
address key differences to the QCA Code. Specically, it is anticipated this will include:
i. the augmentation of the Board with suitably qualied additional executive and non-executive directors
including independents;
ii the implementation of audit, remuneration and nomination committees with appropriate terms of reference;
iii. a formalised annual evaluation and review process covering the Board and Committees, including
succession planning;
iv. the publication of KPIs;
v. the development of a corporate and social responsibility policy; and
vi. an enhanced risk management and governance framework tailored to the operating assets and strategic
direction of the enlarged entity.
ACCELER8 VENTURES PLC9
Report of the Directors
continued
ROLE OF THE BOARD
The Board is responsible for the management of the business of the Group, setting the strategic direction of the
Group and establishing the policies of the Group. It is the Directors’ responsibility to oversee the nancial position
of the Group and monitor the business and affairs of the Group, on behalf of the shareholders, to whom they are
accountable. The primary duty of the Directors is to act in the best interests of the Group and Company at all
times. The Board also addresses issues relating to internal control and the Group’s approach to risk management
and has formally adopted an anti-corruption and bribery policy.
The Group does not have a separate investing committee and therefore the Board as a whole will be responsible
for sourcing acquisitions and ensuring that opportunities are in conformity with the Group’s strategy.
The Group holds four formal Board meetings a year, with unscheduled meetings as matters arise which require
the attention of the Board. Formal Board meetings are timed to link to key events in the Group's corporate calendar.
Outside the scheduled and unscheduled meetings of the Board, the Directors maintain frequent contact with each
other to keep them fully briefed on the Group's operations.
INTERNAL CONTROLS
The Board acknowledges its responsibility for establishing and monitoring the Group’s systems of internal control.
Although no system of internal control can provide absolute assurance against material misstatement or loss,
the Group’s systems are designed to provide the Directors with reasonable assurance that problems can be
identied on a timely basis and dealt with appropriately.
The Group maintains an appropriate process for nancial reporting. The annual budget is reviewed and approved
by the Board before being formally adopted.
Other key procedures that have been established and which are designed to provide effective control are as
follows:
Management structure – The Board meets regularly on a formal and informal basis to discuss all issues affecting
the Group.
Investment appraisal – The Group has a robust framework for investment appraisal and approval is required by
the Board, where appropriate.
Share dealing and inside information – the Company has adopted a share dealing code regulating trading and
condentiality of inside information for the Directors and other persons discharging managerial responsibilities
(and their persons closely associated) which contains provisions appropriate for a company whose shares are
admitted to trading on the Ofcial List (particularly relating to dealing during closed periods which will be in line
with the Market Abuse Regulation). The Company takes all reasonable steps to ensure compliance by the Directors
and any relevant employees with the terms of that share dealing code.
The Board reviews the effectiveness of the systems of internal control and considers the major business risks
and the control environment. No signicant deciencies have come to light during the year and no weaknesses
in internal nancial control have resulted in any material losses, or contingencies which would require disclosure,
as recommended by the guidance for Directors on reporting on internal nancial control.
The Directors are focused on careful management of the Group’s cash and nancial resources through Board
level approvals. At such time that the Group completes an acquisition, the Directors anticipate that the Group’s
nancial position and prospects procedures regime will be updated and expanded as necessary to cater for the
nature of the Group’s business following completion of its inaugural investment or acquisition.
BOARD EVALUATION
In the year, the Board evaluation process was limited to an ongoing informal evaluation of the performance of
the Board by each Director. This will be replaced by a formal, annual evaluation process once the Group has
completed its rst acquisition.
10ACCELER8 VENTURES PLC
Report of the Directors
continued
EXTERNAL ADVISERS
The Board accessed the following external advisers during the year and post the year end:
Mayer Brown International LLP and Ogier (Jersey) LLP – legal
Tessera Investment Management Limited – capital markets and M&A
JTC Plc – company secretarial, governance and regulatory lings
CONFLICTS OF INTEREST
A Director has a duty to avoid a situation in which he or she has, or can have, a direct or indirect interest that
conflicts, or possibly may conflict, with the interests of the Company. The Board has satised itself that there are
no conflicts of interest where the Directors have appointments on the Boards of, or relationships with, companies
outside the Company. Furthermore, the Board requires Directors to declare all appointments and other situations
which could result in a possible conflict of interest, and therefore believes it has a robust framework to deal with
any conflict of interest should it arise.
RELATIONS WITH SHAREHOLDERS
The Chairman is the Group’s principal spokesperson with investors, fund managers, the press and other interested
parties. As well as the Annual General Meeting with shareholders, the other Directors may give formal
presentations at investor road shows following the announcement of interim and full year results.
Notice of this year’s Annual General Meeting will shortly be sent to shareholders.
DISCLOSURE OF INFORMATION TO THE INDEPENDENT AUDITOR
So far as the Directors are aware, there is no relevant audit information of which the Group and Company’s
independent auditor is unaware, and each Director has taken all the steps that he ought to have taken as a Director
in order to make himself aware of any relevant audit information and to establish that the Group and Company’s
independent auditor is aware of that information.
The Directors conrm to the best of their knowledge that:
l the nancial statements, prepared in accordance with the relevant nancial reporting framework, give a true
and fair view of the assets, liabilities, nancial position and prot or loss of the Group and Company and the
undertakings included in the consolidation taken as whole;
l the Chairman’s Statement and Report of the Directors includes a fair review of the development and
performance of the business and the position of the Group and Company and the undertakings included in
the consolidation taken as a whole, together with a description of the principal risks and uncertainties that
they face; and
l the annual report and accounts, taken as a whole, are fair, balanced and understandable and provide the
information necessary for shareholders to assess the Group and Company’s position and performance,
business model and strategy.
INDEPENDENT AUDITOR
The independent auditor, MHA MacIntyre Hudson, will be proposed for re-appointment at the forthcoming Annual
General Meeting.
ON BEHALF OF THE BOARD
David Williams
Chairman
26 April 2023
ACCELER8 VENTURES PLC11
Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Directors' report and the nancial statements in accordance with
applicable law and regulations.
Jersey Company law requires the directors to prepare nancial statements for each nancial year. Under that law
the directors have elected to prepare the nancial statements in accordance with International Financial Reporting
Standards as adopted by the United Kingdom (“IFRS”). Under company law the Directors must not approve the
nancial statements unless they are satised that they give a true and fair view of the state of affairs of the Group
and Company and of the prot or loss of the Group for that year.
In preparing these nancial statements, the Directors are required to:
l select suitable accounting policies and then apply them consistently;
l make judgements and estimates that are reasonable and prudent;
l state whether the Group nancial statements have been prepared in accordance with IFRS as adopted by
the United Kingdom;
l state whether the Company nancial statements have been prepared in accordance with FRS 101 “Reduced
disclosure framework”; and
l prepare the nancial statements on the going concern basis unless it is inappropriate to presume that the
Company will continue in business.
The Directors are responsible for keeping proper accounting records that are sufcient to show and explain the
Group and Company's transactions and disclose with reasonable accuracy at any time the nancial position of
the Group and Company and enable them to ensure that the nancial statements comply with the Companies
(Jersey) Law 1991. They are also responsible for safeguarding the assets of the Group and Company and hence
for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The maintenance and integrity of the Group’s website is the responsibility of the Directors. The work carried out
by the independent auditors does not involve the consideration of these matters and, accordingly, the independent
auditors accept no responsibility for any changes that may have occurred in the accounts since they were initially
presented on the website. Legislation in Jersey governing the preparation and dissemination of the accounts and
the other information included in annual reports may differ from legislation in other jurisdictions.
12ACCELER8 VENTURES PLC
Independent Auditor’s Report to the Members of
Acceler8 Ventures Plc
For the purpose of this report, the terms “we” and “our” denote MHA MacIntyre Hudson in relation to UK legal,
professional and regulatory responsibilities and reporting obligations to the members of Acceler8 Ventures Plc.
For the purposes of the table on pages 14 and 15 that sets out the key audit matters and how our audit addressed
the key audit matters, the terms “we” and “our” refer to MHA MacIntyre Hudson. The Group nancial statements,
as dened below, consolidate the accounts of Acceler8 Ventures Plc and its subsidiary (the “Group”). The “Parent
Company” is dened as Acceler8 Ventures Plc, as an individual entity. The relevant legislation governing the Parent
Company is Companies (Jersey) Law 1991.
Opinion
We have audited the nancial statements of Acceler8 Ventures Plc for the year ended 31 December 2022.
The nancial statements that we have audited comprise:
l the Consolidated Statement of Comprehensive Income
l the Consolidated Statement of Financial Position
l the Consolidated Statement of Changes in Equity
l the Consolidated Statement of Cash Flows
l Notes 1 to 21 to the consolidated nancial statements, including signicant accounting policies
l the Company Prot and Loss
l the Company Balance Sheet
l the Company Statement of Changes in Equity and
l Notes 1 to 11 to the company nancial statements, including signicant accounting policies.
The nancial reporting framework that has been applied in the preparation of the Group nancial statements is
applicable law and International Financial Reporting Standards adopted by the United Kingdom (‘IFRS’). The
nancial reporting framework that has been applied in the preparation of the Parent Company nancial statements
is applicable law and United Kingdom Accounting Standards, including FRS 101 Reduced Disclosure Framework
(United Kingdom Generally Accepted Accounting Practice).
ACCELER8 VENTURES PLC13
Independent Auditor’s Report to the Members of
Acceler8 Ventures Plc continued
In our opinion the nancial statements:
l give a true and fair view of the state of the Group’s and of the Parent Company’s affairs as at 31 December
2022 and of the Group’s loss for the year then ended;
l the Group nancial statements have been properly prepared in accordance with IFRS;
l the Parent Company nancial statements have been properly prepared in accordance with United Kingdom
Generally Accepted Accounting Practice; and
l have been prepared in accordance with the requirements of the Companies (Jersey) Law 1991.
Our opinion is consistent with our reporting to the Audit Committee.
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 Group in accordance with the ethical
requirements that are relevant to our audit of the nancial statements in the UK, including the FRC’s Ethical
Standard as applied to listed public interest entities, and we have fullled our ethical responsibilities in accordance
with those requirements. We believe that the audit evidence we have obtained is sufcient and appropriate to
provide a basis for our opinion.
Conclusions relating to going concern
In auditing the nancial statements, we have concluded that the Directors' use of the going basis of accounting
in the preparation of the nancial statements is appropriate.
Our evaluation of the Directors’ assessment of the Group’s and the Parent Company’s ability to continue to adopt
the going concern basis of accounting included:
l The consideration of inherent risks to the Group’s and the Parent Company’s operations and specically
their business model of searching for suitable acquisition targets.
l The evaluation of how those risks might impact on the available nancial resources.
l Liquidity considerations including examination of cash flow projections at Group and Parent Company level.
l The evaluation of the base case scenarios and stress scenarios, in respect of the Group and the Parent
Company, and the respective sensitivities and rationale.
l Viability assessments at Group and Parent Company levels, including consideration of reserve levels and
business plans.
Based on the work we have performed, we have not identied any material uncertainties relating to events or
conditions that, individually or collectively, may cast signicant doubt on the Group’s and Parent Company’s ability
to continue as a going concern for a period of at least twelve months from when the nancial statements are
authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the
relevant sections of this report.
14ACCELER8 VENTURES PLC
Independent Auditor’s Report to the Members of
Acceler8 Ventures Plc continued
Overview of our audit approach
Scope Our audit was scoped by obtaining an understanding of the Group, including the Parent
Company, and its environment, including the Group’s system of internal control, and
assessing the risks of material misstatement in the nancial statements. We also addressed
the risk of management override of internal controls, including assessing whether there was
evidence of bias by the directors that may have represented a risk of material misstatement.
We undertook full scope audits on the complete nancial information of 1 component and
specied audit procedures on particular aspects and balances on 1 component.
Materiality 2022 2021
Group £8.0k £18.1k 5% (2021: 5%) of net assets
Parent Company £8.0k £18.1k 5% (2021: 5%) of net assets
Key audit matters
Recurring Management override of controls (Group and Parent Company)
Key Audit Matters
Key Audit Matters are those matters that, in our professional judgement, were of most signicance in our audit
of the nancial statements of the current period and include the most signicant assessed risks of material
misstatement (whether or not due to fraud) that we identied. These matters included those matters which had
the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts
of the engagement team. These matters were addressed in the context of our audit of the nancial statements
as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Management override of controls
Management is in a unique position to perpetrate fraud because of
management's ability to manipulate accounting records and prepare
fraudulent nancial statements by overriding controls that otherwise
appear to be operating effectively. Due to the unpredictable way in which
such override could occur, this is deemed a key audit matter for this
engagement.
Key audit matter description
ACCELER8 VENTURES PLC15
Independent Auditor’s Report to the Members of
Acceler8 Ventures Plc continued
Management override of controls
Our application of materiality
Our denition of materiality considers the value of error or omission on the nancial statements that, individually
or in aggregate, would change or influence the economic decision of a reasonably knowledgeable user of those
nancial statements. Misstatements below these levels will not necessarily be evaluated as immaterial as we
also take account of the nature of identied misstatements, and the particular circumstances of their occurrence,
when evaluating their effect on the nancial statements as a whole. Materiality is used in planning the scope of
our work, executing that work and evaluating the results.
Materiality in respect of the Group was set at £8,000 (2021: £18,100) which was determined on the basis of 5%
(2021: 5%) of the Group’s net assets. Materiality in respect of the Parent Company was set at £8,000 (2021:
£18,100), determined on the basis of 5% (2021: 5%) of the Parent Company’s net assets. Net assets was deemed
to be the appropriate benchmark for the calculation of materiality as this is a key area of the nancial statements
because this is the metric by which the performance and risk exposure of the Group and Parent Company is
principally assessed. This is also the metric against which users assess the ability of the Group and Parent
Company to continue in its search for suitable acquisition targets.
Performance materiality is the application of materiality at the individual account or balance level, set at an amount
to reduce, to an appropriately low level, the probability that the aggregate of uncorrected and undetected
misstatements exceeds materiality for the nancial statements as a whole.
Performance materiality for the Group was set at £5,600 (2021: £12,600) and at £5,600 (2021: £12,600) for the
Parent Company which represents 70% (2021: 70%) of the above materiality levels.
The determination of performance materiality reflects our assessment of the risk of undetected errors existing,
the nature of the systems and controls and the level of misstatements arising in previous audits.
We agreed to report any corrected or uncorrected adjustments exceeding £400 in respect of the Group and Parent
Company respectively to the Board of Directors as well as differences below this threshold that in our view
warranted reporting on qualitative grounds.
The results of our testing were satisfactory, and we considered that
entries made into the accounting system and subsequent disclosure
made into the nancial statements were deemed to have an appropriate
supporting basis.
Key observations
communicated to the Group’s
Audit Committee
Our audit procedures included:
Controls testing – Given the current nature of the business and the
associated accounting records, there are very few transactions and/or
journals. As such, we evaluated the design and implementation of key
controls around bank payments and receipts, as well as considerations
relating to nancial reporting.
We performed detailed reviews and testing of journal entries made,
particularly those considered to rely on greater levels of judgement,
such as year-end estimations.
We tested the basis of accounting estimates of a subjective nature,
such as year-end accruals, to understand the judgments made and
assessed the adequacy of disclosures for compliance with the
accounting standards and regulatory considerations.
How the scope of our audit
responded to the key audit
matter
16ACCELER8 VENTURES PLC
Independent Auditor’s Report to the Members of
Acceler8 Ventures Plc continued
Overview of the scope of the Group and Parent Company audits
Our assessment of audit risk, evaluation of materiality and our determination of performance materiality sets our
audit scope for each company within the Group. Taken together, this enables us to form an opinion on the
consolidated nancial statements. This assessment takes into account the size, risk prole, organisation /
distribution and effectiveness of group-wide controls, changes in the business environment and other factors
such as recent internal audit results when assessing the level of work to be performed at each component.
In assessing the risk of material misstatement to the consolidated nancial statements, and to ensure we had
adequate quantitative and qualitative coverage of signicant accounts in the consolidated nancial statements,
we identied that the Group consisted of two entities.
Full scope audits – We performed full scope audits on both entities within the Group.
The control environment
We evaluated the design and implementation of those internal controls of the Group, including the Parent
Company, which are relevant to our audit, such as those relating to the nancial reporting cycle.
Reporting on other information
The other information comprises the information included in the annual report other than the nancial statements
and our auditor’s report thereon. The directors are responsible for the other information contained within the
annual report. Our opinion on the nancial statements does not cover the other information and, except to the
extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our
responsibility is to read the other information and, in doing so, consider whether the other information is materially
inconsistent with the nancial statements or our knowledge obtained in the course of the audit, or otherwise
appears to be materially misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether this gives rise to a material misstatement in the nancial
statements themselves. If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation
of the nancial statements and for being satised that they give a true and fair view, and for such internal control
as the directors determine is necessary to enable the preparation of nancial statements that are free from
material misstatement, whether due to fraud or error.
In preparing the nancial statements, the directors are responsible for assessing the Group’s and the Parent
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 Group or Parent
Company or to cease operations, or have no realistic alternative but to do so.
ACCELER8 VENTURES PLC17
Independent Auditor’s Report to the Members of
Acceler8 Ventures Plc continued
Adequacy of explanations received and accounting records
Under the Companies (Jersey) Law, 1991 we are required to report to you if, in our opinion:
l we have not received all the information and explanations we require for our audit; or
l proper accounting records have not been kept by the Parent Company, or proper returns adequate for our
audit have not been received from branches not visited by us; or
l the Parent Company’s nancial statements are not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
Auditor responsibilities for the audit of the nancial statements
Our objectives are to obtain reasonable assurance about whether the nancial 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 aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these nancial
statements.
A further description of our responsibilities for the nancial statements is located on the FRC’s website at:
www.frc.org.uk/auditorsresponsibilities . This description forms part of our auditor’s report.
Extent to which the audit was considered capable of detecting irregularities,
including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures
in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities,
including fraud.
These audit procedures were designed to provide reasonable assurance that the nancial statements were free
from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not
detecting one resulting from error and detecting irregularities that result from fraud is inherently more difcult
than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or
intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is from
events and transactions reflected in the nancial statements, the less likely we would become aware of it.
18ACCELER8 VENTURES PLC
Independent Auditor’s Report to the Members of
Acceler8 Ventures Plc continued
Identifying and assessing potential risks arising from irregularities, including fraud
The extent of the procedures undertaken to identify and assess the risks of material misstatement in respect of
irregularities, including fraud, included the following:
l We considered the nature of the industry and sector the control environment, business performance
including remuneration policies and the Group’s, including the Parent Company’s, own risk assessment that
irregularities might occur as a result of fraud or error. From our sector experience and through discussion
with the directors, we obtained an understanding of the legal and regulatory frameworks applicable to the
Group focusing on laws and regulations that could reasonably be expected to have a direct material effect
on the nancial statements.
l We enquired of the directors and management concerning the Group’s and the Parent Company’s policies
and procedures relating to:
identifying, evaluating and complying with the laws and regulations and whether they were aware of
any instances of non-compliance;
detecting and responding to the risks of fraud and whether they had any knowledge of actual or
suspected fraud; and
the internal controls established to mitigate risks related to fraud or non-compliance with laws and
regulations.
l We assessed the susceptibility of the nancial statements to material misstatement, including how fraud
might occur by evaluating management’s incentives and opportunities for manipulation of the nancial
statements. This included utilising the spectrum of inherent risk and an evaluation of the risk of management
override of controls.
Audit response to risks identied
In respect of the above procedures:
l we corroborated the results of our enquiries through our review of the minutes of the Group’s and the Parent
Company’s board meetings;
l audit procedures performed by the engagement team in connection with the risks identied included:
reviewing nancial statement disclosures and testing to supporting documentation to assess
compliance with applicable laws and regulations expected to have a direct impact on the nancial
statements;
testing journal entries, including those posted to unusual account combinations;
evaluating the business rationale of signicant transactions, and reviewing accounting estimates for
bias;
enquiry of management around actual and potential litigation and claims; and
l we communicated relevant laws and regulations and potential fraud risks to all engagement team members,
and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the
audit.
ACCELER8 VENTURES PLC19
Independent Auditor’s Report to the Members of
Acceler8 Ventures Plc continued
Other requirements
We were appointed by the Directors on 28 June 2022. The period of total uninterrupted engagement including
previous renewals and reappointments of the rm is 2 years.
We did not provide any non-audit services which are prohibited by the FRC’s Ethical Standard to the Group or the
Parent Company, and we remain independent of the Group and the Parent Company in conducting our audit.
Use of our report
This report is made solely to the Company's members in accordance with Article 113A of the Companies (Jersey)
Law 1991. 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 for our audit work, for this report, or for the opinions we have formed.
As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule (DTR) 4.1.14R,
these nancial statements form part of the European Single Electronic Format (ESEF) prepared Annual Financial
Report led on the National Storage Mechanism of the UK FCA in accordance with the ESEF Regulatory Technical
Standard ((‘ESEF RTS’). This auditor’s report provides no assurance over whether the annual nancial report has
been prepared using the single electronic format specied in the ESEF RTS.
Jason Mitchell MBA BSc FCA
(Senior Statutory Auditor)
for and on behalf of MHA MacIntyre Hudson, Statutory Auditor
Maidenhead, United Kingdom
26 April 2023
20ACCELER8 VENTURES PLC
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2022
9 month
Year ended period ended
31 December 31 December
2022 2021
Note £ £
Administrative expenses (185,232) (383,784)
Operating loss 6 (185,232) (383,784)
Interest receivable 115
Loss on ordinary activities before taxation (185,117) (383,784)
Taxation charge 7
Loss and total comprehensive loss for the year/period (185,117) (383,784)
Loss per share
Basic and diluted 8 (£0.25) (£0.72)
Loss attributable to:
Owners of the parent company (185,117) (383,784)
Non-controlling interests
All activities in both the current and the prior period relate to continuing operations.
The notes on pages 24 to 34 form part of these consolidated nancial statements.
ACCELER8 VENTURES PLC21
31 December 31 December 31 December 31 December
2022 2022 2021 2021
Note £ £ £ £
Current assets
Cash and cash equivalents 11 244,948 432,440
Trade and other receivables 12 6,866 1,169
Total current assets 251,814 433,609
Total assets 251,814 433,609
Current liabilities
Trade and other payables 13 83,089 80,080
Total current liabilities 83,089 80,080
Total liabilities 83,089 80,080
Total net assets 168,725 353,529
Equity
Issued share capital 15 7,500 7,500
Share premium 16 729,598 729,598
Capital redemption reserve 16 2 2
Share-based payment reserve 18 459 146
Non-controlling interest 16 67 67
Retained decit 16 (568,901) (383,784)
Total equity 168,725 353,529
The consolidated nancial statements were approved and authorised for issue by the Board on 26 April
2023 and were signed on its behalf by:
David Williams
Chairman
The notes on pages 24 to 34 form part of these consolidated nancial statements.
Consolidated Statement of Financial Position
As at 31 December 2022
22ACCELER8 VENTURES PLC
Share-
Capital based Non-
Share Share redemption payment controlling Retained
capital premium reserve reserve interest decit Total
Note £ £ £ £ £ £ £
Balance at
incorporation 2 2
Loss for the period (383,784) (383,784)
Transactions with
owners in their
capacity as owners:
Issue of new
ordinary shares 15 7,498 742,498 2 67 750,065
Ordinary share
issue costs (12,900) (12,900)
Share-based payment 18 146 146
At 31 December 2021 7,500 729,598 2 146 67 (383,784) 353,529
Loss for the year (185,117) (185,117)
Transactions with
owners in their
capacity as owners:
Share-based payment 18 313 313
At 31 December 2022 7,500 729,598 2 459 67 (568,901) 168,725
Consolidated Statement of Changes in Equity
For the year ended 31 December 2022
The notes on pages 24 to 34 form part of these consolidated nancial statements.
ACCELER8 VENTURES PLC23
9 month
Year ended period ended
31 December 2022 31 December 2021
£ £
Operating activities
Loss before taxation (185,117) (383,784)
Adjustments for:
Share-based payment charge 313 146
Operating cash flows before changes in working capital (184,804) (383,638)
Increase in trade and other receivables (5,697) (1,169)
Increase in trade and other payables 3,009 80,147
Net cash outflows from operating activities (187,492) (304,660)
Financing activities
Issue of ordinary shares net of issue costs 750,000
Ordinary share issue costs (12,900)
Net cash inflows from nancing activities 737,100
Net (decrease)/ increase in cash and cash equivalents (187,492) 432,440
Cash and cash equivalents at beginning of the year/period 432,440
Cash and cash equivalents at end of the year/period 244,948 432,440
Consolidated Statement of Cash Flows
For the year ended 31 December 2022
The notes on pages 24 to 34 form part of these consolidated nancial statements.
Notes forming part of the Consolidated Financial Statements
For the year ended 31 December 2022
24ACCELER8 VENTURES PLC
1 General information
The Company was incorporated in the prior period on 25 March 2021 as Acceler8 Ventures Limited, a private
limited company under the laws of Jersey with registered number 134586. On 17 May 2021, the Company was
re-registered as an unlisted public limited company and its name was changed to Acceler8 Ventures Plc. On
19 July 2021 the Company shares were admitted to trading onto the Main Market of the London Stock Exchange.
The Company is the parent company of Acceler8 Ventures Subco Limited (a private limited company under the
laws of Jersey with registered number 134587).
The address of its registered ofce is 28 Esplanade, St. Helier, Channel Islands, JE2 3QA, Jersey. The Group has
been incorporated for the purpose of identifying suitable acquisition opportunities in accordance with the Group's
investment and acquisition strategy with a view to creating shareholder value. The Group will retain a flexible
investment and acquisition strategy which will, subject to appropriate levels of due diligence, enable it to deploy
capital in target companies by way of minority or majority investments, or full acquisitions where it is in the
interests of shareholders to do so. This will include transactions with target companies located in the UK and
internationally.
2 Accounting policies
The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods
presented in theses consolidated nancial statements.
The principal policies adopted in the preparation of the consolidated nancial statements are as follows:
(a) Basis of preparation
These consolidated nancial statements have been prepared in accordance with the requirements of International
Financial Reporting Standards as adopted by the United Kingdom (“IFRS”) and the requirements of the Companies
(Jersey) Law 1991.
The consolidated nancial statements are prepared on the historical cost basis.
The comparative gures presented cover the nine-month period from incorporation on 25 March 2021 to
31 December 2021.
(b) Basis of consolidation
The consolidated nancial statements present the results of the Company and its subsidiaries (the “Group”) as if
they formed a single entity. Intercompany transactions and balances between Group companies are therefore
eliminated in full.
Where the Group has control over a Company, it is classied as a subsidiary. The Group controls a Company if all
three of the following elements are present: power over the Company, exposure to variable returns from the
Company, and the ability of the Group to use its power to affect those variable returns. Control is reassessed
whenever facts and circumstances indicate that there may be a change in any of these elements of control.
The consolidated nancial statements incorporate the results of business combinations using the acquisition
method. In the consolidated statement of nancial position, the acquiree’s identiable assets, liabilities and
contingent liabilities are initially recognised at their fair values at the acquisition date. The acquisition related costs
are included in the consolidated statement of comprehensive income on an accruals basis. The results of acquired
operations are included in the consolidated statement of comprehensive income from the date on which control
is obtained.
(c) Functional and presentational currency
The Group’s functional and presentational currency for these nancial statements is the pound sterling.
ACCELER8 VENTURES PLC25
Notes forming part of the Consolidated Financial Statements
continued
(d) Going concern
The Directors, having made due and careful enquiry, are of the opinion that the Group has adequate working
capital to execute its operations over the next 12 months. The Group’s unaudited cash balance as at 21 April
2023 was £162,521, and excluding the consummation of any investment or acquisition which will likely require
specic funding, has adequate resources available to fund the on-going forecasted operating expenses for at
least twelve months following approval of the nancial statements. Having also performed additional stress
testing on the forecasts, the Directors are comfortable there are sufcient mitigating actions on the incurring of
expenditure within the business that could be taken, to ensure the business can meet its ongoing liabilities as
they fall due. The Directors, therefore, have made an informed judgement, at the time of approving the nancial
statements, that there is a reasonable expectation that the Group has adequate resources to continue in
operational existence for the foreseeable future. As a result, the Directors have adopted the going concern basis
of accounting in preparing the annual nancial statements.
(e) Employee benets
Short-term benets
Short-term employee benet obligations are measured on an undiscounted basis and are expensed as the related
service is provided. A liability is recognised for the amount expected to be paid under short-term cash bonus or
prot-sharing plans if the Group has a present legal or constructive obligation to pay this amount as a result of
past service provided by the employee and the obligation can be estimated reliably.
(f) Taxation
Tax on the prot or loss for the year 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, in
which case it is recognised in other comprehensive income or equity respectively.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates
and laws enacted or substantively enacted at the balance sheet date.
Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for
nancial reporting purposes and the amounts used for taxation purposes. The following temporary differences
are not provided for: the initial recognition of goodwill; the initial recognition of assets or liabilities that affect
neither accounting nor taxable prot other than in a business combination, and differences relating to investments
in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred
tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and
liabilities, using tax rates and laws enacted or substantively enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable prots will be available
against which the temporary difference can be utilised.
(g) Cash and cash equivalents
Cash and cash equivalents comprise cash balances and short-term deposits with an original maturity of three
months or less from inception, held for meeting short term commitments.
(h) Financial assets and liabilities
The Group’s nancial assets and liabilities comprise cash and cash equivalents and accruals. Financial assets
are stated at amortised cost less provision for expected credit losses. Financial liabilities are stated at amortised
cost.
(i) Share-based payments
The Group operates an equity-settled share-based payment plan. The fair value of the employee services received in
exchange for the grant of options is recognised as an expense over the vesting period, based on the Group’s estimate
of awards that will eventually vest, with a corresponding increase in equity as a share-based payment reserve.
This plan includes market-based vesting conditions for which the fair value at grant date reflects and are therefore
not subsequently revisited. The fair value is determined using a binomial model.
26ACCELER8 VENTURES PLC
Notes forming part of the Consolidated Financial Statements
continued
(j) Accounting standards issued
The following amendments to standards were issued and adopted in the year, with no material impact on the
nancial statements (all effective for annual periods beginning on or after 1 January 2022):
l Reference to the Conceptual Framework - Amendments to IFRS 3
l Onerous Contracts - Cost of Fullling a Contract - Amendments to IAS 37
l Annual Improvements to IFRS Standards 2018-2020
There were no other new accounting standards issued that have been adopted in the year.
(k) Standards in issue but not yet effective
At the date of authorisation of these nancial statements there were amendments to standards which were in
issue, but which were not yet effective, and which have not been applied. The principal ones are detailed below.
The Directors do not expect the adoption of these amendments to standards to have a material impact on the
nancial statements.
Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12)
l The amendments narrow the scope of the initial recognition exemption to exclude transactions that give
rise to equal and offsetting temporal differences e.g. leases and decommissioning liabilities.
l For such transactions, the associated deferred tax assets and liabilities will need to be recognised from the
beginning of the earliest comparative period presented, with any cumulative effect recognised as an
adjustment to retained earnings or other components of equity at that date.
l For all other transactions, the amendments apply to transactions that occur after the beginning of the earliest
period presented.
l The amendments are effective for nancial years beginning on or after 1 January 2023 and are endorsed
by the UK Endorsement Board (“UKEB”).
Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)
l The amendments to IAS 1 require companies to disclose their material accounting policy information rather
than their signicant accounting policies. The amendments to IFRS Practice Statement 2 provide guidance
on how to apply the concept of materiality to accounting policy disclosures.
l The amendments are effective for nancial years beginning on or after 1 January 2023 and are endorsed
by the UKEB.
Denition of Accounting Estimates (Amendments to IAS 8)
l The amendments clarify how companies should distinguish changes in accounting policies from changes
in accounting estimates. That distinction is important because changes in accounting estimates are applied
prospectively only to future transactions and other future events, but changes in accounting policies are
generally also applied retrospectively to past transactions and other past events.
l The amendments are effective for nancial years beginning on or after 1 January 2023 and are endorsed
by the UKEB.
ACCELER8 VENTURES PLC27
Notes forming part of the Consolidated Financial Statements
continued
Non-Current Liabilities with Covenants (Amendments to IAS 1)
l The amendments to IAS 1 specify that covenants to be complied with after the reporting date do not affect
the classication of debt as current or non-current at the reporting date.
l The amendments require a company to disclose more information regarding loan covenants in the notes
to the nancial statements and require identication of which loans are affected by covenants.
l The amendments are effective for nancial years beginning on or after 1 January 2024 and are not yet
endorsed by the UKEB.
Classication of Liabilities as Current or Non-current (Amendments to IAS 1)
l The amendments, as issued in 2020, aim to clarify the requirements on determining whether a liability is
current or non-current, and apply for annual reporting periods beginning on or after 1 January 2023.
l The International Accounting Standards Board (“IASB”) has subsequently proposed further amendments to
IAS 1 and the deferral of the effective date of the 2020 amendments to no earlier than 1 January 2024. The
amendments are not yet endorsed by the UKEB.
IFRS 17 Insurance Contracts
l IFRS 17 replaces IFRS 4 and sets out substantial requirements for the accounting of insurance contracts
along with detailed disclosure.
l The Group and Company are not insurers and have not previously entered into contracts that fall within the
scope of IFRS 4 to be treated as insurance contracts. Therefore, this standard is not deemed to be relevant
to the Group at this time and is not expected to have a signicant impact on the Group’s consolidated
nancial statements.
l The new standard is effective for nancial years beginning on or after 1 January 2023 has been endorsed
by the UKEB.
Lease liability in a sale and leaseback transaction (Amendments to IFRS 16)
l The amendments to IFRS 16 change the basis of calculation of a gain or loss arising on a sale and leaseback
transaction to better reflect in terms of economic substance, the lessee’s retained ownership interest.
l The Group and Company do not currently hold any sale and leaseback arrangements. Therefore, these
amendments are not deemed to be relevant to the Group at this time and are not expected to have a
signicant impact on the Group’s consolidated nancial statements.
l The amendments are effective for nancial years beginning on or after 1 January 2023 and are not yet
endorsed by the UKEB.
3 Accounting estimates and judgements
In preparing the consolidated nancial statements, the Directors have to make judgments on how to apply the
Group's accounting policies and make estimates about the future. The Directors do not consider there to be any
critical judgments that have been made in arriving at the amounts recognised in the consolidated nancial
statements with the exception of the valuation of share-based payments. Please see Note 18 for further details.
28ACCELER8 VENTURES PLC
4 Employees
Staff costs, including Directors, consist of:
9 month
Year ended period ended
31 December 31 December
2022 2021
£ £
Wages and salaries 40,000 20,000
40,000 20,000
9 month
Year ended period ended
31 December 31 December
2022 2021
Number Number
The average number of employees, including Directors, during the year was: 2 2
5 Directors’ remuneration
The Company Directors are considered the only key management personnel and their remuneration was as
follows:
9 month
Year ended period ended
31 December 31 December
2022 2021
£ £
Directors’ emoluments 40,000 20,000
40,000 20,000
6 Operating loss
9 month
Year ended period ended
31 December 31 December
2022 2021
£ £
This has been arrived at after charging:
Professional services 112,229 244,328
Listing expenses 56,549
Fees payable to the Company’s independent auditor for the audit of the parent and
consolidated accounts 22,000 20,000
Notes forming part of the Consolidated Financial Statements
continued
ACCELER8 VENTURES PLC29
7 Taxation
9 month
Year ended period ended
31 December 31 December
2022 2021
£ £
Jersey corporation tax
Corporation tax on loss for the year
Total taxation on loss on ordinary activities
9 month
Year ended period ended
31 December 31 December
2022 2021
£ £
Loss before tax (185,117) (383,784)
Tax for nancial service companies at 10% (2021: 10%) (18,512) (38,378)
Effect of:
Tax losses on which a deferred tax asset has not been recognised 18,512 38,378
Total taxation on loss on ordinary activities
Deferred tax assets are recognised to the extent that it is probable that taxable prots will be available against
which the deductible temporary differences and carry forward tax losses/credits can be utilised. Accordingly, the
Group has not recognised deferred tax assets in respect of deductible temporary differences and carry forward
tax losses as at 31 December 2022 and 31 December 2021 respectively, as it is not probable at year end that
relevant taxable prots will be available in future based on the current activities of the Group as a holding group.
There are no expiry dates on these tax losses as at the year end. The unrecognised deferred tax asset is
summarised below:
Tax losses and unrecognised deferred tax asset carried forward
2022 2021
£ £
Cumulative temporary differences and carry forward tax losses 568,901 383,784
Unrecognised deferred tax asset on above at 10% (based on the
enacted tax rate at the date of signing the nancial statements) 56,890 38,378
8 Earnings per share
Earnings per share is calculated by dividing the loss after tax for the year by the weighted average number of
shares in issue for the year, these gures being as follows:
9 month
Year ended period ended
31 December 31 December
2022 2021
£ £
Loss used in basic and diluted EPS, being loss after tax (185,117) (383,784)
Adjustments:
Share-based payment charge 313 146
Adjusted earnings used in adjusted EPS (184,804) (383,638)
Notes forming part of the Consolidated Financial Statements
continued
30ACCELER8 VENTURES PLC
The Subco Incentive Scheme share options (Note 18) have not been included in the diluted EPS on the basis that
they are anti-dilutive, however they may become dilutive in future periods.
9 month
Year ended period ended
31 December 31 December
2022 2021
Number Number
Weighted average number of ordinary shares of 1p each used as the denominator in
calculating basic and diluted EPS 750,000 529,360
Earnings/(loss) per share
Basic and diluted (£0.25) (£0.72)
Adjusted – basic and diluted (£0.25) (£0.72)
9 Adjusted earnings before interest, tax, depreciation and amortisation
(Adjusted EBITDA)
9 month
Year ended period ended
31 December 31 December
2022 2021
£ £
Loss before tax (185,117) (383,784)
EBITDA loss (185,117) (383,784)
Share-based payment charge 313 146
Adjusted EBITDA loss (184,804) (383,638)
10 Subsidiaries
The Company directly owns the ordinary share capital of its subsidiary undertakings as set out below:
Proportion of Proportion of
A ordinary B ordinary
Nature Country of shares held shares held
Subsidiary of business incorporation by Company by Company
Acceler8 Ventures Subco Limited Intermediate holding Jersey, Channel 100 per cent. 0 per cent.
company Islands
The address of the registered ofce of Acceler8 Ventures Subco Limited (the "Subco") is 28 Esplanade, St. Helier,
Channel Islands, JE2 3QA, Jersey. The Subco was incorporated on 25 March 2021.
The A ordinary shares have full voting rights, full rights to participate in a dividend and full rights to participate in
a distribution of capital. The B ordinary shares have been issued pursuant to the Company’s Subco Incentive
Scheme.
11 Cash and cash equivalents
2022 2021
£ £
Cash and cash equivalents 244,948 432,440
244,948 432,440
Notes forming part of the Consolidated Financial Statements
continued
ACCELER8 VENTURES PLC31
12 Trade and other receivables
2022 2021
£ £
Prepayments 6,866 1,169
6,866 1,169
13 Trade and other payables
2022 2021
Current trade and other payables £ £
Accruals 83,089 80,080
83,089 80,080
14 Financial instruments
The Group’s nancial assets and liabilities comprise cash and trade and other payables. The carrying value of all
nancial assets and liabilities equals fair value given their short-term nature.
Financial assets measured
at amortised cost
2022 2021
£ £
Current nancial assets
Cash and cash equivalents 244,948 432,440
244,948 432,440
Financial liabilities measured
at amortised cost
2022 2021
£ £
Current nancial liabilities
Accruals 83,089 80,080
83,089 80,080
Credit risk
The Group's credit risk is wholly attributable to its cash balance. All cash balances are held at a reputable bank in
Jersey. The credit risk from its cash and cash equivalents is deemed to be low due to the nature and size of the
balances held.
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its nancial obligations as they fall due.
The Group’s approach to liquidity risk is to ensure that sufcient liquidity is available to meet foreseeable
requirements and to invest funds securely and protably.
The following table details the contractual maturity of nancial liabilities based on the dates the liabilities are due
to be settled:
Financial liabilities:
Less More
than 1 year 2 to 5 Years than 5 years Total
£ £ £ £
Accruals 83,089 83,089
At 31 December 2022 83,089 83,089
Notes forming part of the Consolidated Financial Statements
continued
32ACCELER8 VENTURES PLC
15 Share capital
Allotted, called up and fully paid
2022 2021 2022 2021
Number Number £ £
Ordinary shares of 1p each: 750,000 750,000 7,500 7,500
At 31 December 2022 750,000 750,000 7,500 7,500
On incorporation on 25 March 2021, the Company had an authorised share capital of £10,000.00 divided into
10,000 ordinary shares of par value of £1 each, of which one ordinary share was issued to each of the Founders.
The two ordinary shares were each issued for consideration of £1.00 per share.
On 18 May 2021, the Company sub-divided its share capital. Pursuant to the sub-division, the two ordinary shares
of £1.00 each in the issued share capital of the Company were split into 200 ordinary shares. Following the
sub-division, 198 ordinary shares were re-designated as deferred shares of par value £0.01 each. Following the
sub-division and re-designation: the issued share capital of the Company was comprised of 2 ordinary shares
and 198 deferred shares; and the Company had an authorised share capital of £10,002 divided into 1,000,000
ordinary shares of par value £0.01 each and 200 deferred shares of a par value £0.01 each. The deferred shares
were redeemed and subsequently cancelled, with a capital redemption reserve created of equivalent value as per
Note 16.
On 21 May 2021, the Company issued and allotted 399,998 Ordinary Shares at a price of £1.00 per ordinary share
to the Founders, for aggregate consideration of £399,998 in cash. Immediately following that issue and allotment,
the issued share capital of the Company was comprised of 400,000 ordinary shares and 198 deferred shares.
On 21 May 2021, in accordance with article 5B of the Articles, the Company redeemed for nil consideration the
deferred shares. Any amounts standing to the credit of any nominal or share premium account relating to deferred
shares that were redeemed were credited to a capital reserve of the Company and are available for use in
accordance with the Companies Law.
On 24 May 2021, the Company issued and allotted 25,000 ordinary shares at a price of £1.00 per ordinary share,
for aggregate consideration of £25,000 in cash. Immediately following that issue and allotment, the issued share
capital of the Company was comprised of 425,000 ordinary shares.
Pursuant to the IPO placing, 325,000 ordinary shares were issued and allotted at a price of £1.00 per ordinary
share to certain new investors.
Immediately following this issue and allotment, the Company’s issued share capital increased to 750,000 ordinary
shares. All shares are equally eligible to receive dividends and the repayment of capital and represent one vote at
the shareholders’ meeting of the Company.
16 Reserves
Share premium and retained earnings represent balances conventionally attributed to those descriptions. The
transaction costs relating to the issue of shares was deducted from share premium.
Capital redemption reserve includes amounts in relation to deferred shared capital.
The Group having no regulatory capital or similar requirements, its primary capital management focus is on
maximising earnings per share and therefore shareholder return.
The non-controlling interests reserves arises out of amounts due to holders of the B shares in Acceler8 Ventures
Subco Limited.
The Directors have proposed that there will be no nal dividend in respect of 2022 (2021: £Nil).
Notes forming part of the Consolidated Financial Statements
continued
ACCELER8 VENTURES PLC33
17 Share Incentive Plan
On 14 July 2021, the Group created a Subco Incentive Scheme within its wholly owned subsidiary Acceler8
Ventures Subco Limited ("Subco"). Under the terms of the Subco Incentive Scheme, scheme participants are only
rewarded if a predetermined level of shareholder value is created over a three to ve year period or upon a change
of control of the Company or Subco (whichever occurs rst), calculated on a formula basis by reference to the
growth in market capitalisation of the Company, following adjustments for the issue of any new Ordinary shares
and taking into account dividends and capital returns ("Shareholder Value"), realised by the exercise by the
beneciaries of a put option in respect of their shares in Subco and satised either in cash or by the issue of new
ordinary shares at the election of the Company.
Under these arrangements in place, participants are entitled to up to 15 per cent. of the Shareholder Value created,
subject to such Shareholder Value having increased by at least 12.5 per cent. per annum compounded over a
period of between three and ve years from admission or following a change of control of the Company or Subco.
18 Share-based payments
The Subco Incentive Scheme detailed in Note 17 is an equity-settled share option plan which allows employees
and advisors of the Group to sell their B shares to the Company in exchange for a cash payment or for shares in
the Company (at the Company’s election) if certain conditions are met.
These conditions include good and bad leaver provisions and that growth in Shareholder Value of 12.5 percent
compound per annum is delivered over a three to ve year period for the scheme to vest. This second condition
is therefore a market condition which has been taken into account in the measurement at grant date of the fair
value of the options.
The weighted average exercise price of the outstanding B share options is £Nil which have a weighted average
contractual life of 3 years 9 months. 29,000 B share options were issued in the nine-month period to 31 December
2021, all of which were outstanding at the current year end. No B share options were exercised in the current or
prior period. No B share options have expired during the current or prior period.
The Group recognised £313 (2021: £146) of expenditure in the statement of total comprehensive income in
relation to equity-settled share-based payments in the year.
The fair value of options granted during the period is determined by applying a binominal model. The expense is
apportioned over the vesting period of the option and is based on the number which are expected to vest and the
fair value of these options at the date of grant.
The inputs into the binomial model in respect of options granted in the prior period are as follows:
Opening share price £1
Expected volatility of share price 16.67%
Expected life of options 5 years
Risk-free rate 0.71%
Target increase in share price per annum 12.5%
Fair value of options 5.397p
Expected volatility was estimated by reference to the average 5-year volatility of the FTSE SmallCap Index.
The target increase in Shareholder Value is laid out in the Articles of Association of the Subco and represents the
compounded target annual increase in market capitalisation (adjusted for capital raises and dividends) that needs
to be met between the third and fth anniversary of the Group’s admission onto the Main Market of the London
Stock Exchange in order for the scheme to vest.
The Group did not enter into any share-based payment transactions with parties other than employees and
advisors during the current or prior period.
Notes forming part of the Consolidated Financial Statements
continued
34ACCELER8 VENTURES PLC
Notes forming part of the Consolidated Financial
Statements
19 Related party transactions
Transactions with key management personnel
Key management personnel comprise the Directors and executive ofcers. The remuneration of the individual
Directors is disclosed in the Report of the Directors.
Other transactions – Group
On 14 May 2021, the Company entered into an arm’s length strategic advisory agreement with Tessera pursuant
to which Tessera has agreed to provide strategic and general corporate advice, and acquisition and capital raising
transaction support services to the Company. Tessera was entitled to an initial transaction fee of £100,000 (plus
VAT) payable on admission for transaction management services provided to the Company in connection with
admission and capital raising activities.
From admission, Tessera will provide strategic advisory services and will be paid a success fee on completion on
the rst acquisition, at an amount to be agreed between Tessera and the Company. Following completion of the
rst acquisition, Tessera will provide services as requested by the Company and will charge a xed daily rate or
monthly retainer fee depending on the volume of such services. As at 31 December 2022, £1,011 (2021: £Nil) was
owed to Tessera by the Company.
20 Post balance sheet events
There are no events subsequent to the reporting date which would have a material impact on the nancial
statements.
21 Contingent liabilities
There are no contingent liabilities at the reporting date which would have a material impact on the nancial
statements.
ACCELER8 VENTURES PLC35
9 month
Year ended period ended
31 December 31 December
2022 2021
£ £
Administrative expenses (185,232) (383,784)
Operating loss (185,232) (383,784)
Interest receivable 115
Loss on ordinary activities before taxation (185,117) (383,784)
Taxation charge
Loss for the year/period (185,117) (383,784)
All activities in both the current and the prior period relate to continuing operations.
The notes on pages 38 to 40 form part of these nancial statements.
Company Prot and Loss
For the year ended 31 December 2022
36ACCELER8 VENTURES PLC
31 December 31 December 31 December 31 December
2022 2022 2021 2021
Note £ £ £ £
Non-current assets
Investment in subsidiaries 3 10 10
Current assets
Cash and cash equivalents 4 244,948 432,440
Trade and other receivables 5 6,866 1,169
251,814 433,609
Total assets 251,824 433,619
Current liabilities
Trade and other payables 6 83,166 80,157
83,166 80,157
Total liabilities 83,166 80,157
Total net assets 168,658 353,462
Equity
Issued share capital 7 7,500 7,500
Share premium 729,598 729,598
Capital redemption reserve 2 2
Share-based payment reserve 459 146
Retained decit (568,901) (383,784)
Shareholders’ funds 168,658 353,462
The Company nancial statements were approved and authorised for issue by the Board on 26 April 2023
and were signed on its behalf by:
David Williams
Chairman
The notes on pages 38 to 40 form part of these nancial statements.
Company Balance Sheet
As at 31 December 2022
ACCELER8 VENTURES PLC37
Share-
Capital based
Share Share redemption payment Retained
capital premium reserve reserve decit Total
Note £ £ £ £ £ £
Balance at incorporation date 2 – 2
Loss for the period (383,784) (383,784)
Transactions with owners in
their capacity as owners:
Issue of new ordinary shares 7 7,498 742,498 2 749,998
Ordinary share issue costs (12,900) (12,900)
Share-based payment 146 146
At 31 December 2021 7,500 729,598 2 146 (383,784) 353,462
Loss for the year (185,117) (185,117)
Transactions with owners in
their capacity as owners:
Share-based payment 313 313
At 31 December 2022 7,500 729,598 2 459 (568,901) 168,658
The notes on pages 38 to 40 form part of these nancial statements.
Company Statement of Changes in Equity
For the year ended 31 December 2022
38ACCELER8 VENTURES PLC
Notes forming part of the Company Financial Statements
For the year ended 31 December 2022
1 Accounting policies
The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods
presented in theses nancial statements.
The principal policies adopted in the preparation of the company nancial statements are as follows:
(a) Basis of preparation
These nancial statements have been prepared in accordance with the requirements of FRS 101 “Reduced
disclosure Framework”, the Financial Reporting Standard applicable in the UK and the requirements of the
Companies (Jersey) Law 1991.
The nancial statements are prepared on the historical cost basis.
The comparative gures presented cover the nine-month period from incorporation on 25 March 2021 to
31December 2021.
(b) Investments
Investments in subsidiary undertakings are stated at cost unless, in the opinion of the Directors, there has been
impairment to their value, in which case they are written down to their recoverable amount.
(c) Functional and presentational currency
The Company’s functional and presentational currency for these nancial statements is the pound sterling.
(d) Going concern
The Company was formed as an acquisition company to seek investment and acquisition opportunities in the
industrial, construction and business services sectors, and software and technology companies which service
those industries.
The Directors, having made due and careful enquiry, are of the opinion that the Company has adequate working
capital to execute its operations over the next 12months. The Company’s unaudited cash balance as at 21 April
2023 was £162,521, and excluding the consummation of any investment or acquisition which will likely require
specic funding, has adequate resources available to fund the on-going forecasted operating expenses for at
least twelve months following approval of the nancial statements. Having also performed additional stress
testing on the forecasts, the Directors are comfortable there are sufcient mitigating actions on the incurring of
expenditure within the business that could be taken, to ensure the business can meet its ongoing liabilities as
they fall due. The Directors, therefore, have made an informed judgement, at the time of approving the nancial
statements, that there is a reasonable expectation that the Company has adequate resources to continue in
operational existence for the foreseeable future. As a result, the Directors have adopted the going concern basis
of accounting in preparing the annual nancial statements.
(e) Financial assets and liabilities
The Company’s nancial assets and liabilities comprise of cash and trade and other payables.
Trade and other payables are not interest bearing and are stated at their amortised cost.
(f) Taxation
Current tax is the expected tax payable on the taxable income for the year.
(g) Disclosure exemptions adopted
In preparing these nancial statements the Company has taken advantage of disclosure exemptions conferred
by FRS101. Therefore, these nancial statements do not include:
l Certain disclosures regarding the Company's capital
l A statement of cash flows
l The effect of future accounting standards not yet adopted
l The disclosure of the remuneration of key management personnel; and
l Disclosure of related party transactions with other wholly owned members of the Group headed by
Acceler8 Ventures Plc.
In addition, and in accordance with FRS101 further disclosure exemptions have been adopted because equivalent
disclosures are included in the consolidated nancial statements of Acceler8 Ventures Plc. These nancial
statements do not include certain disclosures in respect of:
l Share-based payments
l Impairment of assets
l Disclosures required in relation to nancial instruments and capital management
(h) Judgements and key areas of estimation uncertainty
In preparing the Company nancial statements, the Directors have to make judgments on how to apply the
Company's accounting policies and make estimates about the future. The Directors do not consider there to be
any critical judgments that have been made in arriving at the amounts recognised in the Company nancial
statements.
2 Employees
Staff costs, including Directors, consist of:
9 month
Year ended period ended
31 December 31 December
2022 2021
£ £
Wages and salaries 40,000 20,000
40,000 20,000
9 month
Year ended period ended
31 December 31 December
2022 2021
Number Number
The average number of employees, including Directors, during the year was: 2 2
3 Investment in subsidiaries
Shares in
subsidiary
undertakings
£
Cost and net book value
At 31 December 2021 and 31 December 2022 10
Details of the Company’s subsidiaries are shown in Note 10 of the consolidated nancial statements.
4 Cash and cash equivalents
2022 2021
£ £
Cash and cash equivalents 244,948 432,440
244,948 432,440
ACCELER8 VENTURES PLC39
Notes forming part of the Company Financial Statements
continued
40ACCELER8 VENTURES PLC
Notes forming part of the Company Financial Statements
continued
5 Trade and other receivables
2022 2021
£ £
Prepayments 6,866 1,169
6,866 1,169
All amounts shown under receivables fall due for payment within one year.
6 Trade and other payables
2022 2021
£ £
Amounts due to subsidiary undertakings 77 77
Accruals 83,089 80,080
83,166 80,157
Amounts due to subsidiary undertakings are interest-free and repayable on demand.
7 Share capital
Allotted, called up and fully paid
2022 2021 2022 2021
Number Number £000 £000
Ordinary A shares of 1p each 750,000 750,000 7,500 7,500
For the full details of the share capital movements in the year, please see Note 15 of the consolidated nancial
statements.
8 Related party transactions
Transactions with other Group companies have not been disclosed as permitted by FRS101, as the Group
companies are wholly owned.
9 Contingent liabilities
There are no contingent liabilities at the reporting date which would have a material impact on the nancial
statements.
10 Post balance sheet events
There are no events subsequent to the reporting date which would have a material impact on the nancial
statements.
11 Ultimate controlling party
In the opinion of the Directors, there is no single ultimate controlling party.
Perivan.com
265713