Bango Plc

Annual Report 2021

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1Contents

Strategic Report: 

Highlights
Bango vision
Bango purpose
Bango values
Chair’s statement
Group overview
Business model
Revenue model
Who Bango works with
CEO statement
Market trends
Purchase behavior targeting campaigns 
Strategy for growth
Case studies
Technology and innovation
Sustainability and section 172 
CFO statement
Principal risks & uncertainties 
Key Performance Indicators
NHN

Governance

Director biographies
Company information
Directors report
Corporate governance report
Audit committee report
Nominations committee report
Remuneration committee report

Financial Statements

Independent auditor’s report to the members of Bango PLC 
Consolidated statement of financial position  
Consolidated statement of comprehensive income 
Consolidated cashflow statement 
Consolidated statement of changes in equity 
Notes to the consolidated financial statements 
Statement of financial position of Bango PLC 
Statement of changes in equity of Bango PLC 
Cashflow statement of Bango PLC  
Notes to the financial statements of Bango PLC 

The front cover of this report shows images taken from 
our recent ‘App-ocalyse’ campaign. It depicts a zombie 
apocalypse, representing how the world of digital 
advertising has fallen into ruin after the restriction of 
ad ID data. Within the Bango logo, the healthy glow 
of app users shows that Bango is shining a light on 
paying customers. Digital marketing lives on! 

More detail on this campaign at p. 13-14

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86-90

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Operational highlights: 

their 

Telcos  increasingly  standardize  on  Bango 
to  bundle 
as 
third  party  offers,  demonstrated  by  2021 
including  Verizon;
platform 

licensing  wins 

technology 

single 

Range  of  bundled  offers  is  quickly  expanding 
outside  of 
the  core  music  and  video 
subscription  services.  Recent  launches  with 
M365 (productivity), Xbox Game Pass (gaming), 
Norton  (security)  and  Pray.com  (wellbeing) 
highlight  this  increasing  market  opportunity;

The  automation  and  dynamic  management 
of  product  SKUs,  marketing  assets  and 
bundled  offers  enables  Bango  subscription 
bundling  to  achieve  massive  scale  across 
telcos;
hundreds 

of  merchants 

and 

now 

to 
Bango  Audiences 
marketers  on  TikTok, 
fastest 
growing  social  media  platform,  enabling 
customers  to  target  even  more  paying  users;

the  world’s 

available 

for 

targeting 

improved 

Need 
techniques 
increases  in  the  mobile  gaming  sector  and 
in  new  high  growth  sectors  including  NFT, 
crypto  and  financial  trading  apps.  Demand 
for Bango Audiences to find new paying users, 
shown  by  customer  wins  including  Upland.

Financial highlights: 

Revenue grew to $20.7M, an increase of 31.5% 
(2020: $15.7M);

End User Spend (EUS) increased to $4.1B, up 
73.6% (2020: $2.4B), the seventh year of continued 
strong growth;

Adjusted EBITDA* grew to $6.2M (2020: $6.0M);

Net profit from the core Bango business, excluding 
the share of net loss of the NewDeep associate, 
was up 48.6% at $2.5M (2020: $1.7M);

Cash** at 31 December 2021 increased to $9.7M 
(2020: $8.0M).

*Adjusted EBITDA is earnings before interest, tax, depreciation,
amortization and share based payment charge.

**Cash includes cash and cash held in short term investments

www.bangoinvestor.com Bango

@bangoinvestor

2 
Bango vision
The technology 
behind every 
payment choice

The Bango vision is to become the technology behind every payment choice. 

We drive this vision in two synergistic ways.

1) Making online commerce frictionless by opening-up new payment options including carrier billing,
mobile wallets and subscription bundling.

2) Using this payment data to make merchant marketing more effective through an innovation called
purchase behavior targeting.

These methods work together in a virtuous circle to accelerate the growth of everyone connected to 
Bango.

Founded in 1999, Bango’s primary focus has always been to enable the world’s leading online 
merchants to thrive. Today, through our trusted solutions, we help global names such as Amazon, 
Google, Microsoft, Verizon and Facebook grow.

3

3Bango purpose 
Putting people 
at the centre of 
e-commerce

Bango  combines  mobile  payments  and  data  science  to  drive  growth  for  customers.  The 
Bango  Payment  Platform  means  merchants  can  offer  a  wide  range  of  online  payment 
methods,  enabling  their  customers  to  quickly,  easily  and  seamlessly  charge  online  payments 
to  a  phone  bill,  utility  bill,  mobile  wallet  or  other  non-credit  card  payment  method.  Customers 
enjoy  greater  payment  choice  and  access  to  online  commerce  in  all  parts  of  the  world.

Bango  technology  processes  payment  data  to  provide  unique  purchase  behavior  targeting 
with  our  Bango  Audiences  product.  Using  these  powerful  Bango  Audiences,  app  developers 
focus  their  digital  marketing  campaigns  on  paying  users,  generating  much  stronger  returns 
from  their  marketing  spend.  Consumers  may  see  fewer  digital  ads,  and  benefit  from  seeing 
those  that  are  most  aligned  to  their  interests  and  relevant  to  their  purchase  preferences.

Bango  is  focused  on  putting  people,  whether  that  be  users,  merchants,  payment  providers  or  app 
developers,  at  the  centre  of  e-commerce,  creating  an  ecosystem  where  everyone  using  the  Bango 
Platform thrives.

4

4Bango values

5

5who  have  a  relevant  purchase  history. 

Digital  Turbine  joined  the  Bango  circle 
as  a  strategic  partner  in  December  2021, 
following  NHN  in  April  2020  and  TPAY 
in  December  2020.  A  new  phase  of  app 
revenue  growth  is  emerging  alongside 
the  App  Stores.  Developers  are  now  able 
to  monetize  apps  directly  to  users  quickly, 
securely and effectively outside app stores, 
and then engage with consumers using the 
commercial models and payment methods 
offered  by  the  Bango  platform.  Exciting! 

With the Bango payment platform firing on 
all cylinders, and the deployment of Bango 
Audiences to enable revolutionary purchase 
behavior  targeting,  Bango  drives  forward 
on  its  fast  growth  path  to  become  the 
technology  behind  every  payment  choice.

Ray Anderson
Executive Chair

Chair’s statement

I  am  delighted  Bango  has  delivered  on 
the  priorities  it  outlined  to  shareholders  at 
the  beginning  of  2021.  Bango  has  made 
substantial  progress  in  building  a  fast 
growing  and  profitable  business. We  have 
the  people,  partnerships  and  technology 
needed  to  achieve  our  ambitions  and 
increase Bango revenue from tens of millions 
to  hundreds  of  millions  of  dollars  a  year.

Our  Board  was  strengthened  at  the  end 
of  2021  after  an  extensive  process  to  find 
the right non-executive directors to support 
our growth.  Lisa Gansky is well connected 
with many high-tech businesses and has a 
challenger  mindset  that  helped  her  drive 
new,  industry  changing  ideas  into  global 
businesses.  Marcus  Weldon  adds  deep 
expertise in the telco and consumer mobile 
space  coupled  with  a  strong  background 
in  bringing 
innovative  and  disruptive 
technologies to market while President of Bell 
Labs. Marcus is already providing immense 
value  as  Bango  navigates  the  strategic 
strengths  and  weaknesses  of  the  largest 
communication  businesses  in  the  world. 
Telcos know that they need to delight and 
retain customers and Bango is becoming a 
powerful partner, in turn becoming a critical 
part  of  the  content  delivery  ecosystem.

As Bango grows it continues to engage with 
large  global  partners  while  also  acquiring 
an increasing number of smaller customers 
that  use  Bango  Audiences.  This  requires 
broader  financial  capabilities,  so  I  was 
therefore  delighted  to  have  Matt  Garner 
join  Bango  as  CFO  early  in  March  2021. 
Matt has the business skills and experience 
Bango  needs  as  a  global  business  and 
provides 
into 
the  Bango  growth  engine  and  its  intrinsic 
profitability.  I  encourage  shareholders  to 
continue to engage with Matt going forward.

insights  for  shareholders 

Bango is increasingly interesting to business 
partners and investors that are familiar with 
comparing metrics such as pricing, revenue, 
EBITDA  and  market  sizes  in  US  dollars. 
The change to reporting in US dollars aids 
understanding and signals the drive Bango 
has to cooperate with investors and partners 
globally. In March 2022, Bango enabled US 
investors  to  buy  its  shares  on  the  OTCQX 
market,  tapping  into  the  significant  and 
increasing  interest  in  Bango  technology 
and  its  business  ambitions  in  the  USA. 

It has been rewarding for me, as a Bango 
founder,  to  see  the  energy  and  passion 
of  the  people  driving  Bango  forward 
while  living  our  THRIVE  values.  As  travel 
has  resumed,  people  who  had  worked 
collaboratively  for  months  remotely  were 
able  to  share  ideas  and  innovation  face-
to-face. Several partnerships that are in the 
early stages have already been deepened 
by  the  special  energy  that  is  generated 
during  these  meetings.  Staff  retention  on 
the  back  of  an  excellent  year  for  formal 
engagement  scores  has  been  rock  solid, 
and  we  are  also  making  good  progress 
with  our  diversity  initiatives  to  ensure  we 
are  recruiting  widely  and  broadly  to  tap 
into  top  talent.  The  Bango  collaboration 
with Project Celena, announced in February 
2022,  has  enabled  Bango  to  engage 
with  talent  from  Atlanta  Tech  –  a  very 
involved.
motivating  experience  for  all 

Bango  staff  have  driven  our  progress 
in  sustainability.  They  set  the  challenge 
to  gain  audited  Carbon  Neutral  status 
in  2020  and  we  have  now  pushed  the 
envelope further by expanding our carbon 
neutral  targets  to  include  supplier  scope 
3  emissions.  Efficiency  is  at  the  heart  of 
Bango  –  think  of  the  savings  in  carbon 
generated  by  only  showing  ads  to  people 

6Group overview

Bango  exists  to  make  online  commerce 
frictionless  and  ubiquitous.  By  providing 
technology  that  enables  merchants  to 
acquire  more  online  customers  that  pay, 
Bango  becomes  the  preferred  marketing 
and  monetization  platform 
the 
world’s  most  successful  online  merchants. 

for 

Bango  collects  significant  quantities  of 
data  from  processing  online  payments. 
By  applying  advanced  analytics,  Bango 
generates insights from this data that boost 
the  effectiveness  of  online  marketing.  In 
addition  to  increasing  marketing  returns 
for  merchants,  this  technology  enhances 
the  online  experience  for  consumers  by 
ensuring  they  are  only  offered  the  most 
advertisements.
useful 
relevant 

and 

Bango  customers  are  the  biggest  names 
in  mobile  commerce,  reflecting  both  our 
relevance  and  the  trust  they  have  in 
Bango  technology.  New  customers  and 
services  are  continually  added,  providing 
a  platform  for  future  growth  and  greater 
the  business  model.
diversity  within 

Transactional Payments

Bango  Payments  enables  online  stores 
and  individual  merchants  to  reach  and 
collect money from billions of users across 
the  globe.  The  world’s  leading  online 
businesses, 
including  Amazon,  Google, 
and  Microsoft,  use  Bango  Payments 
technology 
frictionless 
to  deliver  a 
payment  experience  to  their  customers.

Subscription Bundling

The  Bango  Bundling  Platform  is  deployed 
both  by  merchants  offering  digital 
subscriptions  and  by  resellers  with  millions 
of  subscribers  that  want  to  attract  and 
engage more customers by bundling third-
party  subscriptions  with  their  first-party 
services.  Telcos,  utilities  and  retailers  use 
Bango  Bundling  to  create,  launch  and 
manage  a  wide  range  of  subscriptions 
including  Netflix,  Amazon,  Microsoft, 
services.
Norton  and  other  popular 

Purchase Behavior Targeting

Bango Marketplace enables app marketers 
to  select  Bango  Audiences  to  find  new 
paying  users.  Bango  Audiences  are  used 
in  marketing  campaigns  on  Facebook, 
TikTok  and  other  digital  marketing 
platforms  to  better  target  users  who  can 
and  do  pay,  enabling  faster  revenue 
generation  from  digital  ad  campaigns. 

targeted 

their  money  on,  Bango 

By  focusing  on  what  consumers  choose 
to  spend 
is 
online  marketing 
moving 
beyond  what  was  possible  when  focusing 
just  on  what  people  search  for  (e.g. 
Google)  or 
(e.g.  Facebook).  This 
“follow  the  money”  marketing  strategy 
is  called  Purchase  Behavior  Targeting.

‘like’ 

The  Bango  strategy  is  ambitious  and 
focused on driving growth:

Competitive advantages

Bango  Payments  expands  payment  reach 
to  billions  of  potential 
for  merchants 
customers. This is a volume-based business 
that  grows  quickly,  generating  revenue  at 
very  high  margins  and  producing  huge 
amounts of consumer purchase data. Fees 
are calculated as a percentage of the End 
User Spend being processed. This includes 
one  off 
transactions  and  subscription 
payments. 

Bango Bundling brings merchants offering 
digital  subscriptions  together  with  telcos, 
retailers, utility companies and other channel 
partners  that  reach  millions  of  consumers. 
Through  platform  licensing,  Bango  initially 
provides a detailed integration plan for the 
bundling  platform  technology  to  enable 
these partnerships to thrive, then follows up 
with SaaS fees that increase as the use of 
the platform scales. 

Bango Audiences are created through the 
Bango Marketplace platform, which ingests, 
analyzes  and  processes  the  payments 
data  to  create  Bango  Audiences.  Bango 
technology  delivers  high  value  to  app 
developers  and  online  merchants  that 
want  to  attract  new  paying  customers. 
Developers pay usage fees calculated as a 
percentage of their ad spend. 

All three components of the Bango business 
are  highly  synergistic.  Bango  Audiences 
attract more paying users, which increases 
payment  and  subscription  volumes.  The 
more payments Bango processes, the more 
data gathered, and the more effective and 
valuable Bango Audiences become.

Track record

Over 20 years of innovation and growth in online commerce

Trust

Long-term partnerships with the world’s leading internet companies

Platform effect

Each new partner connecting to Bango benefits from the activity of all existing 
partners and improves the performance of everyone across the platform.

High margin

Virtuous circle

The cost of each additional transaction is zero, therefore incremental EUS is very 
profitable

Valuable purchase data boosts payment volumes, which produces more purchase 
data

First mover

Only platform applying payment insights to optimize online marketing campaigns

Scalable

Data

Platform model means the business is highly scalable without the need for additional 
capital

Data is our moat. Billions of dollars of end user spend processed gives us significant 
data to monetize via Bango Audiences and help our merchant partners thrive. 

7Business model

The Bango business model is centered on finding new ways to monetize online payments by:

1) 

Powering the use of alternative payments to reach more paying users

The Bango Platform enables global merchants (Amazon, Microsoft, Google and many others) to benefit from over one hundred payment 
methods, so that consumers can purchase goods and services with the payment method of their choice. Payment methods include mobile 
phone bills, digital wallets, utility bills, subscription bundling and future methods yet to be deployed.

2) 

Using the data Bango collects to provide marketers with a more effective targeting

Bango technology packages the data it collects from processing billions of dollars of payments into ‘Audiences’ of users that pay for a 
similar product or service. Our customers, primarily app developers, select the segment of paying user they wish to target – for example 
strategy  game  players  in  Indonesia  –  and  the  Bango  system  creates  a  specific  Audience  of  users  that  spend  money  in  that  target 
segment. Bango applies this audience to the app developer’s online marketing campaign via platforms such as Facebook & TikTok, to 
acquire more paying users.

More effective 
marketing 
Developers & 
merchants thrive

More 
payment 
insights

More 
paying 
users

More payments 
processed
Payment providers 
thrive

By monetizing the payment data processed, Bango is more valuable than just a payment mechanism. Bango enables its payment partners 
(merchants/operators etc) to grow their revenues faster than they otherwise could. The growth opportunity attracts more partners to cross 
over to the Bango Platform, bringing more End User Spend data. This creates a powerful virtuous circle with each side of the business 
powering the other. The Bango business model ensures that not only does Bango thrive but so does everyone using the Bango platform.

8Revenue model

Bango has three fast-growing revenue streams:

Bango Payments – The merchant or payment provider typically pays fees proportional to the value of transactions processed (end user 
spend). This can be both a one-off payment for an individual item or a repeat payment for an ongoing subscription. Bango charges from 
<0.5 to 3% of the value of the end user spend. 

Bango Bundling – The payment provider (e.g. a telco) selects Bango to bundle all their 3rd party services in two phases. Initially Bango 
charges a one-off upfront fee to provide an integration blueprint, and then, following the approval of the payment provider, there is a 
recurring SaaS-license fee (which scales proportionally with the number of entitlements managed) and a recurring support/maintenance 
fee.

Bango Audiences  –  Bango,  through  Bango Audiences,  monetizes  the  data  that  it  holds  by  charging  customers,  predominantly  app 
developers, between 7-10% of their overall ad campaign spend for more precise advertising through purchase behavior targeting. For 
this fee, Audience customers can use as many audiences as they choose to during the course of their campaign. A minimum monthly fee 
normally applies. 

*

*Partner fees <5% and Third-party data payments <25%

Every customer of the Bango Platform contributes revenue, and our revenue model means that in each area of the business, revenue 
grows as our customers’ businesses grow. 

The  payment  transactions  processed  by  the  Bango  Platform  generate  monetizable  payment  data  which  Bango  turns  into  Bango 
Audiences. For use of this third-party data, a portion of Bango Audience revenue is shared back with the data owner (e.g. the mobile 
operator). Bango has also acquired additional third-party payments data to complement Bango transacted data and satisfy particular 
customer needs.  

9Who Bango works with

10CEO statement

Introduction

In 2021, for the second year running, Bango 
exceeded  market  expectations  delivering 
higher than forecasted revenue growth. With 
the  leverage  in  the  platform,  this  growth 
appears as profit which funds our Research 
&  Development  and  Sales  &  Marketing 
teams  to  capture  the  rapidly  expanding 
market  opportunities  for  platform  license 
deals and Audience (Marketplace) sales. 

The  74%  growth  in  EUS  represents  both 
continuing  strong  growth  in  the  payments 
business  and 
the  expanding  pool  of 
data  which  we  monetize  through  Bango 
Audiences.  This  is  the  Bango  virtuous 
circle strategy in action; the success in app 
developer campaigns drives more payment 
volumes  which  adds  to  the  pool  of  data 
used  to  generate  these  insights  and  the 
cycle repeats.

Bango Payments

the  world’s 

Bango  connects 
largest 
merchants  to  customers  who  purchase 
goods  using  alternative  payment  methods 
including carrier billing (charged to a phone 
bill),  digital  wallets  and  through  bundled 
subscription packages. Everyone connected 
to  the  Bango  platform  benefits  from  the 
unique  data  insights  acquired  from  all 
activity  across  platform,  providing  market-
wide insights that individual merchants and 
payment providers cannot capture on their 
own.

This  Bango  open  ecosystem  approach 
enables partnerships to thrive, accelerating 
the growth of everyone in the Bango circle. 
The TPAY partnership, signed in December 
2020  and  announced  in  January  2021, 
provides  unmatched  scale  for  Bango  in 
two  of  the  fastest  growing  regions,  the 
Middle  East  and Africa. As  a  result  of  this 
partnership, global merchants connected to 
the Bango platform have launched multiple 
new routes in the region without additional 
work. One connection between Bango and 
TPAY  provides  access  to  76  operators  and 
wallets in 24 countries.

Wallets  have  long  played  a  central  role 
in  Bango’s  growth,  and  their  adoption  in 
regions  such  as  Latin  America,  Africa  and 
South  East  Asia  is  accelerating.  The  NTT 
Data  partnership  expanded  the  number 
of  wallets  available  to  Bango  connected 
merchants across Southeast Asia adding to 
the new direct connections such as Kakao 
Pay in South Korea. We also partnered with 

carrier billing integrator Infomedia to enable 
them  to  expand  their  merchant  footprint 
into carriers across the world.

Subscriptions  once  again  saw  strong 
growth  with  both  Amazon  and  Microsoft 
Xbox  bringing  new  mobile  operators 
into  the  Bango  circle  further  increasing 
our  footprint.  The  launch  of  Prime  Video 
Mobile Edition (PVME) in India, with mobile 
operator  Airtel,  is  the  first  example  of  a 
merchant creating new subscription services 
tailored  for  specific  markets,  a  trend  we 
expect  to  continue  as  more  services  move 
to  a  subscription  model.  Our  partnership 
with  Microsoft  expanded,  adding  M365 
(formerly  Microsoft  Office)  to  the  list  of 
services  operators  can  now  bundle  with 
their  mobile  &  broadband  plans,  enabled 
through the Bango platform. 

In  2020,  we  announced  how  the  surge  in 
streaming  services  had  led  to  telecoms 
providers  moving  to  standardize  on  a 
common  platform  for  bundling  3rd  party 
services  with  their  own  broadband,  TV 
and  mobile  plans,  resulting  in  a  multi-
million-dollar global telco platform deal. In 
2021,  we  signed  an  additional  4  platform 
licensing  customers.  These  early  design 
wins  with 
largest  carriers 
such  as  Verizon  and  BT  ideally  position 
us  to  expand  our  footprint,  product  and 
merchant connections. Platform licensing is 
a  new,  and  largely  incremental,  source  of 
recurring revenue that grows as the number 
of subscriptions increases.

the  world’s 

Bango Audiences

Payment  data  from  Bango  connections 
and 3rd party data sources (such as credit 
card  processors)  are  combined  using  our 
unique  Purchase  Behavior  Targeting  (PBT) 
technology  to  create  Audiences  of  users, 
which allow app developers to target their 
marketing  campaigns  at  users  who  have 
actually paid for similar products previously. 
Bango  Audiences  are  much  (2-9x)  more 
effective  than  relying  on  soft  indicators 
such  as  “searched  for”  or  “liked”  provided 
by platforms such as Google and Facebook 
respectively.

The  demand  for  PBT  could  not  have 
been  clearer  than  in  our  ‘Board  to  Death’ 
campaign 
(https://bango.com/board-to-
death/)  with  62%  of  CEOs  believing  their 
marketing  budgets  are  being  wasted  on 
driving soft metrics that have no connection 
to business growth. Search ads in particular 
‘worst 
offer  decreasing  relevance.  Our 

ad’  campaign  (https://bango.com/worst-
ad/)  demonstrated  that  around  $60B 
of  marketing  spend  is  wasted  every  year 
on  search  targeting.  These  high  impact 
campaigns  have  extended  app  developer 
interest and awareness in Bango Audiences 
while  also  solidly  positioning  Bango  as 
an  innovative  mar-tech  leader  resulting  in 
nominations  for  multiple  awards  including 
a prestigious “SAMMY” sales and marketing 
technology award. 

The  removal  of  the  app  id  tracking  (IDFA) 
by  Apple  in  iOS14.5  created  waves  across 
app  developer  marketing 
teams  who, 
overnight, lost both a targeting source and 
the ability to track campaign performance. 
Bango  Audiences  helped  app  developers 
weather  this  storm  by  providing  an  even 
more performant targeting data set based 
on purchase behavior.

The  number  of  app  developers  we  are 
engaged with  continued  to  grow  reaching 
almost  10k  at  the  end  of  2021  –  this  is  a 
doubling  in  the  second  half  of  the  year. 
These  app  developers  are  using  more 
audiences in more campaigns driving more 
than  50x  growth  in  Bango Audience  Days 
between Q4 2020 and Q4 2021.

The  Bango  Audiences  pricing  model 
changed  in  2021  from  a  fixed  fee  to  a 
percentage of the total marketing campaign 
spend.  This  change  means  we  grow  our 
revenue  as  the  app  developers  spend 
increases  rather  than  being  linked  only  to 
the number of Audiences being used. 

In 2021 we added support of TikTok, allowing 
Bango  Audiences  to  be  used  in  TikTok 
marketing  campaigns.  TikTok  is  growing 
quickly,  attracting  more  advertising  spend. 
This  partnership  enables  us  to  capture  an 
increased  share  of  the  app  developers’ 
marketing budgets. 

While  gaming  remains  a  critical  segment 
for  Bango  Audiences,  we  added  large 
customers  across  a  number  of  other 
verticals  including  retail,  trading  platforms, 
social casino  and NFT (non-fungible token) 
trading.

All  of  these  elements  combined  delivered 
strong  growth  in  the  Bango  Audiences 
business in 2021 that is continuing into 2022. 

11•  Expanding  the  Bango  Audience  sales 

team specifically in Asia.
•  Increased  marketing 

improve 
awareness  of  purchase  behavior 
targeting to generate more leads.

to 

Bango is an exciting and dynamic business. 
As  you  can  see  from  my  report  the 
opportunities ahead of us have never been 
greater.  I  realize  there  is  a  lot  of  content 
here but if you take just one thing from this 
report it should be the excitement that we 
have  for  the  future  of  the  business  as  we 
drive forward on the journey to hundreds of 
millions  of  dollars  of  revenue  and  become 
the  technology  behind  every  payment 
choice. 

Paul Larbey
Chief Executive Officer

Outlook

In  last year’s  annual  report,  I  talked  about 
the formula for payments growth:

More Users x More Routes x
More Merchants x More Insights

This  formula  remains  as  true  as  ever  and 
has  resulted  in  a  revenue  CAGR  of  47% 
over  the  past  6  years  yet,  somehow,  it 
seems  less  exciting  now;  it  has  become 
“business  as  usual”, we  know  it works  and 
launching new routes and merchants is just 
routine.  The  accelerated  growth  in  future 
years  will  come  from  the  combination  of 
Transactional  Payments  growth  with  the 
Platform  Licensing  and  Bango  Audiences 
businesses.  It  is  this  combination  that  will 
drive our revenue to grow from the tens of 
millions of dollars it is today to hundreds of 
millions. 

The  opportunities  across  all  three  areas 
of  the  business  continue  to  expand  with 
market changes providing a tailwind for our 
continued growth. 

The  end  of  the  app  stores’  monopoly  of 
in  app  payments  is  in  sight  with  shifts  in 
regulatory changes in South Korea expected 
to  extend  across  the  world  as  the  various 
regulatory  and  legal  challenges  progress. 
Bango  is  well  positioned  to  capitalize  on 
this shift for several reasons:

•  We  have  done  it  before  –  the  direct 
connection  with  hundreds  of  app 
developers is exactly how we supported 
Blackberry’s growth back in 2011.

•  Many  of 

the 

leading  developers 
are  already  customers  –  from  the 
streaming  apps  that  use  the  Bango 
platform  to  bundle  services  to  the 
thousands of app developers engaged 
in  using  Bango  Audience’s  purchase 
behavior  targeting,  Bango  has  strong 
relationships  with  the  apps  that  will 
be  the  first  to  breakout  and  engage 
directly with their customers.

•  We  have  the  right  partners  –  our 
recently  announced  partnership  with 
Digital Turbine provides an accelerated 
entry  into  this  market  with  a  leader 
in  on-device  app  deployment  and 
promotion. 

significant  opportunity 

While  our  focus  remains  on  telcos,  there 
to  extend 
is 
subscription  bundling  and  the  platform 
licensing  business  into  new  verticals  –  a 
natural  expansion  of  the  single  product 
bundling  connections  we  have  been 
working  on  exists  in  sectors  from  retail  to 
energy. 

Purchase behavior targeting works beyond 
app  developers.  The  opportunity  to  tap 
into  the  $450B  online  search  marketing 
and  social  media  spend  is  exciting.  While 
our  focus  remains  on  growing  in  the 
app  developer  space,  early  results  from 
partnerships  in  the  retail  marketing  sector 
are encouraging.

Bango  has  a  strong  balance  sheet  with 
no bank debt and a high margin platform 
business that means top line growth drops 
straight  to  the  bottom  line.  In  2021,  and 
continuing  in  2022,  we  will  use  this  profit 
to  reinvest  and  power  our  future  growth. 
The  investment  is  largely  in  the  form  of 
people.  We  have  a  highly  engaged  team, 
our  2021  employee  engagement  score 
being our highest ever resulting in incredibly 
low  employee  churn  and  allowing  all 
recruitment to focus on growth rather than 
replacement.  While  we  grow  across  the 
company the main areas of investment are:

Research and Development (R&D)

•  New  data  segmentation  and  machine 
to  generate 
purchase 

techniques 
learning 
increased 
value 
behavior targeting.

from 

•  Addition  of  new  marketing  platforms 

for Bango Audiences.

•  Enhanced  provisioning  and  reporting 
for  app  developers  using  Bango 
Audiences.

•  Expansion  of  the  resale  platform  with 
advanced  capabilities  such  as  offer 
management and asset management.

Sales & Marketing (S&M)
•  Expansion  of 

the  payments  sales 
team  to  win  platform  license  deals 
particularly  in  the  North  American 
market.

•  Extending  product  marketing 

to 
broaden the awareness of the platform 
value  proposition  across  both  telcos 
and new verticals.

12Market trends

A new way ahead for digital 
marketing

Digital advertising continues to grow faster 
than  any  other  area  of  marketing.  Online 
advertising  spend  grew  15%,  compared  to 
a decrease in non-digital ad spend. In 2021 
an estimated $450B (emarketer) was spent 
online  across  search  marketing  and  social 
media.

$450B 
spent online across search 
marketing and social media 
in 2021

For  many  years,  advertisers  depended  on 
targeting  online  users  through  tracking 
cookies, for example the ID for Advertisers 
in the Apple world. Now, these cookies are 
no  longer  widely  available  to  advertisers, 
as  app  ecosystems  tighten-up  the  rules 
governing consumer tracking, disrupting the 
market for digital advertisers.  

- 

“app-ocalypse” 

The  disruption  -  which  Bango  named 
is  driving  app 
the 
developers  to  find  innovative  ways  to  run 
their  user  acquisition  campaigns,  using 
different  methods  of  finding  paying  users.  
Bango  Purchase  Behavior  Targeting  is  an 
innovation that provides an immediate and 
effective alternative to the disrupted cookie-
based models that are fading fast.

This  emphasizes  the  need  to  make  ad 
spend  drive  revenue  growth,  underlining 
the  value  of  purchase  behavior  targeting 
as an ad targeting technique. By increasing 
the  percentage  of  users  acquired  that  go 
on  to  pay,  return  on  advertising  spend  is 
improved, yielding more revenue from hard 
working ad budgets.

Content  distribution  –  Merchants 
take control

The urgency for app developers and other 
digital  merchants  to  take  greater  control 
of  marketing,  distribution  and  billing  is 
opening-up  new  opportunities  for  direct 
monetization.  In  the  USA,  the  Netherlands 
and  South  Korea,  new  rules  in  2021  gave 
developers  the  right  to  select  their  own, 
direct payment methods, in addition to the 
payment  methods  provided  by  the  app 
stores.  For  many  developers  and  digital 
merchants, this provides the benefit of direct 
engagement with customers and the ability 

to make new offers to users, potentially with 
payment  methods  not  available  through 
the  app  stores,  with  improved  commercial 
terms.

By  taking  more  control  of  how  digital 
products  are  distributed,  leading  brands 
are driving new growth alongside their app 
store business. Apps and streaming media 
services like Disney and Netflix are creating 
their  own  managed  distribution  models. 
The  battle  for  subscribers  is  bringing 
together  synergistic  partnerships  between 
digital  entertainment  and  lifestyle  brands 
and  service  providers  that  have  broad 
access to consumers. Telcos such as Verizon 
and  BT  are  the  most  powerful  distribution 
partners in the world. They reach millions of 
consumers, with their highly complementary 
communications  services.  Movie,  music 
and gaming providers are eager to bundle 
their products with broadband and mobile 
services in every market. 

With  Microsoft  Xbox  Game  Pass,  Bango 
evolved this thirst for growth into a powerful 
open distribution model. In this model, the 
Bango  Platform  is  deployed  by  Microsoft 
to  acquire  and  integrate  telcos  and  other  
partners  as  authorized  distributors  of 
Microsoft  subscription  services. The  Bango 
Platform  handles  all  set  up,  manages  the 
consumers’  entitlements  to  offers,  and  the 
upsell of the gaming licenses. Microsoft has 
recently  extended  this  initiative  to  include 
M365 – the Microsoft Office software suite. 

$6 Trillion 
in online spending. Forecast 
to grow 13% in 2022

Bundling  partnerships  boost  telco 
performance

The trend for digital merchants to grow and 
manage their distribution channels is driving 
many of the distribution partners – notably 
telcos  –  to  deploy  the  Bango  bundling 
platform.  Telcos,  and  other  distribution 
partners,  acquire  new  customers,  reward 
their  highest 
customers  and 
value 
incentivize existing subscribers to add new 
services  by  creating  valuable  bundles  of 
third-party  entertainment, 
lifestyle  and 
productivity  services  with  their  own  first 
party  plans.  The  advantages  for  telcos 
building  their  bundling  business  on  the 
Bango  Platform  include  faster  time  to 

market,  the  leading  third-party  merchant 
services  pre-configured  and  immediately 
available,  and  the  ability  to  benefit  from 
industry-wide data insights to improve offer 
targeting, redemption and upsell.

25% 
of all consumer spending will 
be online by 2025.

The  overarching  trend  is  the  continuing 
growth  of  online  commerce.  Forecast  to 
grow  by  13%  in  2022,  online  spending  is 
worth nearly $6 Trillion. 

30% 
growth in the app economy 
year on year

By  2025,  the  share  of  online  spending will 
grow  from  21%  to  25%  of  all  consumer 
spending (Oberlo, 2021). The app economy 
is growing even faster, achieving growth of 
nearly 30% year on year. 

Where have all the paying users gone? 
These  words  summarize  the  life  of  an 
app  developer  for  the  past  12  months. 
User  acquisition  (UA)  campaigns  used 
to be simple: run ads on Facebook and 
other  social  platforms  targeting  users 
who  have  browsed  sites  and  apps  like 
yours, and generate more downloads of 
your app. But the loss of cookie tracking 
data means it has become much harder 
to find these new users, especially new 
users  willing  to  spend  money  on  your 
app.  They’re  out  there  somewhere,  but 
you can’t tell one from another. UA has 
succumbed to a zombie app-ocalypse!

Enter Bango Audiences. Suddenly, users 
that  have  a  relevant  payment  history 
come out of the shadows and into the 
spotlight.  Purchase  behavior  targeting 
does  not  depend  on  cookie  tracking. 
But it does provide a direct line to users 
most  likely  to  spend  money  on  your 
products.  A  new  lease  of  life  for  app 
developers and a new methodology for 
all digital marketing campaigns.

13Purchase behavior targeting campaigns

Board  to  death:  Why  digital  marketers  fail  to 
impress in the board room

Boards  and  CEOs  are  rapidly  losing  faith  in  social  media, 
frustrated by ‘meaningless metrics’ that don’t translate to business 
goals.  More  than  half  of  CEOs  are  sceptical  of  social  media 
marketing, with 59% saying that social channels don’t generate 
sales for their businesses. Our ‘Board to Death’ research report 
argues  that  poor  digital  marketing  practices  and  meaningless 
metrics are “putting the board to sleep”.

The  research, which  surveyed  over  200  CEOs,  found  that  62% 
believe too much marketing budget is wasted on activities that 
don’t  deliver  meaningful  results.  60%  of  CEOs  also  think  that 
the marketing potential of social media has been exaggerated, 
while 77% don’t see digital advertising as a reliable source of new 
customers or sales.

Today,  a  new  way  to  target  digital  advertising  is  emerging. 
Rather than targeting existing customers based on what they’ve 
previously bought, or targeting new users based on what they 
like on social or search on Google, purchase behavior targeting 
(PBT)  is  helping  marketers  find  new  users  who  buy  similar 
products elsewhere. Using PBT to go straight to people who buy 
is the simplest way to acquire new customers, build revenue, and 
justify social spend to the board. Want to know more? 
Visit bango.com/board-to-death/

The worst ad campaign

We  bought  the worst  ad  in  the  UK. We  regret  nothing. Why,  I 
hear you ask? To prove a point.

Our billboard, located next to a load of rubbish in an obscure 
area, will get about as many eyes as expensive search ads will, 
because search advertising is broken. We have known for a long 
time that the only way to effectively generate new business from 
your online ads is through purchase behavior targeting. Now we 
can  prove  it. Alongside  our  neglected  billboard  ad, we  ran  an 
experiment analyzing over 65,000 online search ad impressions. 
The  goal?  To  find  out  if  search  ads  are  really  reaching  the 
audiences  promised,  or  whether  marketers  are  pouring  money 
down the drain.

As  predicted,  more  than  a  third  of  the  search  ads  we  placed 
never reached the promised audience. That’s worth repeating; 
1  in  3  of  our  search  ads  were  shown  to  someone  with  no 
resemblance to the target audience. And for those that did, more 
than a quarter failed to reach anyone in the market to buy.

But  never  fear.  Bango  Audiences  offer  a  reliable  correction  to 
the flawed world of search targeting. A way to link online ads 
to people that are interested in your product and willing to buy. 
Now that’s targeting. Want to learn more about our experiment 
and the worst ad in the UK? Find out more at worst-ad.com

The world  has  changed. App  marketing will  never 
be the same.

It seems as if digital advertising has fallen into ruin. New legislation 
and privacy-conscious consumers are reluctant to share their in-app 
data, Apple is restricting IDFAs while Google continues to phase out 
third party cookies.

App developers are unable to run targeted ads, leading to a strange 
new  world  where  marketing  teams  are  faced  with  unreachable 
users, and developers are left without means to generate leads and 
revenues. A hard marketing job has gotten much, much harder.

Bango’s new four-page comic takes us deep into the heart of our imaginary App Avenue. Once the happy home of user acquisition, 
it has now descended into chaos. A zombie ‘app-ocalypse’ has taken hold amidst all the post-cookie mayhem, but an intrepid app 
developer hero seeks a solution to targeting new users once again…will he find a way to survive the App-ocalypse? 
Find out – bango.ai/app-ocalypse

14 
 
Strategy for growth

Strong, organic market growth: 
Consumers spent $4.9 Trillion online in 2021, of which $170 Billion was spent in app stores and on streaming services. Bango Payments is 
driving the growth of the alternative payments market, which accounted for $30B of the spend.  By 2025 analysts estimate app store and 
streaming spend combined will grow to $270B and the share of alternative payments to $40B (TechNavio). Bango expects to increase our 
share of this growing market as digital merchants consolidate more of their payment routes through Bango, complemented by continued 
growth in EUS from physical goods through our partnerships with Amazon and other merchants. In addition, Bango expects that more 
app developers will take advantage of a gradual relaxation of app store rules which allow certain apps to bill independently of the stores, 
using direct payment platforms such as Bango.

Growth in the Bango Payments business is fueled by several factors:

•
•
•
•

Underlying market growth causes an “organic” increase in the end user spend processed.
Existing Bango customers launch additional services that drive more consumer spending through the Bango platform.
Bango adds new payment routes and new payment methods, which help our customers acquire more paying users.
Uniquely, Bango applies data insights that help merchants to acquire more paying users, which drives up the volume of
payments processed.

The power of the bundle:
The drive to acquire more paying users is fueling the growth in the market for digital entertainment and lifestyle services that consumers 
subscribe to as part of a bundled offer. This bundling business brings together leading digital merchants with telcos, utilities and other 
broad-based channels to consumers. Bundled offers incentivize new users to subscribe and reward high value customers for staying with 
their telco or utility provider. The Bango platform has been deployed successfully by several of the world’s largest telcos and retailers 
to scale their bundling business. As competition for new users heats up, digital subscription merchants and their bundling partners in 
telco and other industry verticals need sophisticated technology to manage offer targeting, optimize conversions and collect payments, 
providing a fast-expanding market opportunity for Bango.

Focused targeting boosts returns on ad spend:
The Bango Marketplace business has value across the entire online advertising market. For digital services, app developers alone spend 
an estimated $80B on driving user acquisition (Sensor Tower). Of this, approximately 10% - or $8B – is allocated to data that enables 
sharper targeting of digital ads at specific user segments. By 2024 it is expected that marketing spend from app and streaming media 
players will have risen to at least $120B. Bango expects to deliver revenue growth from Bango Audiences at a higher rate than the overall 
growth in ad spend, as marketers focus increasingly on the direct financial returns from their ad campaigns. This faster growth will come 
from the increasingly common application of payment insights by app developers in their user acquisition campaigns.

To maintain high rates of growth, Bango focuses on:

Increasing the number of Audiences on the Marketplace platform.
Attracting more app developers onto the Marketplace platform to increase usage of Bango Audiences.
Bringing more digital subscription merchants onto the Bango platform.

• Winning more payment relationships which builds EUS at >95% margin and generates Audience data.
•
•
•
• Winning more platform licensing deals with telcos and other bundling partners to generate audience data.
•

Investing in R&D to further develop the technology, plus people and partnerships to market and sell the propositions.

15Testimonials & case studies

Greig Williams
Telco Channel Lead, Microsoft

“Microsoft has partnered with Bango to deliver carrier billed payments for a number of years now. 
Over which time Bango has proven themselves to be agile, secure, and a trusted partner. Following 
our decision to make our Game Pass Ultimate subscription available as a bundled offer through 
Telcos, it was logical to expand our relationship with Bango to resell and we remain very happy with 
the performance. We look forward to increasing access to Game Pass for even more gamers globally 
through future launches with Bango.

Reliable, focused and innovative. Their growth mindset and agility have enabled us to deliver Game 
Pass Ultimate to market quickly and unlock value from Microsoft and our partners.

There is potential to work with other partners where Bango already has integrated solutions, helping 
us to unlock opportunities through growing the total addressable market. And on a worldwide basis, 
Microsoft and Bango have multiple telecom partners to discuss new business with.”

Upland is a metaverse that sits on top of the real 
world, allowing users to buy, sell and trade virtual 
properties that are mapped to actual addresses.

Manta Comics is a webcomic app published by 
RIDI Corporation, South Korea’s leading content 
platform.

Compared  to  their  campaigns  targeted  with 
Facebook - over a 90 day period the campaigns 
targeted  with  Bango  Audiences  achieved:

• 
• 
• 

95% higher return on ad spend
37% lower cost per action
34% lower cost per unique purchaser

“Our  mobile  app  marketing  agency  are 
able to easily apply these custom audiences 
to target our Facebook UA campaigns at 
new high spending payers. We continue to 
expand our use of Bango Audiences to grow 
our global paying user base, they really are 
an  innovation  in  paying  user  acquisition!”

Dirk Lueth, Co-founder, Upland

to 

campaigns 
their  first  party  data, 

targeted 
Compared 
with 
four
week  campaign  using  Bango  Audiences  to 
target  their  TikTok  and  Facebook  campaigns 
the  US  acheived: 
in 
to  paying  users 

this 

• 
• 

13% lower cost per action
30% higher post-install conversion rate

“We were able to go beyond our first party 
purchase  behavior  data  to  reach  a  wider 
audience with a likelihood of paying. After the 
success we’ve experienced, we are increasing our
use  of  Bango  Audiences.  Our  only  regret 
is that we didn’t start using them sooner!”

Eunhyung Noh - Performance Marketing 
Manager at Manta

16Technology & innovation

Platform architecture for global reach for billions of user 
entitlements

In previous years, the Bango Platform was migrated from Bango operated Data 
Centers to the cloud enabling Bango to serve hundreds of millions of users paying 
for products supplied by hundreds of thousands of merchants that deliver through 
app stores. Processing capacity and bandwidth can be scaled up quickly to handle 
peak periods, while ramping down to keep operating costs low – maintaining a 
95%  gross  margin.  Bango  can  now  comfortably  handle  orders  of  magnitude  of 
payment processing growth in the years ahead.

As Bango started to see substantial interest in its Resale and Bundling services, the product architects at Bango wanted to ensure equally 
limitless but low-cost capacity to support growth in coming years. Generally, a payment transaction is processed, and then becomes 
historic data that is infrequently accessed and never changes. An entitlement to a service on the other hand, must be checked whenever 
a user wants to use that service – frequently and with results delivered in an instant – requiring a very different architecture for scale. 

Looking forward, Bango could have 100 platform partners covering over 3 billion users.  Each of these users could select from 20-50 
global and regional online service subscriptions, resulting in potentially one trillion subscription choices which must be verified, declined or 
activated within milliseconds to deliver an exceptional user experience and maintain the levels of service required by the leading brands. 

Progress on this project has been encouraging with many software innovations spinning out of the project, some of which can be deployed 
to meet other scalability challenges in the Audiences or Transactional businesses. Both seasoned long term Bango experts and newer 
domain experts who joined the Bango team during 2021 have contributed their expertise and intellect to engineering these innovations 
into the Bango platform.

In some cases, new capabilities have been added to the Bango API to enable both the use of new features, and real-time monitoring and 
probing of the platform to verify its performance.

Complexity simplified at scale

This level of scale creates complexity for the merchants 
who  need  to  manage  their  products  across  100s  of 
platform  partners  and  for  the  platform  partners  who 
are  creating  offers  with  products  from  hundreds  of 
merchants. 

The automation and dynamic management of product 
SKUs,  marketing  assets  and  bundled  offers  has  been 
an area of focus for Bango and is an ongoing project. 
Making  the  complex  simple  through  automation  and 
machine learning will be critical to both merchants and 
platform providers as the solutions scale.

Ad Platform Integration

Bango  Audiences  are  only  used  by  deploying  them  though  trusted  marketing 
platforms  such  as  Facebook. These  platforms  generally  have  an API  though which 
Audiences can be provided, managed and monitored.

In March 2021, Bango was approached by a large and fast-growing ad platform that 
was developing an API for sharing of custom audiences and asked to help it refine its 
API by joining a Beta test program.  Bango was delighted to be able to work closely 
with a very smart and knowledgeable team, and also to inject some Bango thinking 
into  the  design  of  their  new  API,  which  is  due  to  be  deployed  in  2022.  The  close 
collaboration also stimulated innovations into the use of data in new ways, unlocking 
acceptable access to data that would otherwise be prohibited due to privacy rules. 

17Sustainability and section 172

The  Bango  ESG  focus  is  not  viewed  as  a 
separate exercise to be “completed”; it is a 
core part of the Bango strategy, integrated 
life  and  management 
into  working 
processes. 
integrated 
approach Bango ensures every area of the 
business  delivers  sustainable  benefits  for 
our customers, employees and investors.

Through 

this 

The  four  major  areas  of  focus  for  Bango’s 
sustainability plan are:- 

•    Protecting the environment
•    Employee engagement, diversity  
     and inclusion
•    Data security
•    Governance

Protecting the environment

to  reducing 

is  committed 

Bango 
the 
environmental  impact  of  its  business  and 
encouraging partners and investors to take 
the same initiatives. 

In 2020 Bango became certified as a Carbon 
Neutral business to the PAS 2060 standard. 
The certification was provided by Go Green 
Experts  Ltd,  a  leading    environmental 
consultancy  and  BSI  member.  Bango 
achieved this important milestone ahead of 
many of the largest technology companies.

The scope of the certification was extended 
in 2021 to include Scope 3 emissions which 
includes  purchased  goods  and  services. 
This extension to suppliers was also applied 
retrospectively  to  2020. After  completing  a 
carbon footprint report, developing a robust 
carbon  reduction  plan  and  purchasing 
carbon  credits  to  offset  emissions  for  the 
baseline  period,  Go  Green  Experts  again 
certified that Bango met the standards for 
a  Carbon  Neutral  organization  defined  in  
the PAS 2060 Standard.

system  which  allows  Bango  to  better 
the  carbon 
monitor  and  manage 
footprint from business travel 

These  changes,  implemented  by  Bango 
in  2021,  mean  that  scope  1  and  scope  2 
emissions  have  more  than  halved  from  89 
Tonnes  CO2  to  38  Tonnes  CO2,  driven  in 
particular  by  a  reduction  in  energy  usage 
(Gas  and  Electricity).    Scope  3  emissions 
have reduced from 676 Tonnes CO2 to 619 
Tonnes CO2.

Bango’s  Carbon  intensity  (g  CO2  per  $ 
revenue)  reduced  by  35%  from  49g/$  in 
2020 to 32g/$ in 2021.

Bango  is  also  targeting  a  further  7% 
carbon  intensity  reduction  per  year.  The 
largest  consideration  within  the  carbon 
reduction  plan  is  that  of  the  Bango 
Head  Office.    Bango  is  in  the  process  of 
moving  its  Head  Office  and  is  committed 
to  choosing  energy  efficient  offices  with 
good  waste  management  potential,  which 
will  allow  Bango  to  continue  to  lower  its 
Carbon Footprint. Bango is ensuring green 
credentials  are  a  key  part  of  the  decision-
making process for the office move.  Bango 
will also continue to work with suppliers to 
lower Scope 3 emissions. 

including 

offsetting 

Bango  is  committed  to  ongoing  carbon 
any 
neutrality, 
remaining emissions it is unable to remove 
in  the  year.  In  2022  Bango  is  investing  in 
Direct  Air  Capture  technology  (DAC)  as 
this  is  considered  the  lowest  risk  method 
of carbon removal on the market today. It 
is an expensive solution as the technology 
is  not  yet  scaled,  but  through  investment 
it  is  predicted  that  DAC  technology  will 
scale and become lower cost in the future. 
Specifically,  Bango  has  invested  £2,000  in 
two  tons  of  CO2  removal  from  the  air  for 
permanent  storage  using  underground 
mineralization. The planned location of CO2 
capture and permanent storage is Iceland, 
expected  to  be  delivered  in  2029,  and  is 
managed  by  Climeworks.  In  2022  Bango 
will  use  the  carbon  credits  to  support  the 
offsetting of the remaining carbon footprint. 

supplier  environmental 

During  2021  Bango  has  undertaken  a 
number  of  initiatives  to  lower  its  carbon 
footprint including: -
(1)  A 

survey, 
enabling Bango to support its suppliers 
in lowering their Scope 3 emissions
(2)  An  employee  work  from  home  survey 
which  has  enabled  Bango  to  help 
employees lower their carbon footprint 
while working from home 

(3)  Implementation  of  a  new  expenses 

To  offset  2021  emissions  Bango  has 
purchased  657  tonnes  plus  an  additional 
444  tonnes  of  Carbon  credits  from  the 
World  Land  Trust’s  (WTA)  high  quality 
Carbon  Balanced  Project.    By  choosing  to 
offset  through  the  WTA  Carbon  Balanced 
program, Bango is supporting a biodiversity, 
conservation  and  restoration  project  in 
Guatemala.   Guatemala loses an average 
of  180,000  acres  of  forest  every  year.  This 

rapid  rate  of  deforestation  is  driven  by 
slash-and-burn agriculture, cattle ranching, 
and  monoculture  plantations,  placing 
threatened  and  endemic  species  at  risk 
of  genetic  isolation  while  destroying  well-
established  carbon  sinks.    By  purchasing 
avoidance  credits  in  the  REDD+  project 
‘Caribbean  Guatemala:  The  Conservation 
Coast’,  Bango  is  helping  to  prevent  the 
forests within the scheme suffering a similar 
fate. Managed by WLT partner FUNDAECO, 
the  Conservation  Coast  protects  more 
than 300,000 acres of tropical forests and 
wetlands,  spanning  the  entire  Caribbean 
coastline of Guatemala. These ecosystems 
serve  as  carbon  sinks  and  provide 
environmental  services  like  clean  drinking 
water,  timber,  and  natural  disaster  risk 
reduction  for  the  people  who  live  there. 
As  a  supporter  of  this  project,  Bango  is 
preserving critical habitat for 30 species of 
high  conservation  value,  including  Jaguar, 
Baird’s  Tapir  and  West  Indian  Manatee. 
Around  500  species  of  bird  have  been 
recorded  in  the  project  area.    Improving 
access  to  healthcare  and  education  for 
women and girls is a key focus, particularly 
among 
Using 
project  funds,  FUNDAECO  is  working  to 
develop  sustainable  agroforestry  systems, 
sustainable  livelihoods  for  farmers  and 
fishermen, and an ecotourism program that 
will employ members of local communities. 

indigenous 

groups. 

The  Conservation  Coast  is  certified  to  the 
combined Verified  Carbon  Standard  (VCS) 
and  Climate,  Community  and  Biodiversity 
Standards (CCBS).

To  reduce  waste,  Bango 
has  introduced  paperless 
systems. 
Bango 
All 
employees  are  provided 
with reusable, personalized 
and  Bango  branded  hot 
and cold drinks bottles and 
coffee  cups,  eliminating 
the demand for disposable 
vessels.

During 2021, Bango made a further drive to 
encourage investors to switch to paperless 
communications.  Bango  already  provides 
the majority of shareholders with electronic 
communications  – 
including  statutory 
notices  –  and  with  digital  reports,  such 
as  this  Annual  Report.  This  initiative  has 
resulted in reducing the number of printed 
copies  to  about  a  third  with  only  6%  of 
existing investors demanding a paper copy 
(vs  15%  last  year). This  year  we  are  again 
encouraging  everyone  who  receives  a 
paper copy to donate £6 to Trees for Cities 
to plant a tree. Bango will match donations 

18 
 
 
 
 
planting  a  tree  for  each  paper  copy  of 
the annual report we send out. To donate 
please  visit:  https://www.treesforcities.org/
get-involved/donate

Bango  adopted  an  electric  car  scheme 
in  the  UK  so  that  employees  can  secure 
competitive  financing  to  replace  vehicles 
using  carbon-based  fuels  with  electric 
vehicles.  4%  of  employees  joined  the 
scheme  in  2021. This  operates  alongside  a 
longstanding initiative to encourage bicycle 
and e-Bike usage.

Employee  engagement,  diversity 
and inclusion

Bango is a special place to work. The THRIVE 
(Transparent,  Happy,  Reliable, 
values 
Innovative,  Victorious  and  Expressive)  set 
high  standards  for  everyone  at  Bango  to 
hold  themselves  to.  Each  year  employee 
engagement  is  measured  against  each  of 
the THRIVE values. In 2021 Bango recorded 
its highest engagement score with an overall 
score  of  82%.  The  process  is  administered 
by  Unicus;  a  highly  respected  leadership 
development organization which works with 
some of the UK’s leading companies.

Commenting on employee engagement at 
Bango, Ian Palfreyman, Unicus CEO, said: 

“Bango did it again in 2021. After a record 
increase  in  2020  to  78%  the  employee 
engagement score grew even higher in 2021 
increasing to 82%. Such a strong score is 
evidence of the commitment the leadership 
team gives to ensure Bango is the place 
people want to work. Bango’s continuous 
effort  to  improve  its  culture,  workplace 
and expand the opportunities it provides 
its team makes it a leader in employee 
engagement, outperforming the entire tech 
sector where the median score is 74%. Key 
to Bango’s success is the embodiment of 
its THRIVE values into every aspect of the 
business. The entire company should take 
great pride in Bango’s 2021 score”.

Even such a high score provides opportunity 
for improvement. Actions coming out of the 
Engagement  Survey  are  closely  monitored 
by  the  Leadership  Team,  and  the  Bango 
Board is presented with a detailed update 
twice a year on engagement measurement 
and actions with selected actions and KPIs 
reported each quarter.  

Bango  is  a  highly  enjoyable  business  to 
work  for  and  attracts  talent  in  all  areas. 
Bango  is  equally  proud  of  the  long-term 

commitment  many  employees  make  to 
the  business.  In  2020,  Bango  introduced 
employee long service awards to recognize 
people who have dedicated many years to 
the success of Bango. At the end of 2021 a 
total of 25 x “5 year”, 1 x “10 year”, 4 x “15 
year”  and  2  x  “20 year”  awards  had  been 
made, with each employee presented with 
a special edition Bango hoodie.

Happy

In  2021  we  returned  to  the  Bango  office. 
After a long period of 100% remote working 
the  excitement  about  being  able  to  work 
and meet in person was clear. Bango has 
always endorsed a flexible working culture 
and this has allowed the smooth migration 
to hybrid working. In line with our Expressive 
value, the choice of when and how often to 
return to the office was left to the individuals 
who  considered  both  their  own  situation 
and the productivity of the broader team in 
determining the optimal schedule.

In October 2021 Bango Global week made 
a  long-awaited  return.  This  saw  the  entire 
Bango team meet for a week of knowledge 
sharing,  planning  and  fun.  It was  great  to 
welcome  the  global  team  to  Cambridge 
some  of  whom  were  visiting  for  the  first 
time.  The  week  concluded  with  a  Great 
Gatsby themed celebration. 

experiencing  mental  ill  health  or  distress. 
This  support  can vary  from  having  a  non-
judgmental  conversation  with  a  colleague, 
through  to  guiding  them  towards  the 
right support. A total of 8 employees have 
received  training  and  qualified  to  become 
accredited Mental Health First Aiders.

Giving back

Bango recognizes that the local community 
is  a  key  part  of  the  infrastructure  that 
enables us to succeed. Bango supports the 
communities  in  which  we  work  through  a 
variety  of  means.  Rather  than  select  one 
charity,  Bango  supports  employees  to 
raise  money  for  a  range  of  charities  that 
are  important  to  them,  matching  personal 
donations raised.

“Towards the end of 2021, myself and a 
group of friends decided to organize a 
sponsored walk to raise money for Mind 
charity. Knowing that Bango would match 
donations was a great incentive for us to 
raise  as  much  money  as  possible  and 
a huge bump to the overall amount we 
raised. It is a great company benefit that I 
know is very popular with others and one I 
will make the most of again in the future!”
Dale  Lawrence,  Senior  Client  Solutions 
Manager

In 2021 Bango committed to encouraging its 
people to do more work with the charities 
of their choice and set a target of increasing 
the  number  of  matched  events  by  5x,  a 
target  that  was  exceeded  resulting  in  17 
charitable causes being funded.

Wellbeing

Bango  employees  dedicate  a  significant 
proportion  of  their  time  to  Bango,  which 
means people need to be able to take care 
of their health and wellbeing – mental and 
physical – when working.

In 2021 Bango introduced the role of Mental 
Health First Aiders across the business. Mental 
Health  First  Aiders  are  available  to  provide 
support  to  employees  and  to  help  reduce 
the stigma around mental health issues.  The 
role  of  the  Mental  Health  First  Aider  is  to 
support employees in the workplace who are 

19In  2021  Bango  also  supported  the  Cows 
about  Cambridge  charity  auction.  The 
auction  saw  almost  300  in-person  and 
online bidders compete to purchase one of 
45  udderly  unique  lots.  Bango  purchased 
two sculptures.

‘Penny’  by  Artist  Alix  Carter  used  copper 
and  silver  coins,  to  recreate  the  markings 
of a Friesian cow, overlapping each coin to 
create a textural finish. This represents our 
vision  to  be  being  the  technology  behind 
every payment choice. 

‘Strength  in  Numbers’  by  Emily  Pettitt  was 
inspired  by  the  artist’s  sister  who  works 
in  Cambridge  within  the  mental  health 
sector.  The  creative  subject  encourages 
communication and laughter in an uplifting 
design. This piece is designed to be inclusive 
and  approachable  to  all  and  perfectly 
represents the Bango THRIVE values.

Learning and development 

Bango  designs  development  paths 
to 
support individuals through a combination 
of  digital-learning  formats  and  in-person 
sessions. While leadership and development 
in  the  classroom  still  has  immense  value, 
COVID  19  has  pushed  Bango  to  find  new 
creative  ways  of  learning  away  from  in 
person  settings.  In  addition  to  third  party 
online training, Bango has emphasized the 
importance of hands-on in-house training. 

in  Bango 

Everyone 
personal 
development  plans  that  form  a  part  of 
the annual review process. In line with our 

has 

THRIVE  values  everyone  is  encouraged  to 
take  ownership  of  their  development  plan 
and each development plan is individually 
created  recognizing  that  there  is  no  one 
size fits all solution.

The  Bango  Buddy  scheme  gives  new 
employees that “go to” person that will help 
them get up to speed quickly, find anything 
they want to know and get the most from 
their life at Bango.

Diversity and inclusion 

Expressive  -  We  value  difference,  and  we 
value  choice  as  part  of  our  day-to-day 
working. We embrace difference and focus 
on talent that everyone at Bango possesses.

With  Expressive  as  a  core  THRIVE  value, 
diversity is at the heart of the Bango culture.  
Bango  believes  that  equality,  diversity, 
and  inclusion  are  three  vital  ingredients 
for  a  thriving, vibrant  company. All  Bango 
employees are encouraged to spend a few 
days  visiting  and  working  from  regional 
offices  if  they  can,  to  better  understand 
the  workplace  and  social  cultures  of  the 
countries from which we operate.

With  people  from  18  different  countries 
and  one  third  of  managers  and  leaders 
identifying  as  non-male,  Bango  benefits 
from  different  backgrounds,  perspectives, 
and  talents.  Bango  is  a  global  company 
whose  technology  benefits  hundreds  of 
millions  of  people  around  the  world,  and 
we want  to  reflect  that  in  the  make-up  of 
our workforce, partners and stakeholders.

In 2021 Bango contributed technology and 
sponsorship to “Project Celena”, an initiative 
the  creation,  marketing, 
to  accelerate 
discovery,  and  monetization  of  innovative 
new forms of content especially from people 
of color. As part of this Bango is providing:

•  Access  to  the  Bango  Platform  by 
allowing  Project  Celena 
to  offer 
pay-per-play  business  models  using 
patented blockchain technology

•  Access by mobile operators, telcos, and 
other Bango partners to Project Celena 
to use artificial intelligence / machine 
learning-driven discovery of innovative 
new  content  and  creativity  that  will 
delight their consumers

•  Early  access  to  new  Bango  Platform 
capabilities  that  will  accelerate  the 
growth  of  NFT  ownership  by  reducing 
barriers to the use of crypto-currencies 
and smart-contracts

•  Expertise and resources to expedite the 

growth and scale of Project Celena
•  Funding  and  expertise  to  support  the 
Ups N Downs Entertainment Internship 
Program  and  student  positions  at 
Atlanta  Technical  College,  Georgia 
USA

•  Data  science  expertise 

the 
Bango  Audiences  team  to  identify 
opportunities in urban music

from 

“We are delighted to welcome Bango as a 
founding partner in Project Celena and to 
be able to gain access to the power of the 
Bango Platform and its ecosystem to benefit 
those  who  would  otherwise  be  unable 
to share their innovation and creativity. 
Bango’s commitment to broadening access 
to all forms of content through innovative 
payment methods that reach everybody 
is a perfect fit for our creators. We are 
also excited by the opportunity to work 
with leading brands that use the Bango 
Platform to offer content and services to 
their users and who support our diversity, 
equity, and inclusion goals.”
Mario  Shirley  –  CEO  Ups  N  Downs 
Entertainment  and 
founder  of  Project 
Celena

“Ups N Downs Entertainment and Bango 
are funding a Program at the renowned 
Arlane Robinson Student Success Center 
of Atlanta Technical College. In addition 
to supporting conventional education, this 
program will expose students to the day-to-
day workings of an innovative technology 
and media business, and also provide an 
on-ramp to future careers with creators, 
within Project Celena or potentially with 
Bango.”
Christy  R.  Robinson,  Foundation  Board 
Member, Atlanta Technical College

Data security

Data  security 
the  Bango 
is  core 
Platform  and  services,  and  a  key  element 
underpinning  the  trust  our  partners  and 
customers place in us. 

to 

In 2021 Bango was certified to the ISO27001 
standard. The security strategy is informed 
by  other  standards  and  best  practice 
guidance  where  appropriate 
including 
ISO27002, ISO29147, Cloud Controls Matrix 
(CCM),  OWASP  and  Centre  for  Internet 
Security (CIS) benchmarks.  

Bango  applies  appropriate  data  labeling, 
encryption  and  segregation  to  all  app 
store, operator and other third-party data. 
All  confidential  data  (Bango  secret  data) 
is  stored  encrypted  and  is  only  accessible 

20security 

appropriate 

with 
granted 
permissions governed through strict Bango 
access control using role based access multi 
factor  authentication.  The  Bango  Platform 
Operations Center ensures the integrity and 
security of encryption keys with role-based 
access control and privileges are verified at 
least annually. 

Bango  employs  network  protection  as 
required  by  each  partner  and  all  data  in 
transit is encrypted. Bango never stores or 
transports  data  on  portable  media.  Core 
platform data and all associated payment 
and  transactional  data  relating  to  app 
stores,  operators  and  other  third  parties  is 
never available outside of Bango platforms. 
It is never copied to staff hardware, such as 
laptops, tablets or smartphones.  

third-party 
Bango  commissions 
penetration 
routine 
vulnerability  testing.    All  generated  alerts 
are categorized based on business risk and 

regular 
alongside 

tests 

more detailed reports are produced which 
report  on  a  number  of  KPIs  across  the 
business.  These  reports  clearly  document 
the actions being taken to improve and are 
visible not only to the Board but across the 
entire company. How the Board uses this 
data  and  the  structure  around  corporate 
governance is described in the Corporate 
Governance  Report  on  pages  36-40  and 
in the Section 172 statement overleaf.

dealt with by our 24 x 7 operations team.

Regular  security  training  and  awareness 
sessions  are  delivered  by 
the  Bango 
security  team.  In  2021  this  was  enhanced 
with  the  introduction  of  the  Knowbe4 
learning platform which provides and tracks 
additional security training.

The  issue  of  security  is  an  important  topic 
for the Board and is central to the effective 
management  and  mitigation  of  risk.  It 
is  reported  on  monthly  in  management 
packs  and  scrutinized  regularly  at  Board 
meetings,  and  outside  of  the  board  room 
as necessary. 

Governance

Measurement  and  reporting  are  key  to 
continuous  improvement.  In  each  of  the 
areas  described  above  regular  measures 
and  reports  are  provided  to  the  Board  in 
monthly management packs. Each quarter 

21Section 172

Decisions  of  the  Board  take  into  account  not  just  short-term,  but 
also  medium-and  long-term  consequences,  which  are  carefully 
considered and balanced, having regard to the various needs and 
priorities of Bango, our customers, partners, employees and other 
stakeholders.

The Board adopts and reports to the QCA Corporate Governance 
Code  to  further  support  these  principles,  with  more  detail  of  the 
steps  Bango  has  taken  set  out  in  the  QCA  website  disclosures 
against Principles 3 and 9 to the Code, which can be found on the 
Bango website at https://bangoinvestor.com/aim-rule-26/. 

Bango  works  with  the  global  leaders  of  the  technology  and 
telecoms industries. Accordingly, the highest standards of business 
are  demanded.  Bango  works  with  these  global  leaders,  at  the 
forefront  of  business,  industry  and  technological  innovation,  to 
ensure  these  standards  are  constantly  challenged  and  improved. 
The  competing  needs  of  the  various  stakeholders  of  Bango  are 
monitored and reviewed at management and Board level. Where 
conflicting needs arise, advice is sought from the wider Board and, 

as necessary, from Bango advisors. Through the careful balancing 
of  stakeholder  needs,  Bango  seeks  to  promote  success  for  the 
long-term benefit of shareholders.

Examples of how Section 172 factors have been considered by the 
Board in 2021 include:

• Decision  to  increase  investment  in  both  research  and
development  as  well  as  sales  and  marketing  to  accelerate
the growth in Bango Audiences and in the platform licensing
business. This decision maximizes the mid-and long-term return
for shareholders, provides more development opportunities for
employees and improves the customer proposition.

• Extension  of  environmental  monitoring  to  include  scope  3
emissions means we are working with key suppliers to reduce
their environmental footprints while further reducing our own.
The  board  remains  committed  to  maintaining  our  carbon
neutrality.

• Appointment of new Non-Executive Directors to the board to
broaden the skillset and provide more international experience.

The key stakeholder groups considered by the Board in key decisions are:-

Customers
Bango customers and partners are diverse. Large global merchants integrate with the Bango Platform to reach new customers, 
and  payment  providers  integrate  to  offer  a  broader  range  of  services  to  their  customers.  Bango Audiences  offer  the  marketing 
teams  in  companies,  large  and  small,  the  ability  to  target  their  marketing  campaigns  based  on  purchase  behavior  to  gain  a 
higher  return  on  investment.  In  all  cases  Bango’s  focus  is  to  help  its  customers  grow,  which  inevitably  means  Bango  grows.

Communication: 

• Support tickets provide an audited track of all customer communications for both outbound and inbound support requests.
• Monthly/quarterly business reviews are held with all major customers.
• The Bango Dashboard provides a real-time view into the Bango Platform.
• Bango Boost provides quarterly reports to payment providers and merchants with actions and results to further increase

EUS over the route.

• For Bango Audiences, monthly data supply revenue reports are provided to all data suppliers.
• Newsletters and social media provide a regular mechanism for updating customers on the latest developments in Bango.

Measures:

• The ultimate measure is the end user spend per connection. Good growth across all major merchants in 2021 saw this rise to

$4.1B.

• Support, performance and customer satisfaction key performance indicators (KPIs) are reported quarterly to the Board.
• Customer performance dashboards are received quarterly from some customers with issues and improvement actions reported

to and tracked by the Board.

Employees
People  are  the  heart  of  Bango  and  are  critical  to  its  success. The  Bango THRIVE  values  spell  out  the  high  standards  we  hold 
ourselves to that make Bango such a special place to work. A companywide share option scheme means that all employees feel 
connected to, and benefit from, the growth of the company.

Communication: 

• Monthly all-staff meetings provide a regular engagement point to discuss the progress across Bango. With a staggered return
to the office these are now hybrid physical/virtual meetings. All-staff meetings remain a key forum for new starters to meet the
wider team and for people to raise questions.

• All staff receive the monthly management pack that the Board receives. This is publicized internally and people are encouraged

to read and raise questions from the report.

• Feedback forums in tools such as Slack provide a more informal but rapid means of communication.

Measures:

• Bango conducts an annual engagement survey. For more details see the Sustainability section.
• Staff retention and churn measures are tracked with all leavers and starters reported to the Board.

22Shareholders: 
Bango shareholders play an important role in monitoring the performance of the company.

Communication: 

• In 2021 the Bango investor website (www.bangoinvestor.com) was completely refreshed to provide easier access to the latest
company information. Additional materials and videos were added, and information was re-organized to make it easier for
investors to find.

• Bango hosted an investor strategy day in October 2021 to update new and existing investors on the Bango strategy and outlook.
The event was well attended with >65 guests attending in-person. The content presented during the strategy day is available to
view at https://bangoinvestor.com/bango-strategy-day-2021/

• Regular RNS announcements and social media communications are used to communicate the latest developments.
• Results videos have been used to support investor communication during lockdown and the AGM in May 2021 moved online.
• Bango uses Investor Meet Company to set up results briefings and introductory sessions for private shareholders.
• Regular blogs provide time relevant commentary on industry events and trends.
• Large shareholders are regularly consulted on topics from governance to board composition.
• investors@bango.com provides a simple way for all shareholders to raise questions to management.

Measures

• The number of unique visitors to the Bango investor website doubled in 2021.
• All resolutions put to shareholders at the AGM in May 2021 were passed.

Suppliers
Key suppliers to Bango have executive sponsors to ensure a close partnership exists in preference to a transactional 
customer<->supplier relationship. 

Communication: 

• Regular business reviews are held with strategic suppliers.
• Clear escalation channels are in place for all suppliers to ensure rapid resolution of any challenges.
• Bango engages with all major suppliers to measure and reduce their carbon emissions.

Measures

• Key actions and issues from supplier reviews are reported to the Board in the monthly management reports.
• Regular security and process audits are carried out on critical suppliers when deemed necessary. Major non compliances are

reported to the Board.

Community and environment
Bango is committed to making a positive contribution to the communities within which we operate, including supporting the local 
community, reducing our environmental impact and creating employment opportunities.

Communication: 

• Bango is an active member in Cambridge Network (https://www.cambridgenetwork.co.uk/) this provides excellent opportunities

for sharing of information and best practice in the Cambridge area.

• Bango  employees  up  to  board  level  maintain  links  with  Cambridge  University  and  the  Cambridge  University  Computer

Laboratory.

• Charities benefit from fundraising as employees select their own charity to raise money for, and Bango matches all funds raised.
• Bango engaged with suppliers in 2021 to help measure and reduce the carbon emissions from our larger suppliers.

Measures

• In 2021 Bango was again certified as Carbon neutral but with the scope extended to cover key suppliers.
• Matched fundraising is measured and reported to the board. Bango exceeded the target for the number and value of matched

donations set in 2021.

23CFO statement

Another  year  exceeding  growth  expectations 
saw  Bango  deliver  a  sales  increase  of  31.5% 
and  increased  adjusted  EBITDA*  with  strong 
investment  to  fuel  the  future  growth  of  the 
business. 

this 

year 

revenues 

Bango business model
from  several 
Bango  generated 
streams 
covering  payments 
(transactional  &  data  monetization  through 
Bango  Audiences’ 
behavior 
targeting)  and  non-transactional  payments 
(encompassing  platform 
fees  & 
integration and subscription bundling). 

purchase 

licensing 

Change in Presentation Currency
Bango  changed  its  presentation  currency  for 
the year ended 31 December 2021 to US Dollars 
from Pounds Sterling given that an increasing 
proportion  of  revenue  comes  from  a  global 
customer  base  including  the  fast-growing 
platform  business  in  the  United  States  and 
in  other  countries  with  USD  linked  revenues. 
Bango  further  believes  that  this  change  in 
presentation currency change will give investors 
and  other  stakeholders,  current  and  future,  a 
clearer understanding of Bango’s performance 
over time. 

End User Spend (EUS)
EUS,  although  less  correlated  than  ever  with 
our revenue due to the growth of new revenue 
streams,  continues  to  be  an  important  Key 
Performance  Indicator  for  the  business.  The 
calculation  encompasses  the  total  value  of 
transactions processed by the Bango Platform 
(excluding  taxes)  together  with  a  calculation 
of  the  spend  from  non-payment  transactions 
which  gives  the  pool  of  data  available  to 
Bango  for  data  monetization.  During  the 
year, EUS grew by 73.6% to $4.1B (2020: $2.4B) 
reflecting  the  increased  insights  available  for 
Purchase Behavior Targeting.

Revenue and Costs of Sale
Total  revenue  from  continuing  operations 
increased  31.5%  to  $20.70M  (2020:  $15.74M). 
into 
Bango  currently  breaks 
transactional  &  data  monetization  and  non-
transactional 
(encompassing 
payments 
platform  &  technology,  licensing  of  software 
and integration). 

this  down 

earns 

Bango 
from  payment 
revenue 
transactions processed by the Bango Platform, 
from platform and software licenses and from 
the data insights sold as Bango Audiences in 
Marketplace. Revenue, such as integration fees, 
is  recognized  on  completion  of  contractual 

milestones  and  after  consideration  of 
the  requirements  of  IFRS  15  (Revenue 
from  Contracts  with  Customers).  Further 
consideration  was  also  given  to  the 
separation  between  the  integration  fees 
and  the  following  license  fees,  where  it 
was  judged,  based  on  the  contractual 
agreements, 
individual  orders  and 
discussions  between  customers  and 
Bango,  that  these  were  two  distinct 
revenue events. 

Gross profit margins of 94.1% (2020: 97.2%) 
reflect  the  increased  revenue  from  the 
Bango  Audiences  business  which  has  a 
higher  cost  of  sales  due  to  the  sharing 
of  revenue  back  with  the  data  provider 
and  increased  costs  from  partnership 
connections.

Operating expenditure of 
continuing operations
As  part  of  a  planned  strategy  of 
re-investment 
to  drive  growth  and 
strengthen  the  Bango  platform,  Bango’s 
administrative  expenses 
to 
$18.9M,  (2020:  $13.7M)  as  the  business 
in  Research  & 
continued 
Development  and  Sales  &  Marketing 
in  particular.  The  continued  impact  of 
COVID-19 during the year maintained the 
reduced  costs  of  travel  that  were  seen 
in the prior period. Employees started to 
return to the office in July 2021.

increased 

invest 

to 

Bango’s  Adjusted  EBITDA*  for  the  year 
was  $6.18M,  (2020:  $5.99M).  This  reflects 

M
$
/
e
u
n
e
v
e
R

 22

 20

 18

 16

 14

 12

 10

 8

 6

 4

 2

 -

the  on-going  benefit  from  increased 
revenue  with  strong  operational  gearing 
allowing Bango to increase its investment 
for future growth, but still achieve a 29.8% 
Adjusted EBITDA* margin.

The  share-based  payment  charge  was 
$1.55M  (2020:  $1.06M)  calculated  using 
the  Black-Scholes  model.  The  share-
based  payments  relate  to  the  Bango 
share  option  program  that  enables  all 
Bango employees to share in the growth 
in  value  of  Bango.  The  increase  reflects 
an  increase  in  employees  generally  and 
in those receiving the benefit of the share 
option  program.  It  is  a  vital  recruitment 
and  retention  tool  in  an  increasingly 
competitive employment market.   

Amortization  and  depreciation  for  2021 
was $4.09M (2020: $3.35M) including the 
charges  arising  from  the  deployment  of 
R&D projects capitalized in prior years. 

Financial results and earnings per 
share  
The total profit after tax of $0.44M (2020: 
$5.93M) includes Bango’s share of net loss 
from  the  NewDeep  associate  of  $2.08M 
(2020:  loss  £0.68M)  and  R&D  tax  credits 
from Bango investment in driving forward 
its  technology  together  with  the  release 
of a deferred tax liability, together $1.92M 
(2020:  $0.53M).  Excluding  the  NewDeep 
associate  loss,  the  core  Bango  business 
generated  a  profit  after  tax  of  $2.52M 
(2020: $1.63M) for the period.

 4,500

 4,000

 3,500

 3,000

 2,500

 2,000

M
$
/
S
U
E

 1,500

 1,000

 500

 -

2015

2016

2017

2018

2019

2020

2021

Revenue

EUS

24Basic  earnings  per  share  from  continuing 
and discontinued operations was 0.58 cents 
(2020:  8.09  cents)  whilst  diluted  earnings 
per share from continuing and discontinued 
operations was 0.57 cents (2020: 7.97 cents). 

Considering only continuing operations the 
basic  earnings  per  share  was  0.58  cents 
(2020: 1.40 cents) and diluted earnings per 
share was 0.57 cents (2020: 1.37 cents).

Statement of financial position
Net  assets  at  31  December  2021  increased 
to  $36.81M  (31  December  2020:  $32.92M) 
driven  by  the  continued  investment  in 
intangible assets that form the core of the 
business and the associated R&D tax credit 
benefit from this. Receivables and payables 
both increased as a result of timing issues 
pushing revenues and costs towards the end 
of the year with receivables increasing from 
some large sales that were converted in the 
last  quarter  and  payables  reflecting  the 
increased  administration  costs.  A  deferred 
tax  liability  of  $1.25M was  also  reversed  in 
the  year.  The  change  in  working  capital 
also benefitted from good cash generation. 

Cash 
Cash  balance,  including  cash  equivalents 
and  cash  held  in  short-term  investments, 
at  31  December  2021  increased  by  $1.69M 
to $9.65M (2020: $7.96M) assisted by strong 
sales and proceeds of warrants and share 
options  exercised.  At  the  end  of  the  year, 
Bango  entered 
into  some  short-term 
forward  contracts  against  a  proportion  of 
incoming currency to reduce volatility from 
foreign exchange variations. The figure for 
cash represents solely Bango cash holdings 
and  does  not  contain  cash  in  transit  for 
Bango  customers.  There  are  no  bank 
borrowings.

Intangible assets
Intangible assets net book value of $18.65M 
(2020:  $16.49M)  include  goodwill  as  well 
as  internally  developed  capitalized  R&D. 
Bango  also  acquired  intangibles  for  the 
benefit of its Audiences business during the 
year which will be amortized over 5 years. 
Intangible asset costs relating to capitalized 
internal  R&D  increased  to  $23.55M  from 
$18.66M  in  2020,  reflecting  the  continued 
drive to innovate for future growth. The net 
value  of  internally  developed  capitalized 
R&D also increased from $8.98M to $9.84M 
at the end of 2021. Internally generated R&D 
is amortized over 5 to 7 years, commencing 
upon deployment, with projects assessed in 
relation to their individual cash generation 
ability.

Liabilities
Total borrowings at 31 December 2021 were 
$0.11M (2020: $0.20M) consisting of Right of 
Use lease liabilities.

Going concern
The  combination  of  growing  cash,  strong 
operating  cash  flow  and  revenue  growth 
supports  the  Directors  view  that  Bango 
has  sufficient  funds  available  to  meet  its 
foreseeable  working  capital  requirements. 
These  requirements  support  the  planned 
investments  to  grow  marketing  and  sales, 
and to develop new products.  

The  Directors  have  taken  into  account  the 
wider  macro-economic  effects,  including 
foreign  exchange  and 
rate 
fluctuations,  and  have  concluded  that  the 
going concern basis remains appropriate.

interest 

Matt Garner
Chief Financial Officer

*Adjusted  EBITDA  is  earnings  before  interest,
tax, depreciation, amortization and share based
payment charge

25Principal risks & uncertainties

Bango  understands 
that  an  effective 
approach to risk management is essential to 
ensure its continued growth and to meet the 
objectives of the business. Bango therefore 
adopts  a 
the 
identification  and  assessment  of  potential 
risk  and  the  means  to  mitigate  these  risks 
through  active  preventative  management.

thorough  approach 

to 

Financial risk management 
objectives and policies

Risks and uncertainties are scrutinized and 
monitored  by  the  Board  on  a  continuing 
basis.  It  is  supported  in  this  task  by  the 
internal  controls, 
Bango  finance 
team 
and  counsel 
legal 
function  together  with  the  use  of  external 
solicitors,  auditors  and  insurance  brokers.

internal 

from 

its 

Financial  risk  management  and  policies 
are  reviewed  regularly,  with  the  CFO, 
People  Team  and  Company  Secretary 
undertaking an annual review of risks and 
uncertainties with Bango’s insurance brokers 
insurance  renewal  process.
during 

the 

The monthly Board meetings are the main 
forum for the discussion of risk by the Bango 
Board.  Management  reports,  delivered  to 
the Board in advance of each meeting, form 
the basis, reviewing issues of risk and, where 
appropriate, relevant expert reports are also 
presented to the Board. Where risk concerns 
arise,  the  Board  is  kept  informed  by  the 
Executive  Directors  or  Company  Secretary.

Bango  has  a  formal  risk  management 
policy  and 
register  which  are 
actively  maintained  and  available  to  any 
Bango  employee  to  report  on  or  review.

risk 

The  Bango  Board  and  key  management 
personnel  regularly  review  known  and 
potential  risks  and  assess  the  processes 
and  controls  that  have  been  put  in  place 
implementation 
to  mitigate 
is  delegated  by 
of  risk  management 
the  Board 
leadership 
team  and  key  management  personnel.

the  Bango 

them.  The 

to 

of the Bango business and the status of its 
customers – built on long term relationships 
with telcos and global merchants - Bango 
does  not  have  significant  issues  with  bad 
debt  and  therefore  the  impact  on  liquidity 
is low. The Board reviews cash reports every 
month to ensure that there is sufficient cash 
to  continue  to  invest  in  the  platform  and 
future  developments  to  meet  the  needs 
of  current  and  future  Bango  customers.

to  currency  fluctuations.  See  note  23  for 
further  information.  Regular  reviews  of  the 
impact  of  dramatic  currency  swings  are 
undertaken to plan against any significant 
risks to Bango if these were to happen. As 
a result of increasing revenue flows coming 
from  the  United  States  (‘US’)  in  US  dollars, 
the  Group  entered  into  forward  exchange 
contracts with a maturity of less than a year 
to  partly  protect  against  future  volatilities.  
No  other  such  financial  instruments  have 
been used in the year for trading purposes.

Business interruption due to 
technology failure

Security risk

Bango has customers across all continents. 
These  customers  expect  24/7  access 
to  Bango  customer  operations  and  for 
service level agreements (SLAs) to be met. 
Bango  makes  significant  and  carefully 
considered  investment  in  technology  to 
ensure  maximum  uptime,  resilience  and 
robustness  of  services 
including  new 
investment  in  cloud-based  infrastructure.

Software licensing

Bango  use  3rd  party  software 
tools 
and  systems  from  a  variety  of  suppliers 
which  are  normally  restricted  in  use  with 
user,  capacity  or  enterprise  software 
licenses.  Controls  for  the  introduction  of 
new  software  along  with  procedures  for 
granting  users  access  ensures  Bango 
remains  within  the  licensing  conditions.

Employee retention

Bango depends on its ability to recruit and 
retain  people  with  the  right  experience 
and skills. Bango puts significant effort into 
providing an excellent working environment 
and  benefits  (see  Sustainability  section), 
including  a  highly  attractive  share  option 
scheme available to all employees (note 7).

Bango  undertakes  an  annual  external 
security  risk  assessment  covering  sensitive 
assets, 
the  protection  of  assets,  and 
consequences  for  the  loss  or  compromise 
of  data  and  has  recently  gained  ISO27001 
accreditation.  The  review  also  considers 
breaches  of  legislation  and  regulation, 
and 
register. 
the  Bango 
The  cyber  essentials  framework  is  used, 
with 
from 
major  partners.  Recommendations  are 
brought  to  the  attention  of  the  Board, 
prioritized  and  actioned.  Further  detail 
can  be  found  in  the  Sustainability  section.

requirements 

additional 

reviews 

risk 

Data risk

Bango  processes  data  belonging 
to 
customers  and  individuals  as  part  of  its 
business. There is a risk that such data could 
become  public  if  there  were  a  failure  of 
systems or security. Bango has implemented 
policies,  systems  and  procedures  which 
address  privacy  risks  in  accordance  with 
widely  adopted  industry  practices.  The 
extensive  testing  of  Bango  systems  by 
our  major  partners  as  part  of  ongoing 
supplier  monitoring,  gives  assurance 
that  this  risk  is  appropriately  mitigated. 
A  data  breach  register  is  maintained 
and  kept  up  to  date.  Further  detail  can 
be  found  in  the  Sustainability  section.

Currency risk

Technology risk

Bango  has 
following 
identified 
financial  and  operational  risks  to  which  it 
is  exposed  through  its  business  activities.

the 

Liquidity risk and going concern

Bango ensures sufficient liquidity is available 
to meet foreseeable needs and invests excess 
cash assets safely and profitably. See note 
22 for further information. Due to the nature 

Some  of  the  Bango  revenue  streams  and 
assets of some of Bango’s subsidiaries are 
transacted or held in currencies other than 
sterling.  This  results  in  potential  currency 
risk,  partly  mitigated  by  sales  and  costs  in 
the  same  country  being  offset  and  by  a 
natural  hedge  from  conducting  business 
in so many different currencies. As the cost 
of sales is extremely low there is no risk to 
the  profitability  level  of  any  contract  due 

Bango  is  dependent  on  its  technology 
keeping pace with developments in internet, 
marketing  and  payment  technology.  It 
manages this risk with a continued investment 
in  Research  and  Development 
(R&D), 
combined  with  regular  technology  reviews 
with trading partners and sector specialists 
that  market  developments 
to  ensure 
managed.
are 

understood 

and 

26 
Diversity of customers

is  based  on  a 
The  Bango  strategy 
diversity  of  customers  which  use 
the 
Bango  Platform  because  it  can  do  things 
that  no  one  customer  can  do  themselves.
Extreme  dominance  of  the  market  by  one 
merchant or mobile operator could reduce 
the  value  of  Bango  but,  at  latest  review, 
there  are  still  a  wide  range  of  significant 
players  in  both  fields.  Bango  has  secured 
deals  with  leading  stores  and  expects 
diversity  of  customers  and  operators  to 
continue  and  increase  over  time.  Even 
the  largest  internet  companies  do  not 
monopolize  the  global  commerce  market.
Bango  Marketplace 
further  diversifies 
the  customer  base  with  app  developers 
joining 
the  payment  providers  and 
global  merchants  inside  the  Bango  circle.

Sanctions  on  certain  companies  and 
citizens  linked  to  the  Russian  Federation 
are  not  expected  to  have  any  significant 
impact  on  Bango 
trading.  Bango 
undertakes a small amount of development 
business 
work 
continuity  plans  have  been  triggered  to 
impact. 
mitigate  against  any  business 

in  Ukraine,  where 

Covid-19

return 

While  there  is  uncertainty  about  when 
countries  will 
to  pre-pandemic 
“business as usual” following Covid 19, many 
countries are beginning to exit tight controls 
and  undertaking  pre-pandemic  activities 
albeit  with  certain  changes.  No  negative 
impacts to the Bango business have been 
identified so far as a result of the pandemic 
– indeed Bango has seen an acceleration
in  uptake  for  digital  payment  processing
which is continuing as the pandemic eases.

EU related uncertainty

Bango  continues  to  monitor  the  benefits 
and  drawbacks  of  having  exited  the  EU 
and  any  new  trade  deals.  To  date,  the 
business  has  not  experienced  significant 
effects. 
adverse 
or 
Ukraine
Developments 

unmanageable 
to 
relating 

Paul Larbey
CEO

27Key performance indicators

Financial KPIs 

Net profit

End User Spend (EUS) 

Revenue

Bango  reports  revenue  from  the  Bango 
Platform as one segment. This includes all 
revenue from the payments business and 
the data monetization business. Revenue 
is recognized as described in note 3.11 of 
the financial statements. 

Adjusted EBITDA

This  is  monitored  monthly  by  the  Board 
and  key  management.  Bango  is  a  highly 
scalable  platform  that  can  handle  huge 
additional  volumes  of  EUS  without 
increasing  processing 
costs  allowing 
money  to  be  re-invested  in  Research  & 
Development and Sales & Marketing.

EUS  encompasses  the  total  value  of 
transactions  processed  by  the  Bango 
Platform  (excluding  taxes)  together  with 
a  calculation  of  the  spend  from  non-
payment  transactions  which  gives  the 
pool of data available to the company for 
data monetization.

Non-financial KPIs

Other 

before 

interest, 

considers  Adjusted  EBITDA, 
Bango 
earnings 
taxes, 
depreciation,  amortization  and  share 
based  payment  charge,  to  be  a  key 
indicator  as  a  way  of 
performance 
showing the operations, profitability, and 
performance of the business. 

Cash

The Bango Board reviews a cash forecast 
on  a  regular  basis  to  ensure  that  Bango 
has sufficient cash to reinvest in Research 
& Development and Sales & Marketing to 
support future growth.

Bango Marketplace

Two  additional,  non-financial  KPIs  are 
used  specifically  to  track  the  progress 
of  Bango  Marketplace.  These  are  the 
number  of  app  developers  engaged  and 
the Bango Audience Days (BAD). BAD is a 
measure of the number of days in a month 
that audiences were shared across all app 
developers when totaled. 

Bango  closely  monitors  EUS  growth  and 
forecasts,  to  ensure  that  there  remains 
significant  capacity  in  the  platform  to 
future  volumes  and 
handle  massive 
temporary  spikes  in  volume  removing 
barriers to future growth.

These  are  monitored  monthly  by  the 
Board and key management, and include 
business  forecasts  from  key  partners, 
sales  pipelines  for  new  route  activations 
&  merchant  onboarding,  app  developer 
carbon 
audience 
emissions  and  employee  engagement. 
All these indicators align towards growing 
market share and EUS.

pipelines, 

sales 

28NHN

Who is NHN?

Data provider

NHN  is  a  strategic  Bango  Partner  headquartered  in  South 
Korea. Alongside its leading South Korean internet businesses, 
NHN  also  operates  the  largest  payment  platform  in  South 
Korea. 

NHN is also a Data Provider – as the operator of a payment platform 
NHN has significant payment data, which it is now able to monetize 
via Bango Audiences. As with all our data providers, Bango shares a 
portion of Bango Audience revenue back with NHN.

What does NHN do? 

Shareholder

NHN is also an Investor – NHN initiated a 4.7% holding in Bango PLC 
in April 2020 and has grown that stake by buying in the market over 
the last two years, to over 10% in early 2022.

“We support the Bango strategy to create the global platform that 
uniquely brings together payment data and marketing. Bango, 
with its unique and special position at the center of payment 
behavior, can scale up from a business generating tens of millions 
of dollars of revenues today, to a business generating hundreds 
of millions of dollars in future. Bango has strong partnerships 
and a sophisticated software platform, which means it can scale 
without major capital investment. That is why we have, since our 
first investment continued to acquire shares from the market, more 
than doubling our stake”.

Jin Soo Lee
CEO of NHN Data

NHN has developed powerful tools that use AI and machine 
learning to help merchants grow their businesses more quickly. 

Why Bango and NHN partner 

NHN  partners  with  Bango  to  build  strong  partnerships  with 
mobile  operators  and  app  developers  in  South  Korea  and 
neighboring regions.

The NewDeep joint venture

In April  2020,  Bango  and  NHN  entered  into  a  joint  venture, 
NewDeep,  to  deliver  powerful  marketing  actions  to  on-line 
marketers. 

NHN was excited by the way Bango had advanced purchase 
behavior  targeting  technology  from  an  earlier  acquisition  of 
Italian CDP (customer data platform) company Audiens. NHN 
was  also  impressed  by  the way  Bango  had  grown  the  core 
Audiens  business  and  refocused  it  towards  the  fast-growing 
Shopify ecosystem. 

NHN  saw  that  by  injecting  its  know-how,  and  providing 
investment,  it  could  support  the  growth  of  the  Audiens 
business  from  dozens  to  thousands  of  customers.  In  early 
2022, the self-serve capabilities that were deployed at www.
audiens.com enabled Shopify stores from India and the USA 
to sign up without human intervention, setting the scene for 
significant business scale-up in the year ahead.

29Directors

Paul Larbey
Paul Larbey
Chief Executive Officer
Chief Executive Officer
Paul  joined  Bango  in  2019  as  Chief  Operating  Officer  and  became  Chief 
Executive  Officer  in  January  2020.  He  leads  the  talented  Bango  team  as  they 
continue  to  innovate  with  industry  leading  technology  and  is  responsible  for 
crafting  and  delivering  the  Bango  strategy.  With  over  20  years’  experience  in  the 
telecoms  market,  Paul  has  a  strong  track  record  of  successfully  bringing  new 
technologies  to  market  and  is  passionate  about  driving  transformational  change. 

“With significant growth drivers in the business and a powerful product offering, 
I am more confident than ever that our journey to hundreds of millions of 
dollars of revenue is a question of when not if.”

Matt Garner
Chief Financial Officer

Matt  joined  Bango  as  Chief  Financial  Officer  in  March  2021.  He  leads  the 
finance  team,  ensures  robust  financial  systems  are  in  place  to  support  Bango’s 
growth  and  is  responsible  for  mid  and  long  term  strategic  financial  planning. 
Matt  has  a  wealth  of  international  experience  managing  hi-tech  businesses, 
holds  an  Honours  degree  in  Law  from  the  University  of  Liverpool  and  has 
been  certified  as  an  Associate  Chartered  Management  Accountant  since  1996.

“Bango has well diversified revenue streams in fast-growth markets. The high 
margin nature of the business means Bango is generating significant cash to 
reinvest and capture this growth.”

Ray Anderson
Executive Chair

Ray  co-founded  Bango  in  1999  after  realizing  the  convergence  of  the  internet 
with  the  ubiquity  of  mobile  phones  could  open-up  huge  opportunities  for  content 
and  service  providers.  Ray  was  Chief  Executive  Officer  before  moving  into  the 
role  of  Executive  Chair  in  2020.  He  has  30  years’  experience  in  technology 
and  product  innovation,  as  well  as  scaling  growth  companies.  Ray  is  also  a 
Director  on  the  board  of  NewDeep,  a  joint  venture  between  Bango  and  NHN

“Bango  has  unique  technology  and  a  talented  and  passionate  team. 
Accelerated by fruitful partnerships that bring increased reach in Asia & Africa, 
Bango is fueling the growth of the world’s leading online businesses.”

Anil Malhotra
Chief Marketing Officer

Anil  co-founded  Bango  in  1999  and,  as  Chief  Marketing  Officer,  is  responsible 
for  Bango’s  marketing  activities  and  app  store  partnerships.  Anil  has  extensive 
experience  in  creating  successful  partnerships  between  technology  innovators 
and  major  market  players  in  online  technologies  and  OEMs.  He  is  highly  skilled 
at,  and  plays  a  central  role  in,  both  product  and  market  strategy  and  success.

“Bango’s unique ability to monetize data to help grow the revenues of our 
partners and customers continues to be a powerful competitive differentiator.”

30Directors

Sir Eric Peacock
Senior Independant Non-Executive Director

Eric joined Bango in 2019 to guide and support the expected rapid growth of Bango as 
it builds on its global relationships and capitalizes on its data monetization technology.  
Eric has a strong track record of growing shareholder value during periods of rapid 
growth by creating cultures that result in competitive advantage and customer service 
excellence.

“The Bango THRIVE values are important to ensuring a diverse and inclusive 
team. Both are essential for long term success and prove a real advantage 
when engaging with customers and partners around the world.”

Frank Bury
Non-Executive Director

Frank joined the Bango board in 2019. He has significant experience in finance and 
investing in & managing technology businesses. This investment experience, in both 
publicly quoted companies and entrepreneurial ventures, and solid grasp of corporate 
governance  issues,  are  of  particular  value  of  the  Board.  Frank  brings  considerable 
global  experience,  especially  in  key  Asian  markets  including  Japan  and  Korea.

“Bango is implementing unique, highly scalable software which is not only 
benefitting customers but our financial performance and cash generation. This 
cash powers the reinvestment needed to maximize growth.”

Marcus Weldon
Non-Executive Director

Marcus joined the board in October 2021. He brings vast experience in the telecoms 
space with a focus on innovation which is immensely valuable to Bango. Marcus was 
most  recently  Chief  Technology  Officer  of  Nokia  and  President  of  Bell  Labs  where 
he  was  responsible  for  setting  the  strategic  direction  of  the  business  and  inventing 
solutions  to  allow  that  strategy  to  be  followed.  Before  that  he  worked  as  CTO  at 
Alcatel-Lucent and at AT&T.

“Working with Bango is a rare opportunity to solve what is an acknowledged 
problem in the industry between the owner of the content and the owner 
of the billing relationship. Being at the nexus of those two things can drive 
tremendous value and that is exactly what Bango does.”

Lisa Gansky
Non-Executive Director

Lisa  joined  the  board  in  October  2021.  She  has  spent  the  last  30  years 
making  significant  contributions  to  the  emergence  of  the  internet.  She  has 
expertise 
science.  Her 
entrepreneurship  and  investment  acumen  are  hugely  valuable  to  Bango  through 
its  next  phase  of  growth.  Lisa  has  founded  and  invested  in  many  technology 
the  market. 
businesses,  especially 

in  decentralized  marketplaces  and  utilizing  data 

those  bringing  disruptive 

innovations 

to 

“Bango has technology, talent and strategy coming together to drive 
performance.  The ability to leverage the growth of payments and explore 
the huge adjacency in Bango Marketplace means there is significant, exciting 
opportunity for Bango.”

31Company Information 

Company registration number 

Registered office 

Directors 

05386079 

100 Hills Road 
Cambridge 
CB2 1PH 

R Anderson - Executive Chair 
P Larbey – CEO 
M Garner – CFO 
A Malhotra – CMO 
E Peacock – Non-Executive and Senior Independent Director 
F Bury – Non-Executive Director 
M Weldon – Non-Executive Director 
L Gansky  – Non-Executive Director 

Company Secretary 

Bankers 

Solicitors 

Independent auditor 

Nominated adviser and broker 

Public Relations advisor 

US office 

Japan office 

R Greenhalgh 

HSBC Bank PLC 
8 Canada Square 
London 
E14 5HQ 

Mills & Reeve LLP 
Botanic House 
100 Hills Road 
Cambridge 
CB2 1PH 

RSM UK Audit LLP 
City House 
126-130 Hills Road 
Cambridge 
CB2 1RE 

Liberum Capital 
Ropemaker Place, Level 12 
25 Ropemaker Street 
London 
EC2Y 9LY 

FTI Consulting 
200 Aldersgate 
Aldersgate Street 
London 
EC1A 4HD 

675 N. First Street 
Suite 1180 
San Jose 
California 95112 
USA 

Spline Aoyama Tokyu Building 6F, 
3-1-3 Minami-Aoyama, Minato 
Tokyo 
107-0062 

Website 

www.bango.com  ||  www.bangoinvestor.com  

32 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Directors report 

The Directors present the Annual Report and audited 
financial statements of Bango PLC for the year ended 
31  December  2021.  This  report  should  be  read 
alongside  the Bango  Strategic  report  which  sets  out 
the  principal 
risks,  uncertainties  and  growth 
opportunities for Bango. 

The Directors and their interests 
The  Directors  who  served  Bango  during  the  year, 
together with their beneficial interests in the shares of 
Bango were as follows: 

Ordinary shares  Ordinary shares 
of 20p each 
31 Dec 2020 
6,608,725 
28,297 
3,973,271 
N/A
- 
19,500 
16,858 
333,500 
- 
N/A
N/A
10,894,996 

of 20p each 
31 Dec 2021 
6,552,816 
42,690 
3,973,271 
-
N/A 
N/A 
16,858 
383,500 
- 
-
11,000 
10,980,151 

R Anderson 
Paul Larbey 
A Malhotra 
M Garner* 
C Rand** 
G D’Agostino*** 
N Cruickshank**** 
F Bury     
E Peacock 
L Gansky***** 
M Weldon***** 
Total 

* Matthew Garner was appointed as an Executive Director on 1 March
2021.
** Carolyn Rand resigned as a Executive Director on 1 March 2021.
*** Non-Executive Director Gianluca D’Agostino retired as a Director
on 31 October 2021.
**** Non-Executive Director Nancy Cruickshank retired as a Director
on 31 December 2021.
*****  Lisa  Gansky  and  Marcus  Weldon  were  appointed  as  Non-
Executive Directors on 19 October 2021.

Frank  Bury  and  Marcus  Weldon  hold  Bango  shares 
but due to their size, their holdings are deemed not to 
affect their independence as Non-Executive Directors. 

There  have  been  no  changes  in  Director  share 
ownership between 31 December 2021 and the date of 
signature of this annual report. 

For Directors’ biographies and experiences see pages 
30-31.

The Directors’ interests in share options of Bango were 
as follows: 

Options to buy ordinary shares of 20p each 

Date of grant 

R Anderson 
08 September 2021 
17 March 2021 
17 September 2020 
07 April 2020 
01 October 2019 
27 March 2019 
21 September 2018 
14 March 2018 
22 September 2017 
21 March 2017 

Option 
price 

31 Dec 
2021 

31 Dec2020 

£2.02 
£2.08 
£1.72 
£1.22 
£1.29 
£0.93 
£1.73 
£1.73 
£2.55 
£1.15 

50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 

50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 

21 September 2016 
16 March 2016 
18 September 2015 
Total 

£0.89 
£0.43 
£0.89 

50,000 
50,000 
32,500 
632,500 

50,000 
50,000 
32,500 
532,500 

A Malhotra 
08 September 2021 
17 March 2021 
17 September 2020 
07 April 2020 
01 October 2019 
27 March 2019 
21 September 2018 
14 March 2018 
22 September 2017 
21 March 2017 
21 September 2016 
16 March 2016 
18 September 2015 
Total 

P Larbey 

08 September 2021 
17 March 2021 
17 September 2020 
07 April 2020 
18 September 2019 
27 March 2019 
Total 

£2.02 
£2.08 
£1.72 
£1.22 
£1.29 
£0.93 
£1.73 
£1.73 
£2.55 
£1.15 
£0.89 
£0.43 
£0.89 

50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
32,500 
632,500 

100,000 
£2.02 
100,000 
£2.08 
48,760 
£1.72 
47,912 
£1.22 
£1.38 
47,080 
£0.93  246,248 
590,000 

M Garner* 
08 September 2021 
17 March 2021 
Total 

£2.02 
£2.08 

50,000 
150,000 
200,000 

50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
50,000 
32,500 
532,500 

50,000 
50,000 
50,000 
250,000 
400,000 

- 

* Matthew Garner was appointed as a Director on 1 March 2021

The share options were granted to Executive Directors 
under the Bango employee share option scheme. All 
share  options  are  granted  based  on  past  and 
expected  performance  with  the  same  conditions. 
Share options are granted only at market price on the 
date of the grant and vest over a three year period in 
twelve equal quarterly instalments. Vested options will 
lapse unless exercised within ten years of the date of 
grant  or  within  90  days  of  an  employee  leaving  the 
business  unless  otherwise  agreed  by  the  Board  or 
unless  they  are  dismissed,  in  which  case  they  lapse 
immediately.  More  detail  on  the  share  option  policy 
can be found in the Remuneration Committee report.  

33Directors report 

The total number of Director share options which were 
vested but unexercised, and exercised in 2021 are: 

Total Options 
Held at 31 
Dec 2021 

R Anderson 
A Malhotra 
P Larbey 
M Garner* 

632,500 
632,500 
590,000 
200,000 

Vested & 
Unexercised 
at 31 Dec 
2021 
474,212 
474,212 
340,038 
41,694 

Exercised 
in 2021 

0 
0 
10,000 
0 

* Matthew Garner was appointed as a Director on 1 March 2021 

Share capital 
Details  of  changes  in  the  share  capital  of  Bango 
during  the  year  are  given  in  note  7  to  the  financial 
statements.  

Dividends 
The Directors have not recommended a  dividend (31 
December 2020: $nil). 

Research and development 
Bango  has  continued  to  invest  in  research  and 
development in the year increasing the strength and 
size of the research and development team. As a high 
growth technology company, the focus is to develop 
unique  technology  that  takes  Bango  forward  as  the 
ubiquitous  commerce  platform  for  not  just  direct 
carrier  billing  but  all  other  forms  of  alternative 
payments that allow merchants to sell more goods to 
consumers. The payment data from processing these 
payments  is then used to help marketing teams find 
paying  users.  The  success  of  the  resale  platform, 
where large telcos use Bango as the sole integration 
point for bundling subscription services, has resulted in 
additional  functionality  to  manage  offers,  marketing 
assets  and  bundles  being  added  to  the  Bango 
platform.  Further  development  was  undertaken  on 
Bango  Audiences  where  a  self-serve  capability  was 
added  to  allow  Audiences  to  be  used  by  more  app 
developers  without 
scale 
headcount.  Additionally,  the  Audiences  product  was 
enhanced  with  the  ability  to  create  very  specific 
tailored Audiences  and  by  adding  support  of TikTok 
as  a  marketing  platform.  Details  of  the  internal 
development  work  that  has  been  capitalized  in  the 
year is in Note 5.3. 

requiring  Bango 

to 

Directors’ indemnity arrangements 
Bango has purchased and maintained throughout the 
year,  Directors’  and  Officers’  liability  insurance  in 
respect of itself and its Directors. 

Employment policies 
Bango  follows  the  applicable  employment  laws  in 
each territory in which it operates. Bango is committed 
to  fair  employment  practices,  prohibits  all  forms  of 
discrimination and strives to give equal access and fair 
treatment to all employees based on merit. Wherever 
possible  Bango  provides  the  same  opportunities  for 
disabled  people  as  for  others.  If  employees  become 

disabled  Bango  would  make  reasonable  efforts  to 
keep them in employment, with appropriate training, 
and adjustments, where necessary. The Sustainability 
section  (p18-21)  provides  a  comprehensive  statement 
on  the  Bango  THRIVE  values,  culture  and  employee 
engagement.    

Health and safety policies 
Bango  conducts  its  business  in  a  manner  which 
ensures  high  standards  of  health  and  safety  for  its 
employees,  visitors  and  the  general  public.  Bango 
complies  with  all 
regulatory  and  other 
applicable requirements. 

legal, 

Going concern 
Bango had  cash,  cash  equivalents  and  cash  held  in 
short term investments of $9.7M at 31 December 2021 
(31  December  2020:  $8.0M)  and  financing  debt  of 
$0.1M  (31  December  2020:  $0.2M).  With  a  continued 
trajectory  of  growth  in  EUS  and  revenue  in  2021, 
Bango  experienced  another  period  of  cash  increase 
supporting  planned  investments  to  grow  sales  and 
develop  new  products.  The  Board  believes  there 
continues  to  be  sufficient  cash  and  resources  to 
support  further  planned  investments  to  drive  sales 
growth  and  to  continue  the  development  of  the 
platform and new products. For this reason, the going 
concern  basis  has  continued  to  be  adopted  in  the 
preparation of the financial statements. 

Substantial shareholdings 
At 31 December 2021, Bango PLC had been informed 
of the following interests in addition to the interests of 
R Anderson and A Malhotra, amounting to 3% or more 
in the issued ordinary share capital of the company: 

Liontrust Asset Management LLP 
Herald Investment Management 
NHN Corporation 
Hargreaves Lansdown Asset 
Management 
Odey Asset Management LLP 
Interactive Investor Services Ltd 
Stonehage Fleming Investment 
Management Ltd 

Number 
8,775,900 
7,928,470 
7,574,780 
7,178,082 

% 
11.55% 
10.43% 
9.97% 
9.44% 

6,500,178 
3,966,811 
3,003,118 

8.55% 
5.22% 
3.95% 

Financial risk management 
Details  of  the  financial  risk  management  objectives 
and policies for the Group can be located within the 
Principal risks & uncertainties section on pages 26-27. 

Directors’ responsibility statement 
The  following  statement,  which  should  be  read  in 
conjunction with the report of the auditor set out on 
page  51,  is  made  to  distinguish  for  shareholders  the 
respective responsibilities  of the Directors and  of the 
auditor in relation to the financial statements. 

The  Directors  are  responsible  for  preparing  the 
Strategic  Report,  the  Directors’  Report  and  the 
financial  statements  in  accordance  with  applicable 
law and regulations. 

34 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Auditors 
The Directors confirm that: 
• 

• 

In  so  far  as  each  Director  is  aware  there  is  no 
relevant  audit  information  of  which  Bango’s 
auditors are unaware 
The  Directors  have  taken  all  steps  that  they 
ought  to  have  taken  as  Directors  in  order  to 
make  themselves  aware  of  any  relevant  audit 
information and to establish that the auditor is 
aware of that information 

The auditors, RSM UK Audit LLP, have indicated their 
willingness to continue in office, and a resolution that 
they be re-appointed will be proposed at the Bango 
annual general meeting to be held in May 2022.   

BY ORDER OF THE BOARD 

R Greenhalgh  
Company Secretary 

Directors report 

Company law requires the directors to prepare group 
and company financial statements for each financial 
year.  The directors have elected under company law 
and are required by the AIM Rules of the London Stock 
Exchange  to  prepare the group  financial  statements 
in  accordance  with  UK-adopted 
International 
Accounting  Standards  and  have  elected  under 
company  law  to  prepare  the  company  financial 
statements 
in  accordance  with  UK-adopted 
International  Accounting  Standards  and  applicable 
law. 

in  conformity  with 

The  group  and  company  financial  statements  are 
law  and  UK-Adopted  International 
required  by 
Accounting  Standards 
the 
requirements  of  the Companies  Act  2006  to  present 
fairly  the  financial  position  of  the  group  and  the 
company and the financial performance of the group.  
The Companies Act 2006 provides in relation to such 
financial  statements  that  references  in  the  relevant 
part of that Act to financial statements giving a true 
and fair view are references to their achieving a fair 
presentation. 

Under  company  law  the  Directors must  not  approve 
the financial statements unless they are satisfied that 
they give a true and fair view of the state of affairs of 
the Company and the Group and profit or loss of the 
Group  for  that  period.  In  preparing  these  financial 
statements, the Directors are required to: 

• 

Select  suitable  accounting  policies  and  apply 
them consistently. 

•  Make judgements and accounting estimates that 

• 

• 

are reasonable and prudent. 
State  whether  they  have  been  prepared  in 
International 
accordance  with  UK-Adopted 
Accounting Standards. 
Prepare  the  financial  statements  on  the  going 
concern  basis  unless  it  is  inappropriate  to 
presume that Bango will continue in business.  

The  Directors  are  responsible  for  keeping  adequate 
accounting  records,  that  are  sufficient  to  show  and 
explain  Bango’s  transactions  and  disclose,  with 
reasonable accuracy at any time, the financial position 
of Bango and enable them to ensure that the financial 
statements  comply  with  the  Companies  Act  2006. 
They are also responsible for safeguarding the assets 
of Bango and hence for taking reasonable steps for 
the  prevention  and  detection  of  fraud  and  other 
irregularities. 

The Directors are responsible for the maintenance and 
integrity  of  the  corporate  and  financial  information 
included  on  the  Group's  website.  Legislation  in  the 
United  Kingdom  governing  the  preparation  and 
dissemination of financial statements may differ from 
legislation in other jurisdictions. 

35 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Corporate governance report 

The Board 
The  Bango  Board  is  responsible  for  the  overall 
strategy  for  Bango,  promoting  shareholder  interests 
and  overseeing  the  delivery  of  long-term  objectives. 
The  Board  provides 
the  Bango 
management team,  bringing experience and skills to 
complement those of management. The Board has a 
formal  list  of  matters  specifically  reserved  for  its 
decisions  and  delegates  authority  to  its  various 
committees as required.  

support 

to 

Corporate governance code 
The  Board  has  adopted  the  Quoted  Companies 
Alliance Code ("QCA Code"). The Board believes the 
pragmatic,  principles-based  approach  to  corporate 
governance set out in the QCA Code is a good fit to 
the nature,  stage and size of the business of Bango 
and the sector in which it operates.  The QCA Code 
principles support the core aims of Bango - to deliver 
innovative, 
in  a  dynamic, 
collaborative  environment,  achieving  sustainable 
growth for all stakeholders. 

reliable  products 

At least once every year, the Board formally reviews 
corporate  governance  structures  and  practice,  to 
ensure that Bango has robust systems and procedures 
in  place,  underpinned  by  a  strong  corporate  culture 
and  customer-focused  ethos.  Corporate  governance 
matters, policies and procedures are monitored on an 
ongoing basis and updated as appropriate, to ensure 
best practice and continued compliance. The Board is 
confident  that  existing  governance  arrangements 
meet the interests of Bango and its stakeholders.      

Bango  has  published  disclosures  against  all  the 
Principles of the QCA Code. Disclosures are contained 
either within this Annual Report or on the AIM Rule 26 
section  of:  https://bangoinvestor.com/aim-rule-26/, 
which should be read in conjunction with each other. 

three 

further 

Board composition 
The Board of Bango PLC is made up of the Executive 
Chair, CEO, CFO, CMO, a Senior Independent Director 
and 
independent  Non-Executive 
Directors.  Details  of  the  Board’s  experience  and 
interests are shown below and demonstrate the range 
of skills and insight that they bring to Bango and the 
Board. It is important that the Non-Executive Directors 
bring  a  wide  range  of  skills  to  the  Bango  Board  to 
both  challenge  and  support  the  Executive  Directors, 
and 
that  shareholders’  and  wider 
stakeholders’ interests are represented. 

to  ensure 

Ray  Anderson  has  a  very  successful  track  record, 
demonstrating  strong  entrepreneurial 
flair  and 
technological  vision.  He  has  extensive  experience  in 

technology and product innovation and development, 
and strong product foresight. His passion for Bango, 
its products and customers inspires partners, investors 
and employees alike.  

Paul  Larbey  brings  over  20  years’  experience  in  the 
telecoms  market.  He  has  a  strong  track  record  of 
successfully  bringing  new  technologies  to  market, 
scaling businesses and driving growth and profitability.  
In his second year as CEO, a year during which Bango 
has worked almost exclusively remotely due to COVID-
19 restrictions, Paul built on 2020's strong results, and 
again  exceeded  market  expectations  by  delivering 
higher than forecasted revenue growth. The resultant 
research  and 
profit  has  been 
development  and  sales  and  marketing  to  ensure 
Bango’s continued success and growth in to 2022 and 
beyond.   

reinvested 

into 

complex  global 

Matt Garner brings many years of financial leadership 
from  managing 
technology 
businesses. Having listed a company on AIM as part 
of  a  dual  listing,  Matt  has  a  deep  knowledge  of 
regulatory and compliance matters in addition to day-
to-day financial leadership on a global scale. 

Anil  Malhotra  has  many  years’  experience  in  global 
business development and is central to attracting and 
developing  strategic  relationships  with  key  partners. 
His communication skills drive the strength of Bango 
messaging  to  both  partners  and  investors.  Anil  is 
highly  skilled  at,  and  plays  a  central  role  in,  both 
product and market strategy and success.  

Sir Eric Peacock brings a wealth of experience of both 
executive and non-executive roles across a range of 
sectors  and  industries.  He  has  a  strong  record  of 
success  with  several  market-leading  businesses  and 
an extensive network. His listed company experience, 
considered and balanced approach, and passion for 
employee  engagement  and  delivering  shareholder 
value  equip  him  strongly  for  his  role  as  Senior 
Independent Director. 

Frank  Bury  has  significant  experience  in  finance, 
investing in and managing technology businesses. This 
investment  experience, 
in  both  publicly  quoted 
companies  and  entrepreneurial  ventures,  and  solid 
issues,  are  of 
grasp  of  corporate  governance 
particular  value  of  the  Board.  Frank  also  brings 
considerable global experience, especially in key Asian 
markets including Japan and Korea. 

Lisa  Gansky  has  spent  the  last  30  years  making 
significant  contributions  to  the  emergence  of  the 

36 
 
 
 
Corporate governance report 

internet,  having  founded  and  invested  in  many 
technology  businesses,  especially  those  bringing 
disruptive innovations to the market, and worked for 
several  large  technology  companies  including  AOL 
and  Kodak  Digital.  Her  entrepreneurship  and 
investment  acumen  are  hugely  valuable  to  Bango 
through its next phase of growth. 

Marcus Weldon brings vast experience in the telecoms 
space with a focus on innovation which is immensely 
valuable  to  Bango.  Marcus  was  most  recently  Chief 
Technology Officer of Nokia and President of Bell Labs 
where  he  was  responsible  for  setting  the  strategic 
direction  of  the  business  and  inventing  solutions  to 
allow that strategy to be followed.   

One Director  identifies as female,  two as non-binary 
and five as male. In addition, the Company Secretary 
identifies as female. 

to  election  by 

All  Directors  are  subject 
the 
shareholders  at  the  first  Annual  General  Meeting 
following  their  appointment,  and  to  re-election 
thereafter every three years. After nine years the Non-
Executive  Directors  are  subject  to  re-election  on  an 
annual basis. Board members are required to devote 
as  much  time  as  is  necessary  for  the  proper 
performance  of  their  duties.  Executive  Directors  are 
required to work full time.  Non-Executive Directors are 
contracted to commit to 11 or more days a year but all 
spend  20-30  days  working  for,  and  representing, 
Bango.    Non-Executive  Director  (NED)  commitments 
include attendance at and preparation for Board and 
Committee meetings, oversight of and involvement in 
the setting of strategy, oversight and implementation 
of governance and Committee matters, meetings and 
communications  with  shareholders,  contributing  to 
and  attending  strategy  days,  meetings  with  Bango 
managers  and  employees,  as  well  as  other  key 
stakeholders and partners. 

Role of the Chair and Chair Division of 
Responsibilities 
After  stepping  down  as  CEO  in  January  2020  Ray 
Anderson  was  appointed  as  Executive  Chair  of  the 
Board.  In  his  executive  role  he  focusses  on  business 
strategy, and key strategic partnerships. Recognizing 
his significant value and contribution to the success of 
Bango,  key  shareholders  indicated  their  support  of 
Ray  taking  on  this  role,  as  well  as  the  concept  of 
having an Executive Chair.  

At the time of this change the Board recognized that 
the existence of an Executive Chair would necessitate 
wider changes to the Board and its composition. Strict 
policies  and  procedures  were  established  and  are 

monitored  to  ensure  continued  strong  and  effective 
corporate governance and an independent Board.   

implemented 

All  Non-Executive  Directors  are  independent  and 
changes  were 
the  Articles  of 
Association  at  the  2020  AGM  to  protect  the 
independence  and  integrity  of  the  Board.  The 
amendments were: 

to 

• 

To formally recognize the Board position of 
Senior  Independent  Director,  its  role  and 
responsibilities.   

•  Where a Chair or Deputy Chair also holds an 
executive  office,  the  Senior  Independent 
Director  shall  be  responsible  for  overseeing 
corporate  governance  matters,  including 
matters relating to nominations and conflicts 
  Accordingly, 
of 
such 
circumstances, 
Independent 
the  Senior 
Director  is  responsible  for  monitoring  and 
overseeing  Board  performance.  In  addition, 
the casting vote of the Chair was removed. 

interest. 

in 

The Board also implemented the following:  

• 

• 

and 

businesses 

Sir Eric Peacock acts as Senior Independent 
Director.  Eric has a wealth of experience in 
fast-growth 
broad 
experience  in  a  range  of  CEO,  Chair  and 
Non-Executive  Director  roles  in  both  public 
and  private  companies.    As  such  he  is 
considered  by  the  Board  to  be  perfectly 
suited to take on this vital role.   
The implementation of a clear delineation of 
roles and responsibilities between Executive 
Chair  and  Senior  Independent  Director  at 
Board 
level,  and  between  CEO  and 
Executive Chair at a management level.   

The  Board  adopted  and  implemented  a  policy  that 
strictly  divides  Board  roles  and  responsibilities  as 
follows: 

Executive Chair 

• 
Leads the Board and chairs Board meetings 
•  Oversees  Board  direction  and  effectiveness 

and Board agenda 

the  CEO,  which 

•  Contributes  towards  annual  review  on  the 
is 
performance  of 
undertaken  by 
Independent 
Director (with additional input from all other 
Non-Executive Directors)  
Ensures 
management and Non-Executive Directors 

the  Senior 

information 

between 

flow 

• 

Senior Independent Director 

•  Oversees Board performance  
•  Chairs  the  Nominations  and  Remuneration 

Committees  

37 
 
 
 
 
Corporate governance report 

• 

•  Oversees the performance and evaluation of 
the Chair, and the search for a new Chair if 
required 
Responsible for the quality of and approach 
to  corporate  governance,  in  place  of  the 
Chair 
•  Oversees 

the  adoption,  delivery  and 
communication  of the company’s corporate 
governance model, in place of the Chair 
Sounding  board  and  intermediary  for  the 
Chair and other Board members 

• 

From  an  operational  standpoint,  the  role  and 
responsibilities  of  the  Executive  Chair  and  CEO  are 
clearly  defined.    In  his  management  role,  Ray 
Anderson  is  responsible  for  driving  key  projects,  as 
determined by the CEO or the Board.  As CEO, Paul 
Larbey is responsible for the delivery of the business 
model, alongside the other Executive Directors, within 
the strategy set  by the Board.  He is responsible for 
the  day-to-day  operations  of  the  business  and 
oversees the performance of the CFO and the CMO, 
and in an operational and management capacity only, 
the  Executive  Chair.    The  CEO  reports  to  the  Board 
and  the  Senior  Independent  Director,  and  not  the 
Chair. 

Further safeguards have been implemented within the 
policy, so that the Company Secretary reports directly 
to the Senior Independent Director on matters relating 
to corporate governance. 

In  relation  to  operational  performance,  risks  and 
similar  issues,  the  Executive  Directors,  including  (and 
especially) the Chair, report to the Senior Independent 
Director  and  Non-Executive  Directors.    This  ensures 
that  the  business  remains  aligned  with  the  strategy, 
and  avoids  the  risk  of  conflict  and  a  lack  of 
independent oversight on the basis that the Chair is a 
founder,  a  major  shareholder  and  an  Executive 
Director. 

required.  The  Board 

Board meetings 
The Board meets formally 10 times per year to discuss 
the  strategy,  direction  and  financial  performance  of 
Bango.  Other  additional  Board  meetings  are 
arranged  as 
reviews  a 
management  pack  monthly,  which  incorporates  key 
financial  and  operational  information  as  well  as 
information  on  the  KPIs  for  Bango,  and  a  more 
detailed  management  pack  quarterly  incorporating 
wider, more detailed information as well as extensive 
information  on  Bango  KPIs.    The  Non-Executive 
Directors attend all Board meetings. Attendance at full 
Board meetings, and Audit (Audit Co), Remuneration 

(Rem  Co)  and  Nominations  (Nom  Co)  meetings  for 
2021 was as follows: 

Ray Anderson  
Paul Larbey 
Matt Garner 
Carolyn Rand 
Anil Malhotra 
Gianluca 
D’Agostino 
Nancy 
Cruickshank 
Eric Peacock 
Frank Bury 
Lisa Gansky 
Marcus Weldon 

Board 

10 (10) 
10 (10) 
8 (8) 
2 (2) 
10 (10) 

Audit 
Co 
2 (2)* 
2 (2)* 
2 (2)* 
- 
2 (2)* 

Rem 
Co 
1 (1)* 
1 (1)* 
- 
- 
- 

8 (8) 

2 (2) 

- 

10 (10) 

2 (2)* 

4 (4)  

4 (4)  
4 (4)  
- 
- 

Nom 
Co 
- 
- 
- 
- 
2 (2) 

- 

2 (2) 

2 (2) 
- 
- 
- 

2 (2) 
2 (2) 
- 
- 
(x) Number of meetings entitled to attend.     
* By invitation of the committee 

10 (10) 
10 (10) 
1 (2) 
1 (2) 

Board performance 
Board  performance  is  essential  to  the  success  of 
Bango.  The Board strives to be strong and effective, 
individually  and  collectively,  and  the  correct  mix  of 
skills  and  experience  is  of  crucial  importance  in 
achieving this. 

An  annual  appraisal  system  is  in  place  for  all 
employees,  including  the  Executive  Directors.    The 
CEO is responsible for overseeing the performance of 
the CFO, CMO and, in his management capacity, the 
Executive Chair. The CEO's effectiveness is monitored 
by  the Board and  ultimately  the Senior  Independent 
Director, and not the Chair, given the position of Chair 
is held by an Executive Director.  The contribution and 
performance  of  all  Executive  Directors  is  monitored 
and overseen by the Senior Independent Director and 
other Non-Executive Directors.   

Executive  remuneration  incorporates  performance-
related elements to align their interests with those of 
Bango  shareholders.    These  performance-related 
elements  are  set  as  a  significant  proportion  of  total 
remuneration, to incentivize, and to reward success.   

Non-Executive  Director  performance  is  overseen  by 
the  Senior  Independent  Director  in  consultation  with 
the  Executive  Directors.    The  Chair’s  performance  is 
reviewed  by  the  Senior  Independent  Director  in 
consultation with all the Directors.  The Non-Executive 
Directors'  value  and  input  to  Bango  is  monitored  to 
ensure  they  are  actively  contributing  to  Bango 
achieving its strategic and financial objectives.   

38 
 
 
 
  
 
 
 
Corporate governance report 

The  performance  of  the  whole  Board  is  evaluated 
continuously.  The Board believes  changes  or  actions 
that  are  identified  through  this  process  should  be 
actioned immediately, instead of waiting for an annual 
or  bi-annual  review.  In  the  second  half  of  2020  the 
composition  and  performance  of  the  Board  was 
formally reviewed, and the “skills matrix” that highlights 
the  contributions  of  current  Board  members,  and 
areas where the Board might benefit from additional 
support,  was  reviewed  and  approved.  This  formal 
review  resulted  in  the  establishment  of  a  Disclosures 
Committee  and  the  appointment  of  two  new  Non-
Executive  Directors  in  2021.  Continued  evaluation  of 
the  skills  matrix  in  2021  identified  certain  key  areas 
where  the  Board  could  benefit  from  additional 
strategic  expertise  and  experience  and  the  Board  is 
actively  engaged  in  the  search  for  a  further  Non-
Executive Director to join the Board in 2022.      

Further detail on board performance may be found in 
the AIM Rule 26 section of the Bango investor website, 
located at https://bangoinvestor.com/aim-rule-26/. 

Advisors to the Board 
During  2021,  there  were  no  internal  advisors  to  the 
Board, other than the Company Secretary, who also 
acts  as  Bango  Senior  Counsel.  The  Company 
Secretary supports and advises the Board on matters 
relating  to  corporate  governance,  AIM  and  industry 
compliance,  as  well  as  wider  legal  matters,  such  as, 
during  2021,  considerations  relating  to  data  privacy, 
ESG matters and employee share incentive schemes. 
The  Company  Secretary  ensures  the  Board  and  its 
sub-committees  meet  regularly  and  oversees  and 
monitors  agenda  items.    The  CFO  keeps  the  Board 
updated on accounting, finance and taxation changes 
and practices.   

During 2021 Bango appointed Kreston Reeves LLP to 
provide  advice  and  assistance  on  the  change  in 
presentational currency from GBP to USD announced 
in December 2021. 

Other than the advisors referred to above and those 
listed  on  page  32,  no  further  external  advisors  were 
appointed  by  either  the  Board  or  any  of  its  sub-
committees during 2021, and the Board did not seek 
external advice on any other significant matter.  

Communications with shareholders 
The Board recognizes the importance of regular and 
effective  communication  with  shareholders.  The 
primary forms of communication are: 

• 

Information 
https://bangoinvestor.com/ 

provided 

at: 

• 

• 

•  Announcements 

The  annual  and  interim  statutory  financial 
reports and associated investor and analyst 
presentations and reports. 
trading  or 
relating 
business  updates  released  to  the  London 
Stock Exchange. 
The Annual General Meeting which provides 
shareholders with an opportunity to meet the 
Board  of  Directors  and  to  ask  questions 
relating to the business. 

to 

Strategy days are regularly held. All shareholders are 
welcome to attend strategy days, at which members 
of  the  Board  present  the  Bango  strategy  and  are 
available  to  take  questions  from,  and  communicate 
with, shareholders face to face. The 2021 strategy day 
was held in person in October, was very well attended 
and  warmly  received.  The  content  presented  during 
the 
to  view  at 
https://bangoinvestor.com/bango-strategy-day-
2021/. Details of the next strategy day will be made 
available at https://bangoinvestor.com/ and by RNS. 

strategy  day 

is  available 

financial 

statutory 

reports,  as  well  as 
All 
accompanying  presentations  are  published  on 
https://bangoinvestor.com/ and are made available 
on a timely basis. 

Additional Board committees 
In line with best practice Bango has sub committees 
to  focus  on  specific  areas  of  good  corporate 
governance.  Separate  Remuneration,  Audit  and 
Nominations  Committees  hold  regular  meetings  and 
are each chaired by a Non-Executive Director, with the 
Senior Independent Director in attendance.  

In 2021 a Disclosures Committee was formed under the 
chair  of  Anil  Malhotra,  CMO,  with  the  CFO  and 
Company  Secretary  comprising  the  other  members. 
The  Committee 
the  ongoing 
consideration and assessment of matters that may be 
or become price sensitive and therefore may warrant 
insider status or require announcement to the market. 
Advice is sought from Bango’s NOMAD and solicitors 
on this important area of focus as appropriate. 

tasked  with 

is 

The members  of all Bango committees are assessed 
carefully  and  reviewed  annually.  All  members  are 
considered  to  have  the  appropriate  knowledge  and 
skills  to  complete  their  tasks.  They  may  seek  advice 
and guidance from external parties as required. 

Corporate culture 
Bango  has  a  strong  corporate  culture  which  is 
consistent  with  its  objectives,  strategy  and  business 
model.  The  Bango  THRIVE  values  set  out  the  core 
values that Bango aspires to. 

39 
 
 
shareholder  needs  and  expectations,  taking  into 
account wider stakeholder and social responsibilities, 
more  detail  on  board  performance  evaluation, 
governance structures and processes and shareholder 
communications,  are  covered 
those  website 
disclosures. 

in 

Index to corporate governance disclosures 
An index of all disclosures required by the QCA Code 
can be found on the AIM Rule 26 section of the Bango 
investor 
at 
located 
website, 
https://bangoinvestor.com/aim-rule-26/ 

Ray Anderson 
Executive Chair;  

Sir Eric Peacock 
Senior Independent Director 

Corporate governance report 

Compliance  with  Bango  policies  and  the  THRIVE 
values  is  actively  monitored  by  senior  management 
and  implementation  is  overseen  by  the  Board. 
Management  reports  are  scrutinized  at  the  monthly 
Board  meetings. 
In  addition,  key  management 
personnel are invited to present to board meetings on 
specific areas of focus, or when key issues of concern 
arise, and report to the Board when appropriate. As 
highlighted  in  the  Sustainability  section  on  page  19, 
employee  engagement  surveys,  which  cover  all 
aspects of the business, are conducted annually by an 
external human resources specialist, and their results 
reported  to  the  Board.  Where  suggestions  for 
improvement  or  concerns  are  raised,  these  are 
followed up by management who are accountable to 
the Board for implementation. 

Corporate  culture  has  Board-level  visibility  and 
involvement.  Board  members  have  open  access  to 
people and information across Bango, and employees 
themselves can access Board members if they wish.   

Further detail on Bango corporate culture and how it 
works in practice, including information on employee 
engagement,  diversity  and  inclusion,  can  be  found 
within the Sustainability section as well as the AIM Rule 
26 section  of the Bango investor website, located at 
https://bangoinvestor.com/aim-rule-26/.  All  these 
measures  contribute  towards  minimizing  risk  and 
uncertainty. 

Directors’ skills 
The  Executive  Directors  are  treated  no  differently  to 
any  other  employee;  the  skills  they  bring  to  Bango, 
and their ongoing personal development, are central 
to the success of Bango. As with all other employees, 
the Executive Directors are required to actively identify 
and undertake training as necessary. Training extends 
not just to the ongoing enhancement of professional 
or  technical  skills,  but  also  to  wider  skills,  such  as 
management  training,  communication  skills,  and 
similar.  The  Non-Executive  Directors  are  responsible 
for ensuring their skillsets are kept updated as required. 
In  addition  to  the  ongoing  advice  provided  by  the 
Company  Secretary  and  CFO  referred  to  within  the 
Advisors to the board section above, industry-specific 
updates  are  delivered  to  the  Board  by  the  relevant 
expert,  be  it  a  Director,  an  employee  or  an 
independent expert. 

Further details on corporate governance  
This document should be read in conjunction with the 
corporate governance disclosures set out in the AIM 
Rule 26 section of the Bango investor website, located 
at  https://bangoinvestor.com/aim-rule-26/.  Those 
QCA  Code  principles  not  covered  in  detail  in  this 
Annual  Report,  which  include  detail  on  meeting 

40 
 
 
 
 
 
Audit committee report 

This report explains the role and responsibilities of the 
Audit  Committee  and  how  it  discharged  those 
responsibilities during the year. It highlights those key 
items  considered  by  the  Committee,  including  in 
relation  to  the  financial  statements,  and  how  the 
independence and objectivity of the external auditors 
is safeguarded.  

External auditor for Bango is RSM UK Audit LLP, who 
was appointed as Bango external auditor for the first 
time in 2019. Bango has no formal policy on rotation 
of  auditors  but  understands  the  need  to  review  to 
ensure quality of audit. Given the recent appointment 
and performance, the Committee does not consider a 
rotation  is  necessary  at  this  time.  There  are  no 
contractual restrictions on auditor choice. 

The  Committee  comprises  the  Senior  Independent 
Director,  Eric  Peacock,  and  two  other  Non-Executive 
Directors, Frank Bury and Lisa Gansky (appointed 19 
October  2021)  who  are  all 
independent  of 
management.    Gianluca  D’Agostino  also  sat  on  the 
committee  until  his  retirement  from  the  Board  on  31 
October 2021. 

The  Committee  is  chaired  by  Frank  Bury,  who  has 
significant experience in executive and non-executive 
roles  within  both  financial  markets  and  the  wider 
business world, especially in the technology sector. He 
is  a  Registered  Representative  under  the  FCA  .  Eric 
Peacock, who was knighted in 2003 for his services to 
international trade, has previously sat on the boards 
of  UK  Trade  & 
the  Foreign  and 
Investment, 
Commonwealth  Office  and  the  Department  for 
Business,  Innovation  and  Skills.    He  sits  on  the 
Committee together  with  Lisa  Gansky,  who  provides 
valuable experience having founded and invested in 
many technology businesses during the emergence of 
the  internet.  Her  entrepreneurship  and  investment 
acumen are a great asset for Bango.  

combination  of  management, 

This 
financial 
experience  and  qualifications  gives  the  Committee 
considerable  strength  and  depth  across  a  broad 
range of industries and scale of businesses, from both 
the private and public sectors. 

Responsibilities 
The Committee meets at least twice a year to review 
the 
the  wider 
independent  audit 
responsibilities set out below:  

report  and 

• Monitor  and  challenge  the  integrity  of  the
financial systems and  statements relating to the
financial performance of Bango.

• Monitor  Bango’s  accounting  policies,  corporate
reporting, internal controls and risk management
systems.

•

•

Assess and report to the Board on performance,
identifying  any  matters  in  respect  of  which  it
considers that action or improvement is required.
Ensure  a 
for
employees and other stakeholders to express any
complaints in respect of financial accounting and
reporting.

formal  channel 

is  available 

During  the  year  ended  31  December  2021,  the 
Committee  specifically  considered  the  preparation 
and basis of, as well as the work undertaken on, the 
change  in  presentational  currency,  by  referring  to 
presentations made by the CFO. Following review, the 
Committee  was  satisfied  that  the  correct  approach 
has  been  adopted  by  the  Group  and  that  sufficient 
external  guidance  on  the  matter  had  been  received 
and incorporated into the change. 

External Audit 
In  relation  to  Bango’s  external  auditor  the  key 
responsibilities are: 

•

• Make recommendations to the Board, for it to put
to the shareholders for their approval in relation
to the appointment of the external auditor and to
approve the remuneration and terms of reference
of the external auditor.
Discussion of the nature, extent and timing of the
external  auditor’s  procedures  and  discussion  of
the external auditor’s findings.
Review  and  monitor 
independence 
effectiveness of the audit process.
Develop  and 
the
engagement  of  the  external  auditor  to  supply
non-audit  services  on 
their
knowledge and experience and/or for reasons of
confidentiality while safeguarding their objectivity
and independence.

the  external  auditor’s
the
objectivity 

implement  policy  on 

the  basis  of 

and 

and 

•

•

The  CFO  and,  as  appropriate,  other  Executive 
Directors  maintain  an  ongoing  dialogue  with  all 
members  of  the  Audit  Committee  (and  the  wider 
Board) and work closely with the Committee Chair in 
particular, to ensure the continued effectiveness of the 
financial  systems  and  statements  of  Bango, and  the 
ongoing  performance,  independence  and  objectivity 
of Bango’s external auditors. 

External auditors and their performance are formally 
evaluated  by  the  Board  after  the  delivery  of  both 
interim and year end results. Consideration is given to 
their  ongoing  suitability  as  auditor,  as  well  as 
requirements for auditor rotation. 

41The Board, in conjunction with the Audit Committee, 
keeps under review Bango’s internal control system on 
a  periodic  basis.  An  internal  cross  functional  Infosec 
team  also  meets  periodically  to  review  the  controls 
and processes in place for Bango. More detail on the 
measures  taken  to  identify,  assess  and  manage  risk 
can be found in the Principles Risk and Uncertainties 
section on pages 26-27. 

Frank Bury 
Audit Committee Chair 

Audit committee report 

Internal control procedures 
The Board is responsible for Bango’s system of internal 
controls and risk management, and for reviewing the 
appropriateness  and  effectiveness  of  these  systems 
having regard to the nature and complexity of Bango, 
its business, and the risks it faces. These systems are 
designed to manage, rather than eliminate, the risk of 
failure to achieve business objectives. Bango does not 
currently  run  a  formal  internal  audit  function  in  line 
with other Groups its size. 

The key features of Bango’s internal controls are: 

•  A  clearly  defined  organizational  structure  with 

• 

• 

• 

appropriate delegation of authority. 
The approval by the Board of a one-year budget, 
including monthly income statements, statements 
of  financial  position  and  cash  flow  statements. 
The budget is prepared in conjunction with senior 
managers to ensure targets are feasible. 
The business plan is updated on a periodic basis 
to take into account the most recent forecasts. On 
a monthly  basis, actual results are compared to 
the latest  forecast  and  market  expectations  are 
presented to the Board on a timely basis. 
Regular reviews by the Board and by the senior 
management 
key  performance 
indicators. 

team  of 

• 

•  Dual authority is required for all bank payments. 
Payments are not permitted without an approved 
invoice  signed  in  accordance  with  the  Bango 
Delegation of Authority document. 
Reconciliations  of  key  statement  of  financial 
position 
and 
are 
independently  reviewed  by  the  finance  team. 
Wherever  possible  segregation  of  duties  is 
implemented  to  provide  additional  comfort  and 
support on all finance processes. 

performed 

accounts 

•  All employees must go through initial and periodic 
security screening in line with requirements from 
Bango’s key customers.  

•  Appropriate  security  and  virtual  checks  are  in 
place  at  all  Bango  systems,  locations  and 
wherever Bango people work to protect Bango’s 
assets (fixed and intangible).  

•  Appropriate whistleblowing and escalation points 
are  established  and  communicated  to  staff  to 
provide a safe and  secure forum for employees 
to escalate matters.  

•  A business continuity plan is documented and in 

place. 

42 
 
 
 
 
 
 
 
 
 
 
 
Nominations committee Report 

fulfilling  an  objective  the  Committee  had  set  out 
during its annual board composition review in FY2020. 

Earlier in the year, Matt Garner joined Bango as CFO 
and  was  formally  appointed  to  the  Board  as  an 
in  March  2021.  Matt  brings 
Executive  Director 
considerable  experience  to  the  Board,  gained  from 
board roles in publicly listed companies in the UK and 
Singapore.  

Sir Eric Peacock 
Nominations Committee Chair and Senior 
Independent Director 

The Nominations Committee is a sub-committee of the 
Board, tasked with evaluating board composition and 
performance,  and  managing  appointments  to  the 
Board when required. 

Composition 
The  Committee  is  composed  of  two  Non-Executive 
Directors,  Eric  Peacock  and  Frank  Bury,  and  one 
Executive Director, Anil Malhotra (CMO). Eric Peacock, 
Senior  Independent  Director,  acts  as  Chair  of  the 
Committee.  The  Committee  is  supported  by  the 
Company Secretary.  

the  division  of 

The Senior Independent Director’s role as Chair of the 
Nominations Committee is important at Bango given 
the  Executive  role  undertaken  by  the  Board  Chair. 
Further  detail  on 
roles  and 
responsibilities  as  between  the  Chair  and  Senior 
Independent  Director,  and  the  measures  taken  to 
ensure the integrity and independence of the Board, 
including  the Senior  Independent  Director’s  oversight 
of  the  performance  of  the  Executive  Chair  at  Board 
level, may be found within the Corporate Governance 
report. 

The Committee meets at least twice a year, and more 
the 
if  needed, 
often 
composition of the Board. 

to  consider  changes 

to 

Responsibilities 
The Committee’s main role and responsibilities are: 

•
•

•

•

•

•

to 

recommendations 

To review the make-up and skill set of the Board
To  make 
the  Board
regarding board composition
To  oversee  and  monitor  board  member
performance
To  identify  any  areas  of  Board  operation  that
need additional support or strengthening
To  manage  appointments  to  the  Board  as
needed
To ensure that succession planning is developed
and reviewed

2021 Activities 
The Committee considered the strengths of the Board 
members  and  proposed  changes  to  the  Board  that 
were required, anticipating the scheduled resignations 
of  Gianluca  D’Agostino  and  Nancy  Cruickshank  in 
October and December 2021 respectively. This review 
was formalized in October 2021 with the appointment 
of Marcus Weldon and Lisa Gansky to the Board as 
Non-Executive  Directors.  Marcus  is  a  member  of  the 
Remuneration Committee and Lisa is a member of the 
Audit Committee. Both Marcus and Lisa bring strong, 
additional  USA  technology  experience  to  the Board, 

43Remuneration committee report 

Composition 
The  Remuneration  Committee  is  composed  of  three  Non-
Executive  Directors  –  Frank  Bury,  Marcus  Weldon  and  Eric 
Peacock  (Senior  Independent  Director)  who  acts  as  Chair.  The 
Committee  meets  at  least  twice  a  year  and  may  meet  more 
frequently  if  required.  The  Committee  is  supported  by  the 
Company  Secretary,  who  provides  information,  assistance  and 
advice as required. 

Responsibilities 
The Committee’s main tasks are to: 

• 

• 

• 

Review  and  determine  on  behalf  of 
the  Board 
remuneration  policy,  and  the  specific  remuneration  and 
incentive packages for each of Bango’s Executive Directors. 
Review  and  make  recommendations  to  the  Board  in 
respect of the design of remuneration structures and levels 
of  pay  and  other  incentives  for  employees  of  Bango, 
including share option awards and any adjustments to the 
terms of share ownership and share option schemes. 
Report to Bango’s shareholders in relation to remuneration 
policies applicable to Bango’s Executive Directors. 

•  Monitor  and  approve  the  grants  of  all  share  option 

schemes to employees. 

The  Committee  closely 
Committee Guide, with its five key responsibilities being to: 

the  QCA  Remuneration 

follows 

1)  Develop  remuneration  packages  to  support  the  delivery  of 
business objectives in the short, medium and long-term. 

2)  Align the interests of the executive team with the interests of 

long-term shareholders. 

3)  Apply  performance  criteria  to  encourage  executives  to 

operate within the risk parameters set by the Board. 

4)  Ensure  that  Bango  can  recruit  and  retain  high  quality 
executives  through  fair  and  attractive,  but  not  excessive, 
packages. 

5)  Communicate  with  Bango  shareholders  on  remuneration 

through the Annual Report. 

The Committee may invite the CEO and CFO to attend meetings 
of  the  Remuneration  Committee.  The  CEO  is  consulted  on 
proposals relating to the remuneration of the CFO and of other 
senior  executives  of  the  Group.  The  CEO  and  CFO  are  not 
involved in setting their own remuneration. 

The  Committee  uses  independent  remuneration  consultants  to 
advise  it  in  setting  remuneration  structures  and  policies.  The 
Committee  is  exclusively  responsible  for  appointing  such 
consultants and for setting their terms of reference. 

The Committee’s terms of reference are reviewed and approved 
by  the  Board.  These  are  available  for  inspection  at  Bango’s 
registered office. 

Remuneration policy 
Bango’s  policy  on  remuneration  is  to  provide  a  package  of 
benefits  to  all  employees,  including  salary,  pension  and  share 
options. These benefits provide incentives and reward individual 

contributions  to  Bango’s  overall  performance  appropriately, 
while avoiding paying more than is necessary for this purpose. 
The  Committee  considers  Executive  remuneration  packages  of 
comparable companies when  making recommendations to the 
Board, while aligning closely to the package structure offered to 
other Bango employees. Bango offers Executive Directors a base 
salary,  performance  related  bonuses,  as  well  as  share  options 
and a workplace pension. Executive Director remuneration and 
policy  is  reviewed  annually  by  the  Committee  to  ensure  each 
package offered is appropriate both to support the delivery of 
Bango strategy and objectives in the short,  medium and long-
term,  and  to  retain  (and  where  necessary  recruit)  high  quality 
executives. It considers the nature of Bango’s business, as well as 
its  size  and  growth-oriented  nature.  Packages  are  intended  to 
both reward and incentivize thereby ensuring that the Executive 
Directors are motivated to continue to deliver sustainable growth 
in shareholder value and are aligned with the long-term interests 
of shareholders. 

As in 2019, the Committee undertook a review of remuneration 
policy and appointed FIT Remuneration  Consultants LLP (“FIT”) 
to  review  and  benchmark  the  Executive Directors’  salaries  and 
benefits  towards  the  end  of  2020,  the  findings  of  which  were 
implemented  in  2021.  FIT  benchmarked  against  a  pan-sector 
group  of  60  AIM  listed  companies  with  a  comparable  market 
capitalization.  Market  capitalization  was  considered  to  be  the 
best  benchmark,  reflecting  a  holistic  valuation  based  on  the 
market’s view of future prospects, as well as current trading. 

Annual salary 
The  2020  FIT  benchmarking  exercise  concluded  that  the  fixed 
element of remuneration for the CEO ranked in the lower quartile 
and should therefore be increased in 2021. The CFO was a new 
hire at market rates in 2021. The fixed element of remuneration 
for the CMO was found to be in the  lower quartile to  median 
range. It was increased to compensate in part for the move to a 
percentage of salary bonus target from a fixed target.  The fixed 
element of remuneration of the Exec Chair was reviewed and it 
was considered by the Remuneration Committee that no change 
was  required,  given  his  contribution  to  the Board as  Chair,  his 
experience and value to Bango, as well as his wider, significant 
contribution  to  Bango  in  his  management  and  strategic 
capacities. 

Bonus scheme 
Performance-related elements of remuneration are designed to 
align  the  interests  of  Executive  Directors  with  those  of 
shareholders and accordingly are set as a significant proportion 
of total remuneration. The awarding of a bonus is based upon a 
series  of  performance  criteria  set  by  the  Remuneration 
Committee, including financial and non-financial criteria. These 
success  factors  are  linked  to  the  long-term  development  of 
Bango.  The  success  factors  include  Bango  financial  goals 
(revenue and profitability) shared by all Directors and individual 
targets for each Director based on their role and responsibilities. 

The Board reserves the right to enforce claw back terms related 

44 
 
 
 
 
 
 
 
Remuneration committee report 

to the bonus if it is discovered that any of the parameters 
under which the bonus was granted should change. 

FIT’s review of the performance-related elements of 
remuneration concluded that the fixed bonus targets resulted in 
less competitive on-target pay compared to a pure salary basis. 
As a result, the Committee updated its policy in 2021 to set 
Directors’ on-target bonus values as a percentage of base 
salary (30%) so that any increase in achievable bonus targets is 
linked to growth in base salary. 

In 2021 the bonus scheme was structured as follows:- 

•

90%  of  the  bonus  target  was  common  to  all  Executive
Directors and was based on the achievement of financial
metrics. Minimum, target and maximum levels were set for
each  metric.  Below  the  minimum,  the  payout  was  zero,
between minimum and target  the payout  scaled to 100%
and if the maximum metric was exceeded the payout was
up to 150%. In 2021 the Executives Directors earned 101% of
the bonus target for these common financial targets. The
metrics and results were split as follows:

Financial 
Metric 
Revenue 
Adjusted 
EBITDA 
TOTAL 

Bonus Weighting  Result* 

75% 
25% 

100% 

78% 
23% 

101% 

* (0% if minimum not achieved, scales to 100% from min to target,
up to 150% if maximum metric exceeded)

•

The final 10% of the bonus target was based on individual
objectives  specific  to  each  Executive.  The  results  were  as
follows:

Individual Objectives 

Exec Chair 
CEO 
CMO 
CFO 

Result  (max 
15%) 
7% 
7.3% 
6.5% 
10% 

Share options 
Bango considers that active participation in a share option plan 
is an effective means of incentivizing and retaining high quality 
people.  The  rules  governing  the  Bango  share  option  scheme 
remain  substantially  the  same  as  those  first  adopted  in  2005 
when Bango listed on AIM, and are still considered appropriate 
given the size and growth nature of Bango. Options lapse after 
10 years and there is a 12% maximum dilution at any point. 

Alongside  all  employees,  Executive  Directors  are  eligible  to 
participate  in  the  share  option  scheme  on  completion  of  an 
agreed probationary period.  

In January 2021 Bango sought independent advice from FIT on 
the  structure  and  implementation  of  its  share  option  policy  as 
regards the Executive Directors. This review concluded that it was 
not necessary to make any changes to the existing plan from a 
corporate governance perspective, and highlighted practical and 
commercial advantages to certain key elements. 

Share  options  are  granted  following  a  review  of  staff 
performance and talent profiling by the wider leadership team. 
The Remuneration Committee then approves the overall size of 
the  grant  for  employees  and  sets  the  option  levels  for  the 
Executive  Directors.  Share  options  may  only  be  granted  after 
approval by the Committee and in line with the restrictions set 
out under the Bango share option scheme rules. All options are 
granted at the market price at the date of grant. The Directors 
therefore gain no value from their share options unless Bango 
performs well, and the market price of Bango shares rises. The 
scheme  administered  by  Bango  does  not  provide  for  the 
repricing of options if the share price falls, and no other form of 
compensation is provided for any such loss of value. Indeed, in 
these  circumstances  the  Executive  Directors  not  only  lose  the 
benefit of their options, they are also likely to see a reduction in 
any bonus paid to them if the fall in share price is for reasons 
aligned with any failure to meet their targets. The interests of the 
Directors  are  therefore  aligned  with  those  of  shareholders  to 
deliver sustained, medium to long term growth. 

The number of options awarded to all staff, including Executive 
Directors,  is  directly  related  to  their  expected  contribution  to 
Bango and its future growth. The number of options granted to 
the  Executive  Directors  is  generally  fixed.  The  Directors  are 
therefore not influenced by short-term progress or share price at 
the time of grant.  

Bango grants options at six monthly intervals. This provides an 
ongoing incentive and is designed to retain staff (including the 
Executive Directors) as it provides options at a range of prices – 
as visible from the option grant prices listed within the Directors’ 
report on pages 33-35. It also  mitigates against the danger of 
“underwater”  options  becoming  de-motivating  if  general  stock 
market conditions have adverse effects on Bango share price in 
the shorter term. 

Options, including those of the Executive Directors, vest in equal 
tranches,  quarterly  over  three  years  from  the  date  of  option 
grant.  This  is  in-line  and  competitive  with  standard  practice  in 
global technology companies, Bango’s partners and competitors 
for talent. This also ensures consistency of implementation of the 
scheme  across  Bango,  placing  the  Executive  Directors  on  an 
equal footing with the wider  workforce. The plan rules contain 
certain conditions around the exercise and vesting of options.  

The scheme administered by Bango is an EMI scheme. However, 
the  vast  majority  of  options  held  by  the  Executive  Directors 
(>95%) do not benefit from EMI status. Bango policy is to ensure 
that  those  whose  share  option  grants  are  lower  in  number 
benefit from the tax advantages afforded by the EMI scheme in 
preference to those who receive a higher number. The benefits 
afforded  by  these tax  advantages,  and  therefore  the value  to 
the share options themselves, are subsequently reduced for the 
Executive Directors. 

The  QCA  Remuneration  Committee  Guide  recommends  that 
options  be  “exercisable  after  three  years,  and  subject  to…  (in 

45Non-Executive Directors are not permitted to participate in the 
Bango pension scheme. 

Payments for Loss of Office 
There were no payments made to any previous directors for loss 
of office in 2021 (2020: none). 

Service agreements 
The Executive Directors have service agreements with Bango.net 
Ltd  which  were  refreshed  in  early  2021  to  ensure  continued 
alignment with industry best practices. The agreements include 
non-compete,  non-poaching,  garden  leave  and  confidentiality 
clauses, and mutual three-month notice periods. 

Non–Executive Directors 
The remuneration of the Non-Executive Directors is determined 
by the Executive Directors. Their appointments can be terminated 
on three months’ notice in writing by Bango. 

careful 

Implementation of Remuneration policy in 2022 
After 
the  FIT 
benchmarking from the end of 2020 and the Committee’s own 
experience  and 
the  Remuneration  Committee 
determined that in 2022: 

consideration,  evaluating  both 

resources, 

• The bonus scheme will remain similar to the scheme used in 
2021  with  Revenue  and  adjusted  EBITDA  being  common 
measures for all Executive Directors and making 90% of the 
target  bonus,  the  remaining  10%  being  based  on  personal 
objectives. Minimum targets are set below which the payout 
is  zero.  Maximum  targets  allow  for  overachievement  to  a 
maximum of 150%. In 2022 the target bonus for all Executive 
Directors will remain at 30% of base salary. 

• No change is anticipated to the Exec Chair salary.  The CMO 
and  CFO  salary  will  be  determined  by  the  CEO  in 
accordance  with  the  wider  remuneration  policy  and  taking 
into  account  industry  benchmarks.  The  CEO  salary  will  be 
determined  by  the  Remuneration  Committee  taking  a 
progressive  approach  based  on  achievement  of  several 
objective measures. 

Remuneration committee report 

some  cases)  the  achievement  of  additional  performance 
conditions”.  In  2020  an  investor  proxy  service  recommended  a 
vote against the company accounts at the AGM stating “a lack 
of disclosure on whether the options granted to the Executive 
Directors  during  the  year  are  subject  to  achievement  of 
challenging performance conditions; and the awards granted to 
the Executive Directors during the year feature a vesting period 
of less than three years” as the rationale. Only one institutional 
investor followed this recommendation. The Board considers this 
recommendation  to  be  misjudged  and  not  in  the  interests  of 
Bango or its shareholders for the following reasons:  

• Share Options are granted at the market price; they are not 
Restricted Stock Units. Unlike schemes used by some others, 
Bango options cannot be repriced or adjusted in a static or 
falling market; Directors are only able to benefit from their 
options should the share price increase, aligning their 
interests with those of the wider shareholder base.  

• On  the  basis  options  are  granted  every  six  months,  a 
sustained, long-term increase in share price is the only way 
Directors can achieve tangible benefit from their options.   
• Although  the  vesting  period  is  three  years,  the  practical 
retention  period  is  much  longer  with  only  small  trades  for 
personal  tax  reasons  having  been  executed  over  recent 
years. 

• By avoiding the linkage of short-term performance criteria to 
artificially increase the option allocation value, the Executives 
are  motivated  to  avoid  excessive  risks  and  to  ensure  that 
business decisions are aligned with the mid- and long-term 
business objectives. 

• The number of share options granted to Executive Directors 
is limited when considered alongside comparable companies 
yet form an important element of remuneration; they allow 
Bango  to  attract  and  retain  high  quality  executives  while 
offering fixed compensation at the lower end of the market. 
• The  limited  number  of  share  options  granted  to  Executive 
Directors also mitigates against the Directors benefiting from 
a strong growth in share price due to factors other than their 
own  efforts.  It  also  guards  against  driving  the  wrong 
behaviors  at  Board  level;  only  sustained,  medium-  to  long-
term  growth  in  the  share  price  will  realize  value  from  the 
Directors’ options. 

For the same reasons, and after confirming the support of key 
shareholders, the Executive Directors have recommended that, in 
2022, a share option scheme for Non-Executive Directors should 
be introduced.  

Further details of the option plan and outstanding options as at 
31 December 2021 are given in note 7 to the financial statements. 

Details of the share options and shares held by the Directors of 
Bango are shown in the Directors’ report on page 33. 

Pensions 
Executive  Directors  may  participate  in  the  Bango  defined 
contribution  pension  scheme  or  chose  to  pay  into  their  own 
private  pension  scheme.  For  all  employees  the  pension 
contribution is 5% under auto-enrolment rules. There have been 
no changes to the Bango pension policy in the year and there 
are no unfunded pension contributions in the year. 

46 
 
 
 
 
 
 
 
Remuneration committee report 

Directors’ emoluments 
Details of remuneration in respect of the Directors is as follows: 

31 December 2021 

Wages and 
salaries 

Variable pay 

Pension and other benefits 

Total 

R Anderson 
P Larbey 
A Malhotra 
C Rand*  
M Garner** 
G D’Agostino*** 
F Bury 
N Cruickshank**** 
E Peacock 
M Weldon***** 
L Gansky***** 

$ 
291,792 
316,433 
251,194 
49,991 
195,960 
25,936 
33,479 
33,479 
33,479 
8,901 
8,901 
1,249,545 
* Carolyn Rand resigned as CFO and a Director on 1 March 2021. She remains employed as an advisor to the chair.
** Matthew Garner was appointed as CFO and a Director effective 1 March 2021
*** Gianluca D’Agostino retired as a Director on 31 October 2021
**** Nancy Cruickshank retired as a Director on 31 December 2021
***** Marcus Weldon and Lisa Gansky were appointed as Directors effective 19 October 2021.
During the year P Larbey exercised 10,000 options at a gain of $13,997

$ 
92,652 
100,798 
79,390 
- 
63,634 
- 
- 
- 
- 
- 
- 
336,474 

$ 
2,037 
13,258 
10,887 
13,791 
5,755 
- 
- 
- 
- 
- 
- 
45,728 

$ 
386,481 
430,489 
341,471 
63,782 
265,349 
25,936 
33,479 
33,479 
33,479 
8,901 
8.901 
1,631,747 

31 December 2020 

Wages and 
salaries 

Variable pay 

Pension and other benefits 

Total 

R Anderson 
P Larbey* 
A Malhotra 
C Rand 
G D’Agostino 
F Bury*** 
N Cruickshank 
E Peacock*** 
D Sear** 

$ 
272,668 
272,979 
225,521 
186,927 
28,882 
31,220 
28,882 
31,220 
7,065 
1,085,364 

$ 
102,243 
105,153 
105,569 
34,358 
- 
- 
- 
- 
- 
347,323 

$ 
11,402 
19,708 
10,403 
70,764 
- 
- 
- 
- 
- 
112,277 

$ 
386,313 
397,840 
341,493 
292,049 
28,882 
31,220 
28,882 
31,220 
7,065 
1,544,964 

* Paul Larbey was appointed as an Executive Director on 22 January 2020.
** Non-Executive Director David Sear resigned on 22 January 2020.
*** Frank Bury and Eric Peacock were appointed as Directors on 3 December 2019. The 2020 figure includes payment for the part month served in
December 2019.

Sir Eric Peacock 
Remuneration Committee Chair 

47Independent auditor’s report to the members of Bango PLC 

Opinion 

We have audited the financial statements of Bango PLC (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 
31 December 2021 which comprise the consolidated and company statements of financial position, the consolidated statement of 
comprehensive income, the consolidated and company cash flow statements, the consolidated and company statements of changes 
in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has 
been applied in their preparation is applicable law and UK-adopted International Accounting Standards and, as regards the parent 
company financial statements, as applied in accordance with the provisions of the Companies Act 2006. 

In our opinion:  

• 

• 

• 

• 

the financial statements give a true and fair view of the state of the group’s and of the parent company’s affairs as at 31 
December 2021 and of the group’s profit for the year then ended; 

the  group  financial  statements  have  been  properly  prepared  in  accordance  with  UK-adopted  International  Accounting 
Standards; 

the  parent  company  financial  statements  have  been  properly  prepared  in  accordance  with  UK-adopted  International 
Accounting Standards and as applied in accordance with the Companies Act 2006; and 

the financial statements have been prepared in accordance with the requirements of the Companies Act 2006. 

Basis for opinion 

We  conducted  our  audit  in  accordance  with  International  Standards  on  Auditing  (UK)  (ISAs  (UK))  and  applicable  law.  Our 
responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements 
section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are 
relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed entities and we 
have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have 
obtained is sufficient and appropriate to provide a basis for our opinion. 

Summary of our audit approach 

Key audit matters 

Group 

• Revenue recognition 
• Development cost capitalization 
Parent Company 

• No matters identified 

Materiality 

Group 

•  Overall materiality: $311,000 (2020: $243,000) 
•  Performance materiality: $232,000 (2020: $182,000) 
Parent Company 

•  Overall materiality: £119,000 (2020: £95,000) 
•  Performance materiality: £89,250 (2020: £71,250) 

Scope 

Our audit procedures covered 100% of revenue, 92% of total assets and 97% of 
group loss before tax. 

Key audit matters 

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the group and parent 
company financial statements of the current period and include the most significant assessed risks of material misstatement (whether 
or  not  due  to  fraud)  we  identified,  including  those  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 group and parent company financial statements as a whole, and in forming our opinion thereon, and we do not provide a 
separate opinion on these matters.  

48 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Independent auditor’s report to the members of Bango PLC 

Revenue recognition 

Key audit matter 
description 

How the matter was 
addressed in the audit 

Under International Auditing Standards there is a rebuttable presumed risk of fraud 
that revenue may be misstated due to improper revenue recognition.  
For  the  more  complex  contracts  involving  multiple  services,  there  is  management 
judgement  required  to  determine  the  distinct  performance  obligations  and  in  the 
allocation of consideration to each of these obligations in line with the requirements 
of IFRS 15 “Revenue from Contracts with Customers”.    

We  considered  the  controls  over  the  determination  of  end  user  spend  for  the 
payments  revenue  stream.  In  addition,  we  performed  cut-off  testing  and  other 
substantive  testing  procedures  utilising  data  analytics  software  to  validate  the 
recognition  of  revenue  throughout  the  year  was  in  line  with  contractual 
arrangements.  
We  reviewed  and  challenged  management’s  assessment  of  the  performance 
obligations and the allocation of consideration to the performance obligations for a 
sample  of  contracts  including  the  larger  and  more  complex  non-transactional 
revenue agreements.   The main judgements surrounded whether the performance 
obligations for integration activities and the sale of software licences were distinct or 
connected with other services in the agreements. 
We also  considered  the adequacy  of  the Group’s  revenue  recognition  accounting 
policy as disclosed in note 3.11 and the judgements disclosed in note 3.21. 

Development cost capitalization 

Key audit matter 
description 

How the matter was 
addressed in the audit 

The internal development costs capitalized are disclosed in note 5.3. 
The group incurs expenditure on the development of its software and products which 
are capitalized if certain criteria are met in accordance with IAS 38 “Intangible Assets”. 
We focus on the capitalization of development costs due to the impact on reported 
earnings  and  the  judgements  involved  in  assessing  whether  the IAS  38  criteria  for 
capitalization have been met. 

We  confirmed  our  understanding  of  management’s  basis 
for  capitalizing 
development costs, updated our understanding of key existing and new projects and 
determined whether the costs had been appropriately capitalized in accordance with 
IAS 38.  
Our  procedures  included  an  assessment  over  the  appropriateness  of  any 
management  judgements  including  the  future  expected  economic  benefit  of 
capitalized projects and substantive testing of the costs capitalized. We also assessed 
the reasonableness of the amortization policies in place and potential impairment.  
We  also  considered  the  adequacy  of  the  Group’s  research  and  development 
accounting policy as disclosed in note 3.5 and the judgements disclosed in note 3.21. 

49 
Independent auditor’s report to the members of Bango PLC 

Our application of materiality 

When establishing our overall audit strategy, we set certain thresholds which help us to determine the nature, timing and extent of 
our audit procedures. When evaluating whether the effects of misstatements, both individually and on the financial statements as a 
whole, could reasonably influence the economic decisions of the users we take into account the qualitative nature and the size of 
the misstatements. Based on our professional judgement, we determined materiality as follows: 

Group 

Parent company 

Overall materiality 

$311,000 (2020: $243,000) 

£119,000 (2020: £95,000) 

Basis for determining overall 
materiality 

2% of transactional payments and 
data monetization revenues 

0.2% of net assets 

Rationale for benchmark 
applied 

This key performance is focused upon 
by the investors as a measure of the 
level of growth achieved by the group 

Net assets was chosen as the entity is 
a non-trading holding company 

Performance materiality 

$232,400 (2020: $182,000) 

£89,200 (2020: £71,250) 

Basis for determining 
performance materiality 

75% of overall materiality 

75% of overall materiality 

Reporting of misstatements to 
the Audit Committee 

Misstatements in excess of $15,500 and 
misstatements  below  that  threshold 
that,  in  our  view,  warranted  reporting 
on qualitative grounds.  

Misstatements in excess of £5,950 and 
misstatements  below  that  threshold 
that,  in  our  view,  warranted  reporting 
on qualitative grounds.  

An overview of the scope of our audit 

The group consists of 15 components, mainly operating from the United Kingdom, but located in the United States, Japan, Spain, 
Brazil, Nigeria, the Republic of Ireland and Canada. In addition, the group has a 40% share in a group of companies operated in the 
United Kingdom and Italy which is equity accounted for as an associate. 

The coverage achieved by our audit procedures was: 

Full scope audit 

Specific audit procedures on 
associate 

Total 

Number of 
components 

Revenue 

Total assets 

Loss before tax 

2 

- 

2 

100% 

- 

100% 

79% 

13% 

92% 

51% 

46% 

97% 

Analytical procedures at group level were performed for the remaining 13 components.  

Conclusions relating to going concern 
In  auditing  the  financial  statements,  we  have  concluded  that  the  directors’  use  of  the  going  concern  basis  of  accounting  in  the 
preparation  of  the  financial  statements  is  appropriate.  Our  evaluation  of  the  directors’  assessment  of  the  group’s  and  parent 
company’s ability to continue to adopt the going concern basis of accounting included: 

• 
• 
• 
• 

understanding how the cash flow forecasts for the going concern period had been prepared and the assumptions adopted; 
testing of the integrity of the forecast model to ensure it was operating as expected; 
challenging the key assumptions within the forecast with agreement to supporting data where possible; 
review and consideration of the appropriateness of the sensitivity analysis performed by management and available actions 
should performance be behind expectations. 

50 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Independent auditor’s report to the members of Bango PLC 

In forming our assessment of going concern we note the strength of the group balance sheet including there being no external bank 
borrowings and cash of $8.7m. In considering the levels of cash and expected costs there would be required to be a considerable 
loss of revenue before going concern became uncertain.  

Based  on  the  work  we  have  performed,  we  have  not  identified  any  material  uncertainties  relating  to  events  or  conditions  that, 
individually or collectively, may cast significant doubt on the group’s or the parent company’s ability to continue as a going concern 
for a period of at least twelve months from when the financial 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. 

Other information 
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s 
report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial 
statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express 
any form of assurance conclusion thereon.  

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent 
with the financial statements or our knowledge obtained in the 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 financial 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. 

Opinions on other matters prescribed by the Companies Act 2006 
In our opinion, based on the work undertaken in the course of the audit: 

•

•

the  information  given  in  the  Strategic  Report  and  the  Directors’  Report  for  the  financial  year  for  which  the  financial
statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception 
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course 
of the audit, we have not identified material misstatements in the Strategic Report or the Directors’ Report. 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to 
you if, in our opinion: 

•

•
•
•

adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been
received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.

Responsibilities of directors 
As explained more fully in the directors’ responsibilities statement set out on pages 34 to 35, the directors are responsible for the 
preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as 
the directors  determine  is  necessary  to  enable  the preparation  of  financial  statements  that  are free  from  material  misstatement, 
whether due to fraud or error. 

In preparing the financial  statements, the directors are responsible for assessing the 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 the parent company or to cease operations, or have no realistic 
alternative but to do so. 

Auditor’s responsibilities for the audit of the financial statements 
Our  objectives  are  to  obtain  reasonable  assurance  about  whether  the  financial  statements  as  a  whole  are  free  from  material 
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a 

51 
Independent auditor’s report to the members of Bango PLC

high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material 
misstatement  when  it  exists.  Misstatements  can  arise  from  fraud  or  error  and  are  considered  material  if,  individually  or  in  the 
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial 
statements. 

The extent to which the audit was considered capable of detecting irregularities, including fraud 
Irregularities  are  instances  of  non-compliance  with  laws  and  regulations.    The  objectives  of  our  audit  are  to  obtain  sufficient 
appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material 
amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with 
other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified 
or suspected non-compliance with laws and regulations identified during the audit.   

In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements 
due to fraud, to obtain sufficient appropriate audit evidence  regarding the assessed risks of material misstatement due to fraud 
through designing and implementing appropriate responses  and to respond appropriately  to fraud or suspected fraud identified 
during the audit.   

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that  the 
entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of 
fraud. 

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the group audit engagement 
team:  

•

•

•

obtained an understanding of the nature of the industry and sector, including the legal and regulatory frameworks that the
group and parent company operate in and how the group and parent company are complying with the legal and regulatory
frameworks;
inquired of management, and those charged with governance, about their own identification and assessment of the risks
of irregularities, including any known actual, suspected or alleged instances of fraud;
discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of
how and where the financial statements may be susceptible to fraud.

The most significant laws and regulations were determined as follows: 

Legislation / 
Regulation 

Additional audit procedures performed by the Group audit engagement team 
included:  

UK-adopted IAS and 
Companies Act 2006 

Review of the financial statement disclosures and testing to supporting documentation; 
Completion of disclosure checklists to identify areas of non-compliance. 

Tax compliance 
regulations 

GDPR 

Inspection of advice received from external tax advisors 
Audit of the calculation of the research and development tax credit to ensure suitably 
supported and in line with regulation. 

ISAs limit the required audit procedures to identify non-compliance with these laws and 
regulations  to  inquiry  of  management  and  where  appropriate,  those  charged  with 
governance. 

The areas that we identified as being susceptible to material misstatement due to fraud were: 

Risk 

  Audit procedures performed by the audit engagement team: 

Revenue recognition 

See  key  audit  matters  above.  In  addition,  we  reviewed  journals  for  appropriateness 
using financial data analytics software. 

Management 
override of controls 

Testing the appropriateness of journal entries and other adjustments; 
Assessing whether the judgements made in making accounting estimates are indicative 
of a potential bias; and 
Evaluating  the  business  rationale  of  any  significant  transactions  that  are  unusual  or 
outside the normal course of business. 

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s 
website at: http://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report. 

52 
Independent auditor’s report to the members of Bango PLC 

Use of our report 
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 
2006.  Our audit work has been undertaken so that we might state to the company’s members those matters we are required to 
state to them in an auditor’s report and for no other purpose.  To the fullest extent permitted by law, we do not accept or assume 
responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for 
the opinions we have formed. 

NEIL STEPHENSON (Senior Statutory Auditor) 
For and on behalf of RSM UK Audit LLP, Statutory Auditor 
Chartered Accountants 
Second Floor 
North Wing East 
126-130 Hills Road
Cambridge
CB2 1RE
7 March 2022

53 
Consolidated statement of financial position 
As at 31 December 2021 

ASSETS 
Non-current assets 
Property, plant and equipment 
Right of use assets 
Intangible assets 
Investments accounted for using the equity method 

Current assets 
Trade and other receivables 
Research and development tax credits 
Short-term investments 
Cash and cash equivalents 

Total assets 

Note 

5.1 
5.2 
5.3 
16 

6 

19 

EQUITY 
Capital and reserves attributable to equity holders of the parent company 
Share capital 
Share premium account 
Merger reserve 
Share based payment reserve 
Foreign exchange reserve 
Accumulated losses 

7 

Total equity 

LIABILITIES 
Current liabilities 
Trade and other payables 
Lease liabilities 

Non-current liabilities 
Lease liabilities 
Deferred tax liability 

Total liabilities 

Total equity and liabilities 

8 
5.2 

5.2 
14 

31 Dec 2021 

31 Dec 
2020 

1 Jan 2020 

$ ‘000 

$ ‘000 

$ ‘000 

242 
83 
18,645 
5,630 

155 
179 
16,490 
7,771 

375 
1,235 
16,188 
- 

24,600 

24,595 

17,798 

7,099 
778 
945 
8,706 

4,367 
-
-
7,958 

3,434 
792
-
3,565 

17,528 

12,325 

7,791 

42,128 

36,920 

25,589 

24,392 
62,057 
2,886 
3,635 
2,109 
(58,265) 

24,033 
60,173 
2,886 
3,306 
2,323 
(59,804) 

23,028 
56,575 
2,886 
6,005 
721 
(69,714) 

36,814 

32,917 

19,501 

5,209 
56 

5,265 

49 
-

49 

2,552 
100 

2,652 

102 
1,249

1,351 

4,538 
401 

4,939 

992 
157 

1,149 

5,314 

4,003 

6,088 

42,128 

36,920 

25,589 

These financial statements were approved and authorized for issue by the Directors on 7 March 2022 and are signed on their 
behalf by: 

M Garner 
Director 

Company registration number 05386079 
The notes on pages 58 to 82 are an integral part of these consolidated financial statement

54Consolidated statement of comprehensive income 
For the year ended 31 December 2021 

Continuing operations 
Revenue 
Cost of sales 
Gross profit 

Administrative expenses 
Adjusted EBITDA 

Share based payments 
Depreciation 
Amortization  
Operating profit 

Interest payable 
Interest income 
Share of net loss of associates accounted for using the equity method 

(Loss) / profit before taxation from continuing operations 

Income tax   

Profit from continuing operations  

Profit from discontinued operations  

Profit for the financial year (attributable to equity holders of the company) 

Other comprehensive Income 
Items that may be reclassified to profit or loss 
Foreign exchange on consolidation 
Foreign exchange realized on discontinued operations 

Profit and total comprehensive income for the financial year 

Earnings per share attributable to the equity holders of the parent 
Basic earnings per share 
From continuing operations 
From continuing and discontinued operations 

Diluted earnings per share 
From continuing operations 
From continuing and discontinued operations 

Note 

4 

11 
5 
5.3 

13 
13 
16 

10.

14 

15 

17 

17 

2021 
$ ‘000 

2020 
 $ ‘000 

20,704 
(1,231) 
19,473 

(18,928) 
6,178 

(1,547) 
(224)
(3,862) 
545 

(10)
11 
(2,081) 

(1,535)

1,977

442 

-

442 

(214)
- 

228 

0.58c 
0.58c 

0.57c 
0.57c 

15,743 
(447) 
15,296 

(13,715) 
5,989 

(1,055) 
(434)
(2,919)
1,581 

(34)
- 
(677) 

870 

151 

1,021 

4,909

5,930 

1,558
44

7,532 

1.40c 
8.09c 

1.37c 
7.97c 

The notes on pages 58 to 82 are an integral part of these consolidated financial statements. 

55Consolidated cashflow statement 
For the year ended 31 December 2021 

Net cash generated from operating activities 

Cash flows used by investing activities 
Purchases of property, plant and equipment 
Expenditure on capitalized development costs and intangible assets 
Acquisition of other intangibles 
Short-term investments 
Purchase of remaining shares in Audiens 
Net cash expended on disposal of subsidiary 
Interest received 
Net cash used in investing activities 

Cash flows generated from financing activities 
Proceeds from issuance of ordinary shares 
Interest payments 
Interest payments on finance lease obligations 
Capital repayments of finance lease obligations 
Net cash generated from financing activities 

Net increase in cash and cash equivalents  

Cash and cash equivalents at beginning of year 
Exchange differences on cash and cash equivalents 

Note 

18 

19  . 

2021 
$ ‘000 

2020 
$ ‘000 

6,001 

4,649 

(209)
(5,102) 
(1,048) 
(945) 
-
-
11 
(7,293) 

2,243 
(7) 
(3)
(97)
2,136 

844 

7,958 
(96)

(109)
(2,478) 
- 
- 
(1,352)
(462)
-
(4,401) 

4,603 
- 
(34)
(318)
4,251 

4,499 

3,565 
(106)

Cash and cash equivalents at end of year 

8,706 

7,958 

Cash and cash equivalents 
Lease liabilities 

Net cash at end of year 

Cash and cash equivalents 
Lease liabilities 

At 1 
January 
2021 
$ ‘000 

7,958 
(202)

7,756 

At 1 
January 
2020 
$ ‘000 
3,565 
(1,394) 

Cash flow 

$ ‘000 

844 
100

944 

Other 
non-cash 
movements 
$ ‘000 

-
(3)

(3)

Exchange 

$ ‘000 

(96)
-

(96)

Cash flow  Other non-
cash 
movements 
$ ‘000 
-
840 

$ ‘000 
4,499 
352 

Exchange 

$ ‘000 
(106)
-

At 31 
December 
2021 
$ ‘000 

8,706 
(105) 

8,601 

At 31 
December 
2020 
$ ‘000 
7,958 
(202)

Net cash at end of year 

2,171 

4,851 

840 

(106)

7,756

Other non-cash movements include new leases, disposals of leases and interest on leases. 

The notes on pages 58 to 82 are an integral part of these consolidated financial statements.

56 
 
Consolidated statement of changes in equity (restated)* 
For the year ended 31 December 2021 

Share capital 

Share premium 
account 

Merger reserve 

$ ‘000 

24,033 

- 

- 

359 

359 

- 
- 

- 

- 

$ ‘000 

60,173 

- 

- 

1,884 

1,884 

- 
- 

- 

- 

$ ‘000 

2,886 

- 

- 

- 

-

- 
- 

- 

- 

Share-based 
payment 
reserve 
$ ‘000 

Foreign 
exchange 
reserve 
$ ‘000 

Retained 
earnings 

Total 

$ ‘000 

$ ‘000 

3,306 

1,547 

(1,097) 

- 

450

- 
(121)

- 

(121)

2,323 

(59,804) 

32,917 

- 

-

- 

-

-
121

(335) 

(214)

- 

1,547 

1,097

- 

1,097

442
- 

- 

442 

- 

2,243 

3,790 

442 
- 

(335) 

107 

24,392 

62,057 

2,886 

3,635 

2,109 

(58,265) 

36,814 

Share capital 

Share premium 
account 

Merger reserve 

$ ‘000 

23,028 

- 

- 

874 
131 

$ ‘000 

56,575 

- 

- 

3,094 
504 

1,005 

3,598 

- 
- 

- 

- 

- 

- 
- 

- 

- 

- 

$ ‘000 

2,886 

- 

- 

- 
- 

-

- 
- 

- 

- 

- 

Share-based 
payment 
reserve 
$ ‘000 

Foreign 
exchange 
reserve 
$ ‘000 

Retained 
earnings 

Total 

$ ‘000 

$ ‘000 

6,005 

1,055 

(3,980) 

- 
- 

(2,925)

- 
- 

226 

- 

226 

721 

(69,714) 

- 

-

- 
- 

-

-
44 

(226) 

1,784 

1,602 

- 

3,980

- 
- 

3,980

5,930
-

- 

-

5,930 

19,501 

1,055 

- 

3,968 
635 

5,658 

5,930 
44

- 

1,784

7,758 

24,033 

60,173 

2,886 

3,306 

2,323 

(59,804) 

32,917 

Balance at 1 January 
2021 
Share based 
payments 
Transfer for exercised  
options 
Exercise of share 
options and warrants 
Transactions with 
owners 
Profit for the year 
Foreign exchange 
translation 
Foreign exchange on 
consolidation 
Total comprehensive 
income for the year 
Balance at 31 
December 2021 

Balance at 1 January 
2020 
Share based 
payments 
Transfer for exercised 
options 
Issue of new shares 
Exercise of share 
options 

Transactions with 
owners 
Profit for the year 
Foreign exchange 
realized on 
discontinued 
operations 
Foreign exchange 
translation 
Foreign exchange on 
consolidation 
Total comprehensive 
income for the year 
Balance at 31 
December 2020 

* See note 2.1 for additional details

The notes on pages 58 to 82 are an integral part of these consolidated financial statements. 

57Notes to the financial statements

1 General information 
Bango  PLC  (“the  Company”)  was  incorporated  on  8  March 
2005 in the United Kingdom. Bango PLC is domiciled in the 
United Kingdom. The address of the registered office of the 
Company, which is also its principal place of business, is given 
on page 32. Bango PLC’s shares are listed on the Alternative 
Investment Market of the London Stock Exchange ("AIM"). 

The  principal  activity  of  Bango  during  the  year  was  the 
development, marketing and sale of technology that enables 
the marketing and sale of products. 

The financial statements for the year ended 31 December 2021 
(including the comparatives for the year ended 31 December 
2020) were approved by the Board of Directors on 7 March 
2022.  

2 Basis of preparation 
The  Group  financial  statements,  which  consolidate  those  of 
Bango  PLC  and  all  of  its  subsidiaries,  have  been  prepared 
under  the historical  cost  convention  and  under  the  basis  of 
going concern.  

Bango  has  prepared  its  Report  and  accounts  for  the  year 
ended  31  December  2021,  in  accordance  with  UK-adopted 
International  Accounting  Standards  in  conformity  with  the 
requirements  of  the  Companies  Act  2006  (“IFRS”).  IFRS 
requires the use of certain critical accounting estimates. It also 
requires management to exercise its judgement in the process 
of applying the Group’s and Company’s accounting policies. 
The areas involving a high degree of judgement or complexity, 
or areas where assumptions and estimates are significant to 
the  consolidated  financial  statements  are  disclosed  in  note 
3.21. 

These financial statements are presented in US Dollars (USD), 
the presentation currency of Bango PLC Group. The Group’s 
functional  currency  is  GBP  Sterling.  The  directors  have 
reviewed the functional currency of the group in light of the 
change in presentational currency and are comfortable that 
their assessment of GBP remains appropriate for the Group's 
functional currency. 

2.1 Changes in presentation currency 
The Group’s presentation currency has changed in the year 
from Pound Sterling (‘Sterling’) to US Dollars (‘USD’), this is on 
the basis that an increasing proportion of the Group global 
customer  transactions  are  in  US  Dollars  or  USD  linked 
currencies.  We  consider  that  this  change  will  give  investors 
and other key stakeholders a clearer understanding of Bango 
PLC’s performance over time.  

Following  this  change  in  accounting  policy  the  impact  was 
applied  retrospectively  and  thus  the  comparatives  in  the 
consolidated financial statements were restated in US Dollars, 
as required by IAS 8. The procedures used for this restatement 
were formed based on the requirements of IAS 21 and were 
as follows: 

•

Share  capital,  share  premiums  and  other  reserves  are
translated  at  historic  rates  prevailing  at  the  dates  of
transactions. Transactions up until December 2019 were
translated at the average rate for each financial period,
this approach is considered appropriate by the directors
on  the  basis  that  there  were  a  high  volume  of
alternations to share capital and share premium spread
across each previous period.

• Other assets and liabilities are translated into US Dollars

•

•

•

at closing rates of exchange.
Trading  results  are  translated  into  US  Dollars  at  the
average  rate for the financial period.
For differences resulting from the assets and the results
for  the  period  have  been  presented  in  the  foreign
exchange  reserve,  a  component  within  shareholders’
equity.
The  foreign  exchange  reserve  was  set  to  zero  as  of  1
January 2006, the initial consolidated period of account.
Cumulative  currency 
translation  adjustments  are
presented as if the Group had used US Dollars as the
presentation  currency  of  its  consolidated  financial
statements since that date.

2.2 Going concern 
Bango had cash of $8.7M at 31 December 2021 (31 December 
2020: $8.0M) and financing debt of $0.1M (31 December 2020: 
$0.2M).  Bango  also  has  $0.9M  available  in  a  short-term 
deposit account. Bango grew its EUS and revenue in 2021 in 
line with prior year trends, and generated cash in 2021, mainly 
due  to  the  stable  cost  basis  of  the  platform.  The  Board 
believes,  based  on  regular  cashflows,  that  there  is  sufficient 
cash and resources to support both planned investments to 
grow sales, and to develop new products. For this reason, the 
going  concern  basis  has  continued  to  be  adopted  in  the 
preparation of the financial statements. 

3 Principal accounting policies 
The principal  accounting  policies  applied  in  the preparation 
of these consolidated financial statements are set out below.  

3.1 Basis of consolidation 
On 9 June 2005 Bango PLC acquired the entire issued share 
capital  of  Bango.net  Limited  by  way  of  a  share  for  share 
exchange.  As  the  shareholders  were  the  same  before  and 
after this transaction, the share for share exchange qualifies 
as a common control transaction and fell outside of the scope 
of IFRS 3, Business Combinations.  

No goodwill has been recorded and the difference between 
the  parent  company's  cost  of  investment  and  Bango.net 
Limited's share capital and share premium is presented as a 
merger reserve within equity on consolidation.  

incorporate 

The  consolidated 
the 
financial  statements 
financial statements of Bango PLC and all entities controlled 
by it after eliminating internal transactions. Control is achieved 
where the Group has the power to govern the financial and 
operating  policies  of  a  Group  undertaking  so  as  to  obtain 
economic benefits from its activities. Subsidiary undertakings’ 
results are adjusted, where appropriate, to conform to Group 
accounting policies.  

3.2 Changes in ownership interest 
Following a loss of control, the subsidiary’s net assets including 
any goodwill will be disposed from the group’s accounts. The 
gain  on  disposal  is  determined  by  offsetting  the  net  assets 
against  the  fair  value  of  consideration  and  assets  received. 
The fair value required significant judgements and estimates 
of intangible assets retained within the group. In addition, any 
amounts  previously  recognized  in  other  comprehensive 
income in respect of the former subsidiary are reclassified to 
the income statement. The results of the subsidiary to the date 
of disposal and the profit or loss on the disposal are shown in 
discontinued activities. 

58Notes to the financial statements

3.3 Associates 
Associates are all entities over which the group has significant 
influence but not control or joint control. This is generally the 
case  where  the  group  holds  between  20%  and  50%  of  the 
voting rights of an entity. Investments in associates are initially 
recognized  at  cost  and  thereafter  accounted  for  using  the 
equity method of accounting. 

Under  the  equity  method  of  accounting,  the  investment  is 
adjusted from its initial cost with the group’s share of the post-
acquisition changes to shareholders funds from the associate 
entity  and  recognized  in  the  consolidated  statement  of 
financial position. In addition, the group’s share of the post-
acquisition  profit  or  losses  are  recognized  in  the  income 
statement with any movement in the associate entity’s other 
comprehensive 
the  group’s  other 
reported 
comprehensive income. Dividends received or receivable from 
associates are also adjusted against the carrying amount of 
the investment. 

income 

in 

Where  the  group’s  share  of  losses  in  an  equity-accounted 
investment equals or exceeds its interest in the entity, including 
any  other  unsecured  long-term  receivables,  the  group  does 
not recognize further losses, unless it has incurred obligations 
or made payments on behalf of the other entity. 

The  carrying  amount  of  equity-accounted  investments  are 
tested for impairment annually or when events would indicate 
that it might be impaired. Impairment charges are deducted 
from the carrying value and recognized immediately in profit 
or loss. 

3.4 Property, plant and equipment 
Property, plant and equipment are stated at historical cost less 
accumulated  depreciation.  Residual  values  and  useful 
economic 
lives  are  assessed  annually.  Depreciation  is 
provided  to  write  off  the  cost  of  all  property,  plant  and 
equipment to its residual value on a straight-line basis over its 
expected useful economic lives, which are as follows: 

Leasehold improvements 

20% straight-line 

Office equipment 

20% straight-line 

Computer equipment 

33.3% straight-line 

3.5 Intangible assets 
Intangible assets are measured initially at historical cost and 
are amortized on a straight-line basis over the expected useful 
economic lives: 

Domain names 

3 years straight-line 

Internal development 

5 – 7 years straight-line 

Intellectual property 

5 – 7 years straight-line 

3.5.1 Goodwill 
Goodwill is the difference between the amount by which the 
fair value of the cost of a business combination exceeds the 
fair  value  of  net  assets  acquired.  Goodwill  is  not  amortized 
and is stated at cost less any accumulated impairment losses. 
The goodwill is tested for impairment annually or when events 
would indicate that it might be impaired. Impairment charges 
are  deducted  from  the  carrying  value  and  recognized 
immediately in profit or  loss. For the purpose of impairment 
testing, goodwill is allocated to the trade and assets acquired. 
An impairment loss recognized for goodwill is not reversed in 

a subsequent period. 

3.5.2 Acquisition related intangible assets 
Net  assets  acquired  as  part  of  a  business  combination 
includes  an  assessment  of  the  fair  value  of  separately 
identifiable acquisition related intangible assets, in addition to 
other  assets  and  contingent  liabilities  purchased.  These  are 
amortized  over  their  useful  lives  which  are  individually 
assessed.  The  estimated  useful  economic  life  for  customer 
contracts  and  relationships  is  5  years  and  for  acquired 
software is 7 years. Assets related to data access acquired are 
recognized and amortized over 5 years. 

3.5.3 Research and development 
Expenditure on research activities is recognized as an expense 
in  the period  in  which  it  is  incurred.  An  internally-generated 
intangible asset arising from Bango's development activities is 
recognized only if all of the following conditions are met: 
•

Completion of the intangible asset is technically feasible
so that it will be available for use or sale.
Bango intends to complete the intangible asset and use
or sell it.
Bango has the ability to use or sell the intangible asset.
The  intangible  asset  will  generate  probable  future
economic  benefits.  Among  other  things,  this  requires
that there is a market for the output from the intangible
asset  or  for  the  intangible  asset  itself,  or,  if  it  is  to  be
used internally, the asset will be used in generating such
benefits.
There  are  adequate  technical,  financial  and  other
resources  to  complete  the  development  and  to  use  or
sell the intangible asset.
The  expenditure  attributable  to  the  intangible  asset
during its development can be measured reliably.

•

•
•

•

•

Internally-generated  intangible  assets  are  amortized  on  a 
straight-line basis over their useful economic lives. Where no 
internally-generated  intangible  asset  can  be  recognized, 
development expenditure is recognized as an expense in the 
period in which it is incurred. 

The cost of an internally generated intangible asset comprises 
all directly attributable costs necessary to create, produce and 
prepare the intangible asset to be capable of operating in the 
manner intended by management. Directly attributable costs 
comprise  employee  salary  and  other  employment  costs 
incurred, on a time apportioned basis, as well as a proportion 
of attributable overhead costs. Development costs previously 
recognized  as  an  expense  are  not  included  in  the  amount 
recognized as an asset. Until completion of the project, these 
assets  are  subject  to  impairment  testing  only.  Amortization 
commences upon completion of the asset and is shown within 
administrative  expenses  in  the  statement  of  comprehensive 
income.   

3.6 Impairment of non-current assets 
At each statement of financial position date, Bango reviews 
the  carrying  amounts  of  its  non-current  assets  for  any 
indication that those assets have suffered an impairment loss. 
If any  such  indication  exists,  the recoverable  amount  of the 
asset  is  estimated  in  order  to  determine  the  extent  of  the 
impairment loss, if any. The recoverable amount is the higher 
of  the  fair  value  less  costs  to  sell  and  value  in  use.  Until 
completion  of  the  development  project,  when  amortization 
will be charged on the intangible asset, the assets are subject 
to an annual impairment test. 

59Notes to the financial statements

3.7 Current financial assets 
a) Cash and cash equivalents
Cash and cash equivalents comprise cash in hand and bank
deposits available on demand, together with other short term
highly liquid investments.

b) Short-term investments
Short-term  investments  relate  to  funds  placed  in  deposit
accounts  with  financial  institutions  with  a  notice  period  of
between 3 to 12 months.

c) Trade and other receivables
Trade  and  other  receivables  are  recognized  initially  at  fair
value and subsequently at amortized cost using the effective
interest  rate  and  are  measured  subsequent  to  initial
recognition net of any provision for impairment.  Any change
in their value through impairment or reversal of impairment is
recognized in profit or loss.

The group has applied the simplified approach to measuring 
expected  credit  losses,  which  uses  a  lifetime  expected  loss 
allowance.  To  measure  the  expected  credit  losses,  trade 
receivables have been grouped based on days overdue. The 
expected loss rate against certain balances is adjusted where 
there are specific indicators that the trade receivable is either 
irrecoverable  or  the  risk  of  loss  is  high.  Indicators  include, 
amongst  others,  the  failure  of  a  debtor  to  engage  in  a 
repayment  plan  with  the  group  or  a  failure  to  make 
contractual payments for a period greater than 120 days past 
due. 

3.8 Trade and other payables 
Trade and other payables are initially measured at fair value, 
and are subsequently measured at amortized cost, using the 
effective interest rate method. 

3.9 Income taxes 
Current  income  tax  liabilities  comprise  those  obligations  to 
fiscal  authorities  relating  to  the  current  or  prior  reporting 
period, that are unpaid at the statement of financial position 
date. They are calculated according to the tax rates and tax 
laws  applicable  to  the  fiscal  periods  to  which  they  relate, 
based on the taxable profit for the year. All changes to current 
tax assets or liabilities are recognized as a component of tax 
expense in the income statement, except where it relates to 
items recognized outside profit or loss. 

involves 

Deferred  income  taxes  are  calculated  using  the  liability 
method  on 
the 
temporary  differences.  This 
comparison of the carrying amounts of assets and liabilities in 
the consolidated financial statements with their respective tax 
bases. In addition, tax losses available to be carried forward 
as  well  as  other  income  tax  credits  are  assessed  for 
recognition as deferred tax assets. However, deferred tax is 
not provided on the initial recognition of goodwill, nor on the 
initial  recognition  of  an  asset  or  liability  unless  the  related 
transaction  is  a  business  combination  or  affects  tax  or 
accounting  profit.  Deferred  tax  on  temporary  differences 
associated with shares in subsidiaries and joint ventures is not 
provided  if  reversal  of  these  temporary  differences  can  be 
controlled by Bango and it is probable that reversal will not 
occur  in  the  foreseeable  future.  In  addition,  tax  losses 
available to be carried forward as well as other income tax 
credits to Bango are assessed for recognition as deferred tax 
assets.  

Deferred tax liabilities are always provided for in full. Deferred 
tax assets are recognized to the extent that it is probable that 

the underlying deductible temporary differences will be able 
to be offset against future taxable income. Deferred tax assets 
and liabilities are calculated, without discounting, at tax rates 
that  are  expected  to  apply  to  their  respective  period  of 
realization,  provided  they  are  enacted  or  substantively 
enacted at the statement of financial position date. 

Deferred tax is recognized as a component of tax expense in 
the  income  statement,  except  where  it  relates  to  items 
charged or credited directly to other comprehensive income, 
when  it  is  recognized  in  other  comprehensive  income. 
Deferred tax relating to items recognized directly in equity is 
recognized directly in equity. 

3.10 Leases 
Leases  are  recognized  as  a  right  of  use  asset  with  a 
corresponding liability at the net present value at the date on 
which  the  asset  is  available  for  use  by  the  group.  Lease 
liabilities include the net present value of the remaining lease 
payments;  fixed  and  variable  payments  less  any  incentive; 
and  residual  amounts  and  purchase  or  extended  options 
where it’s reasonably certain to exercise the option. The lease 
payments  are  discounted  using  the  lessee’s  incremental 
borrowing rate if the interest rate implicit in the lease cannot 
be readily determined.  

Right of use assets are measured at cost to include the lease 
liability,  direct  and  restoration  cost  and  are  generally 
depreciated over the shorter of the asset’s useful life and the 
lease term on a straight-line basis.  

Payments associated with short term leases of equipment and 
vehicles and all leases of low value assets are recognized on 
a straight-line basis as an expense in the profit and loss. 

3.11 Revenue recognition 
Revenue  is  measured  by  reference  to  the  fair  value  of 
consideration  receivable  by  Bango  for  services  provided, 
excluding  taxes.  Although  Bango has  a  single  segment,  the 
process  of  ensuring  compliance  with  IFRS  15  requires  the 
company  to  analyze  revenues  generated  based  on  specific 
categories and activities. There are four recognized categories 
in Bango.  
1.

Payment  transactions  processed  by  the  Bango
Platform; (Transactional)
The data monetization business; (Transactional)
Establishing  connectivity  and  connections 
customers  connected 
transactional)
Licence  fees  for  the  use  of  the  software.  (Non-
transactional)

the  platform; 

for
(Non-

to 

2.
3.

4.

3.11.1 Revenue linked to Payment activity 
Bango  payment  revenue  is  contractually  determined  as  the 
fee  from  every  transaction  processed  through  the  Bango 
Platform or as a fee based on the value of the transaction or 
a  fixed  fee  per  transaction  or  connection.  The  revenue  is 
recognized  on  the  basis  of  completion  of  performance 
obligations, which for EUS revenue is to ensure that the Bango 
Platform is always available and that payments are enabled 
to  take  place  and  be  accounted  for  between  payment 
providers and sellers of goods. 

3.11.2 Revenue linked to non-transactional services: 
Bango earns  revenue  from  payment  transactions  processed 
by the Bango Platform, from platform and software licenses 
and  from  the  data  insights  sold  as  Bango  Audiences  in 
Marketplace. Revenue, such as integration fees, is recognized 

60Notes to the financial statements

on  completion  of  contractual  milestones  and  after 
consideration  of  the  requirements  of  IFRS  15  (Revenue  from 
Contracts  with  Customers).  Where  Bango  charges  for  an 
integration blueprint from which the customer can benefit on 
any  platform,  revenue  is  recognized  when  this  is  provided 
otherwise it is recognised over the period of access. 

3.11.3 Data monetization 
Revenue from data monetization consists of fees charged for 
making  data  useable  by  merchants  or  other  advertisers  in 
digital marketing campaigns. 

The transaction price for data monetization is clearly defined 
in  contracts  and  is  either  a  one  off  or  monthly  fee.  The 
performance obligations are to supply specified segments of 
data. 

is 

recognized  at  point  of  supply 

for  data 
Revenue 
monetization  or  for  subscription  services  on  a  straight-line 
basis over the period of access to data.  

3.11.4 Revenue activity from the sale of perpetual licenses 
Revenue from the sale of perpetual software  licenses where 
no customization of the software is required is recognized at 
a  point  in  time  once  the  license  has  been  delivered  to  the 
customer  and  the  customer  can  obtain  benefit  from  the 
license.  

3.12 Employee benefits 
All  accumulating  employee-compensated absences  that  are 
unused  at  the  statement  of  financial  position  date  are 
recognized as a liability. 

Payments to defined contribution retirement benefit schemes 
are charged as an expense in the period to which they relate. 

3.13 Share-based payment transactions 
Bango  issues  equity  settled  share-based  compensation  to 
certain employees (including Directors). Equity settled share-
based  payments  are  measured  at  fair  value  at  the  date  of 
grant.  The  fair  value  determined  at  the  grant  date  of  the 
equity-settled  share-based  payment  is  expensed  on  a 
straight-line  basis  over  the  vesting  period,  together  with  a 
corresponding increase in equity, based upon the estimate of 
the  shares  that  will  eventually  vest.  These  estimates  are 
subsequently revised if there is any indication that the number 
of  options  expected  to  vest  differs  from  previous  estimates. 
Any  cumulative  adjustment  prior  to  vesting  is  recognized  in 
the  current  period.  No  adjustment  is  made  to  any  expense 
recognized in prior periods. 

Fair value is measured by an external valuer using the Black-
Scholes  option  pricing  model.  The  expected  life  used  in  the 
model  has  been  adjusted,  based  on  management’s  best 
estimate,  for  the  effects  of  non-transferability,  exercise 
restrictions  and  behavioral  considerations.  No  adjustment  is 
made  for  performance  conditions  as  these  do  not  form  a 
condition of the option agreement. 
On the exercise of share options, an amount equal to the fair 
value of the option at the date it was granted is transferred 
from  the  share-based  payments  reserve  into  retained 
earnings. 

Where the company grants options over its own shares to the 
employees  of  its  subsidiaries  it  recognizes,  in  its  individual 
financial statements, an increase in the cost of investment in 
its  subsidiaries  equivalent  to  the  equity-settled  share-based 
payment  charge  recognized  in  its  consolidated  financial 

statements  with  the  corresponding  credit  being  recognized 
directly in equity. 

3.14 Foreign currencies 

3.14.1 Functional Currency 
The functional currency of the Group is Sterling. 

Monetary  assets  and  liabilities  in  foreign  currencies  are 
translated into sterling at the rates of exchange prevailing at 
the  statement  of  financial  position  date.  Transactions  in 
foreign  currencies  are  translated  into  sterling  at  the  rate  of 
exchange prevailing at the date of the transaction. Exchange 
gains  and 
the 
revaluation of monetary assets and liabilities of the Company, 
are included in the profit or loss for the period. 

those  resulting 

including 

losses, 

from 

Subsidiaries have adopted a functional currency  in line with 
the local currency in the countries where they are registered 
except those based in Spain, Brazil and Nigeria who have a 
functional  currency  of  Sterling.  Exchange  differences  arising 
from the translation  of foreign operations are recognized in 
other  comprehensive  income  and  accumulated  in  foreign 
exchange reserve within equity. 

3.14.2 Presentational Currency 
The presentation currency of the Group is US Dollars (“USD”). 
Assets and liabilities are translated into USD at closing rates 
of exchange for the period. Trading results are converted into 
USD  at  the  average  exchange  rate  for  the  period.  Any 
subsequent differences are included in the foreign exchange 
reserve.  Share  Capital  and  Premium  are  stated  at  the 
historical values using prevailing exchange rates at the time 
of the transaction.  

3.14.3 Derivative Financial Instruments 
The  Group  undertakes  trading  activities  which  expose  it  to 
risks  of  changes  in  foreign  currency  exchange  rates  in  the 
market. The Group uses foreign exchange forward contracts 
to  manage  some  of  these  exposures.  These  derivatives  are 
initially  recognized  at  fair  value  at  the  date  a  derivative 
contract is entered into and are subsequently remeasured to 
fair  value at  each  reporting  end  date.  The resulting  gain  or 
loss is recognized in profit or loss. A derivative with a positive 
fair  value  is  recognized  as  a  financial  asset,  whereas  a 
derivative  with  a  negative  fair  value  is  recognized  as  a 
financial  liability.  Foreign  exchange  forward  contracts  are 
measured using quoted forward exchange rates to match the 
maturities of these contracts. 

As the Group transacts in multiple currencies, the Group partly 
mitigates  the foreign  exchange  exposure  by  matching  sales 
and cost in the same currency where possible. 

3.15 Segment reporting 
Following the disposal of Bango Deep business in 2020, the 
directors  consider  that  the  group  has  a  single  business 
segment, being the monetization of the Bango Platform.  All 
group  operations  and  research  and  development  activity  is 
managed  centrally.    This  is  consistent  with  the  information 
reviewed  by  the  Chief  Operating  Decision  Maker  (CODM) 
which is considered to be the Board of Directors.  

3.16 Financial instruments 
Bango uses a simplified approach in accounting for trade and 

61Notes to the financial statements

other receivables and records  the loss allowance as lifetime 
expected  credit  losses.  These  are  the  expected  shortfalls  in 
contractual  cash  flows,  considering  the potential  for  default 
at any point during the life of the financial instrument. Bango 
uses its historical experience and forward-looking information 
to calculate the expected credit losses. 

Where  the  contractual  obligations  of  financial  instruments 
(including  share  capital)  are  equivalent  to  a  similar  debt 
instrument, those financial instruments are classed as financial 
liabilities.  Financial  liabilities  (including  trade  and  other 
payables  and  lease  liabilities)  are  presented  as  such  in  the 
statement  of  financial  position.  Finance  costs  and  gains  or 
losses  relating  to  financial  liabilities  are included  in  profit or 
loss. Finance costs are calculated so as to produce a constant 
rate of return on the outstanding liability. 

Where the contractual terms of share capital do not have any 
terms meeting the definition of a financial liability then this is 
classed as an equity instrument.  

Dividends and distributions relating to equity instruments are 
debited  direct  to  equity.  Interest  income  and  expenses  are 
reported  on  an  accrual  basis  using  the  effective  interest 
method. 

3.17 Share capital and reserves 
Share capital 
Ordinary  shares  are  classified  as  equity.  Equity  instruments 
issued by Bango PLC are recorded at the proceeds received, 
net of direct issue costs. 

Share premium account 
Share premium represents the  excess over nominal value of 
the fair value of consideration received for equity shares, net 
of expenses of the share issue. 

Merger reserve 
The merger reserve represents the difference between Bango 
PLC’s cost of investment and a subsidiary’s share capital and 
share premium where  a  group  reorganization  qualifies  as  a 
common  control  transaction  and  the  excess  over  nominal 
value for equity shares issued as part of a business acquisition 
where at least 90% of the entity is acquired. 

Share-based payment reserve 
The  share-based  payment  reserve  represents  equity-settled 
share-based  employee  remuneration  recognized  over  the 
vesting period and the initial present value of warrants issued 
over equity shares. 

Foreign exchange reserve 
The 
translation 
reserve 
foreign  exchange 
differences  arising  from  the  translation  of  the  Bango 
subsidiaries  financial  statements  which  are  held  in  local 
currency  into  the  consolidated  Bango  accounts  which  is 
reported in USD. This reserve only arises at consolidation. 

represents 

Retained earnings 
Retained earnings include all current and prior period retained 
profits. 

3.18 Exceptional items 
If  incurred,  exceptional  items  are  those  significant  one-off 
items which are disclosed by virtue of their size of incidence 
to enable a full understanding of the financial performance. 

3.19 Standards and interpretations not yet applied by the 
Group 
For  the  purposes  of  the  preparation  of  these  consolidated 
financial statements, the Group has applied all standards and 
interpretations  that  are  effective  for  accounting  periods 
beginning on or after 1 January 2021. There was no significant 
impact of new standards and interpretations adopted in the 
year.  No  new  standards,  amendments  or  interpretations  to 
existing  standards  that  have  been  published  and  that  are 
mandatory for the Group’s accounting periods beginning on 
or after 1 January 2022, or later periods, have been adopted 
early.  The  new  standards  and  interpretations  are  not 
expected  to  have  any  significant  impact  on  the  financial 
statements when applied.  

3.20 Related party transactions 
Bango’s  related  parties  include  its  Directors  and  key 
management  personnel  and  associate  companies.  Unless 
otherwise stated, none of the transactions incorporate special 
terms  and  conditions  and  no  guarantees  were  given  or 
received. Outstanding balances are settled in cash.  

The only transactions with Directors are noted in the Directors 
remuneration note in the accounts, see note 12.  

3.21 Significant accounting estimates and judgements  
Revenue recognition 
The  main  judgements  taken  by  management  relate  to  the 
more complex customer contracts which have more than one 
performance obligation.   

Judgement  is  required  to  determine  if  these  performance 
obligations are distinct.  For the year ended 31 December 2021, 
the directors reviewed certain new software licence sales and 
integration services and determined they were distinct as the 
customer  could  separately  benefit  from  these  services  and 
licenses. In addition, they assessed contract modifications to 
ensure  they  were  appropriately  treated  in  line  with  the 
requirements of IFRS 15. 

In  addition,  judgement  is  required  in  the  allocation  of  total 
the  performance 
contract  consideration 
obligations.  The directors accepted the price negotiated at 
arms-length between unrelated parties represented the fairest 
means to allocate price for a product that is not comparable 
on the market. 

to  each  of 

Deferred tax 
A deferred tax asset is recognized where Bango considers it 
probable that a tax credit will be received in the future. This 
specifically  applies  to  tax  losses  and  to  outstanding  vested 
share options at the statement of financial position date. No 
deferred  tax  asset  has  been  recognized  as  at  31  December 
2021. With increased platform  usage,  new contracts leading 
to 
the 
revenues,  management  will 
appropriateness of the current policy to determine if changes 
are required due to the utilization of some of the losses in the 
next few years.  

increased 

review 

Judgement  is  also  required  in  determining  the  tax  base  of 
acquired intangible assets and hence whether a deferred tax 
provision is required on their acquisition.  See note 14. 

Development costs 
Judgement is applied when deciding whether the recognition 
requirements for development costs have been met, based on 
the  information  available  at  each  statement  of  financial 
position  date.  The  economic  success  of  any  product 

62Notes to the financial statements

development is uncertain at the time of recognition as it may 
be  subject  to  future  technical  problems  and  therefore 
impairment  reviews  are  completed  for  each  project  on  the 
statement  of  financial  position  date.  The  carrying  value  of 
capitalized development costs is $9.8M (2020: $7.4M).  

No projects are considered to be impaired based on expected 
future revenues. 

Acquisition accounting 
Acquired assets are accounted for in accordance with IFRS 3 
Business Combinations following a detailed review of the fair 
value  of  the  assets  by  an  independent  third  party.  The 
business  separates  out  the  underlying  assets  which  include 
software, customer relationships and trade names based on 
the  attributable  values  that  can  be  apportioned  directly  to 
them, and the remaining difference in the value is shown as 
goodwill.  The  acquired  assets  are  amortized  over  a  five  to 
seven  year  period,  goodwill  is  not  amortized.  All  acquired 
assets  not  subject  to  amortization  are  tested  annually  for 

impairment. 

The  Group  acquired  proprietary  software  related  to  the 
disposal of the NewDeep Limited group. The main judgement 
involved  the  valuation  of  the  software  and  also  the  initial 
valuation of the associate. See note 15. 

No  impairment  is  recognized  based  on  current  estimates  of 
future revenue streams expected to be derived from acquired 
assets. 

Impairment of goodwill 
The Group tests goodwill for impairment on an annual basis 
in line with the accounting policy noted above. This involves 
judgement regarding the future development of the business 
and the estimation of the level of future growth, cash flows 
and  an  appropriate  discount  rate  to  support  the  carrying 
value of goodwill. 

63Notes to the financial statements

4 Revenue 

(a) Revenue analysis

Revenue by product: 

Payments - transactional & data monetization 
Payments non-transactional (licensing of software, platform & 
technology), and integration 

 2021 
$ ‘000 
15,684 
5,020 

 2020 
$ ‘000 
12,056 
3,687 

20,704 

15,743 

Most income is currently recognized at a point in time rather than over time. Bango believes that any further breakdown could reveal 
commercially sensitive information. 

(b) Geographical analysis

Bango’s revenue from external customers is divided into the following geographical areas. 

United Kingdom (country of domicile) 
EU 
USA and Canada 
Rest of the World 

 2021 
$ ‘000 
948 
2,213 
4,428 
13,115 

20,704 

 2020 
$ ‘000 
1,137 
479 
2,720 
11,407 

15,743 

All turnover is spread over many territories, of which $6.7M comes from two partners in the Rest of the World and $2.6M comes from 
a partner in USA and Canada. (2020: $1.8M from the partner in the USA and Canada, $6.9M from two partners in the Rest of the 
World). 

Bango’s non-current assets are divided into the following geographical areas. 

United Kingdom (country of domicile) 

Non-current assets are allocated based on their physical location. 

2021 
$ ‘000 
24,600 

 2020 
$ ‘000 
24,595 

24,600 

24,595 

64Total 

$ ‘000 

2,942 
209 
(366) 
(33) 

2,752 

2,787 
128 
(365) 
(40) 

2,510 

Total 

$ ‘000 

3,175 
109 
(276)
(99)
(62)
95 

2,489 
191 
(2) 
(30) 

2,648 

2,350 
120 
(1) 
(36) 

2,433 

2,391 
96 
(5)
(7)
(62) 
76 

215 

242 

Notes to the financial statements

5 Non-current assets 

5.1 Property, plant and equipment 

Leasehold 
improvements 
$ ‘000 

Office 
 equipment 
$ ‘000 

Computer 
equipment 
$ ‘000 

Cost 
At 1 January 2021 
Additions 
Disposals 
FX Revaluation 

At 31 December 2021 

Depreciation 
At 1 January 2021 
Charge for the year 
Disposals 
FX Revaluation 

At 31 December 2021 

Net book value at 31 December 2021 

366 
- 
(364) 
(2) 

-

366 
- 
(364) 
(2) 

- 

- 

87 
18 
- 
(1) 

104

71 
8 
- 
(2) 

77 

27 

Leasehold 
improvements 
$ ‘000 

Office 
 equipment 
$ ‘000 

Computer 
equipment 
$ ‘000 

Cost 
At 1 January 2020 
Additions     
Disposals 
Disposals of subsidiary 
Transfer to leases 
FX Revaluation 

At 31 December 2020 

Depreciation 
At 1 January 2020 
Charge for the year 
Disposals 
Disposals of subsidiary 
Transfer to leases 
FX Revaluation 

At 31 December 2020 

Net book value at 31 December 2020 

Net book value at 1 January 2020 

384 
12 
(19)
(21)
-
10 

366 

360 
7 
(7)
(4)
-
10 

366 

- 

24 

400 
1 
(252)
(71)
-
9

87 

264 
23 
(207)
(19)
-
10

2,489 

2,942 

2,176 
110 
(4)
(3)
(11) 
82 

2,800 
140 
(218)
(26)
(11) 
102 

71 

2,350 

2,787 

16 

136 

139 

215 

155 

375 

65Notes to the financial statements

5.2 Leases 

Right of use assets 

Building 
Computer equipment 
Others 

Lease liabilities 
Current 
Non-current 

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

1 Jan 2020 
$ ‘000 

- 
83 
- 

83 

56 
49 

105 

- 
179 
- 

179 

100 
102 

202 

1,057 
167 
11 

1,235 

401 
992 

1,393 

During the year Bango Plc acquired and recognized nil (2020: $131,000) as a right of use assets. The incremental borrowing rate for 
existing leases is 5%. 

Amounts recognized in profit or loss 

Depreciation charge on right of use assets 

Building 
Computer equipment 
Others 

Interest expense (included in finance cost) 

Expense relating to leases of low-value assets and short-term leases (included in 
administrative expenses) 

2021 
$’000 

2020 
$’000 

- 
96 
- 

96 

3 

234 

122 
161 
11 

294 

34 

19 

The total cash outflow for right of use asset leases in the year was $0.1M (2020: $0.31M). 

The company leases equipment with varying terms ranging from 12 months to 3 years. The Westbrook Centre, Cambridge lease was 
terminated in September 2020. During the year the company entered into a short-term building lease which commenced in August 
2021 for less than 12 months at a cost of $0.27M which term expires in June 2022.  

66Notes to the financial statements

5.3 Intangible assets 

Cost 
At 1 January 2021 
Additions 
FX revaluation 

At 31 December 2021 

Amortization 
At 1 January 2021 
Charge for the year 
FX Revaluation 
At 31 December 2021 
NBV at  
31 December 2021 

Domain 
names 

Internal 
development 

Acquired 
Intangible
s (Other) 

Acquired 
intangibles 
(Software) 
$ ‘000 

Acquired 
intangibles 
(Contracts) 
$ ‘000 

 Acquired 
intangibles 
(Brand) 
$ ‘000 

$ ‘000 

78 
26 
(1)

103 

48 
14 
(1)
61 

42 

$ ‘000 

18,659 
5,076 
(186)

-
1,048 
-

9,177
- 
(89)

23,549 

1,048 

9,088 

11,307 
2,531 
(132)
13,706 

9,843 

-
140 
-
140 

908 

1,738
1,128
(10)
2,856 

6,232 

698 
- 
- 

698 

652 
46 
- 
698 

- 

59 
- 
- 

59 

56 
3 
- 
59 

- 

Domain 
Names  

Internal 
development 

Cost 
At 1 January 2020 
Additions 
Disposal of subsidiary 
FX revaluation 
At 31 December 2020 

Amortization 
At 1 January 2020 
Charge for the year 
Disposal of subsidiary 
FX revaluation 
At 31 December 2020 
NBV at 31 December 
2020 
NBV at  
1 January 2020 

$ ‘000 

43 
33 
-
2 
78 

43 
3 
-
2 
48 

30 

-

$ ‘000 

18,586 
2,445 
(2,436)
64
18,659 

9,607 
1,804 
(106)
2
11,307 

7,352 

8,979

Acquired 
intangible
s (Other) 
$ ‘000 

Acquired 
intangibles 
(Software) 
$ ‘000 

Acquired 
intangibles 
(Contracts) 
$ ‘000 

Acquired 
intangibles 
(Brand) 
$ ‘000 

-
-
-
-
-

-
-
-
- 
-

-

-

3,446
6,623
(1,292)
400
9,177

1,276
960
(501)
3
1,738

7,439

2,170

698 
- 
-
-
698 

512 
140 
-
-
652 

46 

186 

163 
- 
(104)
-
59 

63 
12 
(19)
-
56 

3 

Goodwill 

Total 

$ ‘000 

$ ‘000 

1,620 
- 
- 

30,291 
6,150 
(276) 

1,620 

36,165 

-
-
- 
-

13,801
3,862
(143)
17,520

1,620 

18,645 

Goodwill 

Total 

$ ‘000 

$ ‘000 

 4,753 
- 
(3,133) 
- 
1,620 

27,689 
9,101 
(6,965) 
466 
30,291 

-
-
-
- 
-

11,501
2,919
(626)
7
13,801

1,620 

16,490 

100 

4,753 

16,188 

Amortization is shown within administrative expenses in the income statement. Bango regularly reviews its intangible assets to ensure 
that they are not impaired through periodic impairment testing in line with IAS 36. Assets are reviewed separately in relation to the 
revenue that will be generated from them as a discreet product. They are therefore separately assessed for signs of impairment using 
a discounted cash flow with a 20% pre-tax discount rate (20% in prior year) and using the latest available financial forecasts. No 
projects had any indication of impairment. 

Goodwill is reviewed annually for signs of impairment. Goodwill relates to the acquisition of BillToMobile Inc, $1.62m in May 2016. The 
goodwill related to Audiens SRL acquired in 2018 for $ 2.5m has been treated as a disposal following a share issue by Bango Deep 
Limited which resulted in NHN Corp owning 60% of the share capital (see note 16). 

The underlying assets related to the outstanding goodwill has been classified as a single cash-generating unit (CGU) which has been 
reviewed for any sign of impairment. The recoverable amount of the CGU was determined based on the value-in-use calculations 
which required the use of certain assumptions. The calculations used cash flow projections based on financial budgets approved by 
the Board for the current financial year with an additional projection to cover a 7 year period.   

The following assumptions have been used in reviewing the goodwill for signs of impairment: 

Assumed a revenue and cost growth of 2.5% (2020: 2.5%) annually from 2022

1.
2. Current margins will remain the same in future years

67Notes to the financial statements

Pre-tax discount rate of 20% (2020: 20%) has been applied

3.
4. Major customers will continue the on-going business relationship. The customers have continued to increase business with

Bango in the past few years

5. Annual capital expenditure will remain at $50,000 (2020: $50,000) each year
6. Assumed a terminal growth rate of 3% (2020: 3%)

If Bango lost the business of a key customer  which resulted in a revenue collapse in excess of 50% over the forecast period, the 
group may be required to recognize an impairment. There is no other reasonable possible change to either costs or interest rates in 
the key assumptions that would result in an impairment. 

6 Trade and other receivables 

Trade receivables 
Expected credit loss of trade receivables 
Net trade receivables 

Other receivables 
Prepayments and accrued income 

Total 

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

1 Jan 2020 
$ ‘000 

4,847 
(30) 
4,817 

189 
2,093 

7,099 

2,799 
(37) 
2,762 

265 
1,340 

4,367 

2,078 
(74) 
2,004 

226 
1,204 

3,434 

At 31 December 2021, some of the unimpaired trade receivables are past their due date. The age of financial assets past due but not 
impaired is as follows:  

Not more than one month 
One to two months 
Three to twelve months 
More than twelve months 

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

31 Dec 2019 
$ ‘000 

383 
68 
69 
5 

525 

354 
89 
75 
- 

518 

398 
272 
157 
4 

831 

Trade and other receivables are usually due within 30-60 days and do not bear any effective interest rate. Trade receivables from 
digital  merchants  consist  of  numerous  accounts  with  no  significant  individual  balances.  Allowance  for  expected  credit  losses  is 
provided for. 

As at 31 December 2021 

Expected credit loss rate 
Gross carrying amount 
Lifetime expected credit loss 

Current 
$ ‘000 
0.5% 
383 
2 

One to three 
months 
$ ‘000 
0.5% 
68 
- 

Three to twelve 
months 
$ ‘000 
2.5% 
69 
2 

Over 
twelve 
months 
$ ‘000 
8.5% 
5 
1 

Total 
$ ‘000 

525 
5 

Receivables not yet due of $4,322,000 are expected to have an immaterial credit loss rate. 

The fair value of these financial assets is not individually determined as the carrying amount is a reasonable approximation of fair 
value. There is no material difference between fair value and book value. Of the expected credit loss of $30,000, a specific provision 
of $25,000 (2020: $34,000) has been recognized for a debt due from a client. The balance of $5,000 is the lifetime expected credit 
loss. 

68Notes to the financial statements

As at 31 December 2020 

Expected credit loss rate 
Gross carrying amount 
Lifetime expected credit loss 

Current 
$ ‘000 
0.5% 
354 
1 

One to three 
months 
$ ‘000 
0.5% 
89 
- 

Three to twelve 
months 
$ ‘000 
1.5% 
75 
2 

Over 
twelve 
months 
$ ‘000 
5% 
0 
-

Total 
$ ‘000 

518 
3

Receivables not yet due of $2,281,000 are expected to have an immaterial credit loss rate. 

The fair value of these financial assets is not individually determined as the carrying amount is a reasonable approximation  of fair 
value. There is no material difference between fair value and book value. Of the expected credit loss of $37,000, a specific provision 
of $34,000 has been recognized for a debt due from a client. The balance of $3,000 is the lifetime expected credit loss. 

A reconciliation of allowance for expected credit losses for trade receivables is provided below: 

Brought forward provision 
Charge for the year 
Utilized 
Released 

Carry forward provision 

7 Share capital and employee share options 

Allotted, called up and fully paid: 
Ordinary shares of 20p each in Bango PLC 

As at 31 December 2019 

Issue of new share 
Exercise of share options 
As at 31 December 2020 

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

37 
17 
(24) 
- 

30 

No 

70,685,742 

3,515,500 
510,026 
74,711,268 

74 
34 
(66) 
(5) 

37 

$ ‘000 

23,028 

874 
131 
24,033 

Exercise of share options and warrants 

1,302,391 

359 

As at 31 December 2021 

76,013,659 

24,392 

During the year 1,027,360 share options and 230,025 warrants were exercised at exercise prices between 43 pence and 208 pence 
and a par value of 20 pence per share. The total proceeds were $2,243,555 of which $359,155 was recognized as share capital and 
$1,884,400 as share premium.  

On 23 January 2018, Bango issued to the vendors of Audiens 738,399 warrants over new Bango shares, exercisable at a price of 
$2.43  (£1.80) each, which  will  lapse  after  10  years.  During  the  year  230,025  warrants  were  exercised  whilst  508,374  remained 
outstanding as at 31 December 2021.    

The  Group  issues  share  options  to  Directors  and  to  employees  under  either  an  HM  Revenue  and  Customs  approved  Enterprise 
Management  Incentive  (EMI)  scheme  or  an  unapproved  scheme.  Employees  resident  overseas  are  eligible  to  participate  in  the 
unapproved scheme.  

The grant price for share options is equal to the average quoted market price of the company shares on the date of grant. Options 
do not fully vest for three years. The options lapse if share options remain unexercised after a period of ten years from the date of 
grant.  Employees  leaving the Group may receive a waiver from the Board for a defined period during which they may exercise 
options that had vested by their leaving date. 

69Notes to the financial statements

Movements in the number of share options outstanding and their related weighted average exercise prices are as follows: 

Outstanding at 1 January 
Granted 
Lapsed 
Exercised 

Outstanding at 31 December 

Exercisable at 1 January 

Average 
exercise price 
per share 
p 
132 
205 
160 
112 

156 

132 

31 Dec 2021 
Options 

5,411,056 
1,801,750 
(465,220) 
(1,027,360) 

5,720,226 

3,399,940 

Average 
exercise price 
per share 
p 
129 
130 
131 
98 

132 

129 

31 Dec 2020 
Options 

4,645,617 
1,542,000 
(266,535) 
(510,026) 

5,411,056 

3,288,161 

The weighted average share price at date of options exercised during the year was 156.04 pence (2020: 131.78 pence). No options 
expired during the periods covered above. 

The range of principal Group assumptions applied in determining the fair value of share-based payment related options during the 
year under review are: 

Assumptions affecting inputs to fair value models 

2021 

2020 

Risk free rate of return (%) 
Expected life of options (years) 
Number of options issued during the year 
Forfeiture rate (%)  
Fair value of options (pence) 
Weighted average share price at grant date (pence) 
Volatility of share price (%) 

0.34 – 0.39 
5 
1,803,750 
13.5 
101 - 105 
205 
50 – 60 

(0.11) – 0.54 
5 
1,542,000 
13.5 
0.46 – 0.77 
130 
60 

The expected price volatility has been based on the historic volatility adjusted for any expected future change in volatility due to 
publicly available information. 

70Notes to the financial statements

At 31 December 2021, Bango PLC had the following outstanding options and exercise prices: 

Average 
exercise 
price per share 
Pence 
- 
- 
142.50 
166.50 
232.00 
218.50 
126.00 
136.00 
101.00 
106.00 
88.50 
43.00 
89.00 
114.50 
255.00 
173.00 
156.50 
173.00 
90.00 
92.50 
137.50 
128.50 
67.50 
121.50 
172.00 
208.00 
201.50 

2021 
2021 
2022 
2022 
2023 
2023 
2023 
2024 
2024 
2025 
2025 
2026 
2026 
2027 
2027 
2028 
2028 
2028 
2029 
2029 
2029 
2029 
2030 
2030 
2030 
2031 
2031 

Options 

Number 
- 
- 
10,500 
19,000 
44,500 
10,000 
20,000 
26,000 
32,540 
65,998 
106,830 
156,912 
176,244 
184,076 
277,000 
251,198 
140,780 
100,000 
60,000 
558,187 
303,575 
138,330 
277,240 
314,486 
663,574 
886,256 
897,000 

31 Dec 2021 
Remaining 
Contractual 

Average 
exercise 
Life  price per share 
Pence 
82.50 
82.00 
142.50 
166.50 
232.00 
218.50 
126.00 
136.00 
101.00 
106.00 
88.50 
43.00 
89.00 
114.50 
255.00 
173.00 
156.50 
173.00 
90.00 
92.50 
137.50 
128.50 
67.50 
121.50 
172.00 
- 
- 

Months 
- 
- 
3 
9 
15 
15 
21 
27 
34 
39 
45 
51 
57 
63 
69 
75 
81 
81 
85 
87 
93 
94 
99 
100 
105 
111 
117 

Options 

Number 
6,250 
8,875 
15,322 
30,323 
54,000 
10,000 
54,000 
36,000 
71,040 
101,248 
119,030 
292,412 
221,074 
284,751 
371,000 
396,533 
253,914 
150,000 
100,000 
736,528 
446,828 
150,000 
386,428 
392,000 
723,500 
- 
- 

31 Dec 2020 
Remaining 
Contractual 
Life 
Months 
2 
8 
15 
21 
27 
27 
33 
39 
46 
51 
57 
63 
69 
75 
81 
87 
93 
93 
97 
99 
105 
106 
112 
113 
117 
- 
- 

5,720,226 

92 

5,411,056 

91 

Expiry date 
17 March 
9 September 
23 March 
20 September 
26 March 
02 April 
04 October 
01 April 
22 October 
16 March 
18 September 
16 March 
21 September 
21 March 
22 September 
14 March 
19 September 
21 September 
03 January 
27 March 
18 September 
1 October 
18 March 
7 April 
17 September 
17 March 
8 September 

Total 

Options are granted to employees and expire 10 years after the grant date. 

8  Trade and other payables 

Trade payables 
Social security and other taxes 
Other creditors 
Put and call option 
Accruals and deferred income  

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

1 Jan 2020 
$ ‘000 

1,646 
599 
643 
- 
2,321 

5,209 

863 
493 
- 
- 
1,196 

1,743 
343 
- 
1,313 
1,139 

2,552 

4,538 

Trade and other payables are due within one year and are non-interest bearing. There is no material difference between book 
value and fair value.  

71Notes to the financial statements

9  Expenses by nature 

Employee benefit expense after capitalization of staff costs 
Depreciation and  amortization  
Other expenses 

Analyzed as: 
Administrative expenses 
Share based payments 
Depreciation 
Amortization  

10 Profit / (loss) before taxation  

Profit / (loss) before taxation is stated after charging / (crediting): 

Auditor's remuneration: 
Fees payable to the Company’s auditor for the audit of the financial statements  
Fees payable to the Group’s auditors for other services: audit of Group’s subsidiaries 

Exchange rate variances 

Depreciation on property, plant and equipment – owned assets 
Depreciation on property, plant and equipment – right of use assets 
Amortization of intangible assets  

11 Employee benefit expense 

The average number of staff employed by Bango during the financial year amounted to: 

Admin & marketing staff 
Technical & support staff 

The gross payroll costs of the above were: 

Wages and salaries 
Social security costs 
Other pension costs 
Share based remuneration 

2021 
$ ‘000 

8,347 
4,086 
6,495 

18,928 

13,295 
1,547 
224 
3,862 

18,928 

2021 
$ ‘000 

8 
140 

272 

96 
128 
3,862 

 2021 
No 

22 
66 

88 

 2021 
$ ‘000 
8,874 
875 
339 
1,547 
11,635 

 2020 
$ ‘000 

6,952 
3,353 
3,410 

13,715 

9,307 
1,055 
434 
2,919 

13,715 

2020 
$ ‘000 

8 
109 

297 

121 
313 
2,919 

 2020 
No 

21 
57 

78 

2020 
$ ‘000 
7,010 
665 
271 
1,055 
9,001 

Included in the above payroll costs is $3,288,000 (31 December 2020: $2,049,000) capitalized within internal development (note 5.3). 
The outstanding pension contributions on 31 December 2021 which was payable in January 2022 was $31,000 (2020: $25,000). 

72Notes to the financial statements

The Directors have identified seventeen (31 December 2020: fifteen) key management personnel. The key management comprise of 
the directors and functional leads of key departments who constitute the leadership team. Compensation to key management is set 
out below: 

Wages and salaries 
Employers national insurance 
Other pension costs 
Share based compensation 

12  Directors  

Remuneration in respect of Directors was as follows: 

Emoluments 

2021 
$ ‘000 
2,563 
294 
79 
643 

3,579 

2021 
$ ‘000 

1,632 

2020 
$ ‘000 
1,921 
253 
120 
493 

2,787 

2020 
$ ‘000 

1,545 

Further details can be found in the Remuneration Committee Report on page 47. The highest paid Director received total salary of 
$417,231 (2020: $378,132), pension contributions of $13,258 (2020: $19,708), and share based compensation of $144,000 (2020: $75,000). 

The number of Directors who accrued benefits under pension schemes was five (2020: four). 

The total share based compensation for Directors was $468,000 (2020: $245,000). 

For details of Directors options please see the Directors and their interest section of the Directors’ report. 

13  Interest income and interest payable 

Bank interest receivable 

Interest on lease liabilities 
Interest payable 

2021 
$ ‘000 
11 

2021 
$ ‘000 
3 
7 
10 

 2020 
$ ‘000 
- 

 2020 
$ ‘000 
34 
- 
34 

73Notes to the financial statements

14  Taxation 

UK taxation 
R&D tax credits receivable 
Under recognition of prior year credit 
Foreign taxation 
Under recognition of prior year R&D credit 
Tax paid overseas 

Total current tax 
Original and reversal of timing differences  
Over provision in respect of prior year deferred tax 

Income tax expense is attributable to: 

 Continuing operations 
 Discontinued operations 
Loss on ordinary activities before taxation 

  2021 
$ ‘000 

(697) 
(69) 

-
12 

(754)
-
(1,223) 

(1,977) 

(1,977) 
-
(1,977) 

2020 
$ ‘000 

- 
(32) 

(53)
1

(84)
(123)
- 

(207) 

(151) 
(56)
(207) 

The over provision of deferred tax relates to the reversal of deferred tax recognized in relation to the acquisition of software 
following the disposal of the Bango Deep group as the amortization of this asset is now considered to be tax allowable and 
therefore the tax base of the assets acquired have been revised.  

Income tax expense for the year differs from the standard rate of taxation as follows: 

(Loss) / profit from continuing operations 
(Loss) / profit from discontinued operations 
(Loss) / profit on ordinary activities before taxation 

(Loss) / profit on ordinary activities multiplied by standard rate of tax of 19% (2020: 19%) 
Effect of: 
Expenses not deductible for tax purposes 
Non-taxable profit on disposal of discontinued activities  
Enhanced R&D relief 
Losses not recognized 
Movements in deferred tax not recognized 
Adjustments in relation to prior years 

Total tax  

2021 
$ ‘000 
(1,535) 
-
(1,535) 

(292)

478 
-
(664)
(207) 
- 
(1,292) 

(1,977) 

2020 
$ ‘000 
870 
4,823
5,693 

1,082

560
(1,182)
(526)
- 
(51) 
(90) 

(207) 

At 31 December 2021, the unutilized tax losses carried forward amounted to $47.6 million (at 31 December 2020: $46.5m). 

Deferred tax assets/ (liabilities): 

Provided 
31 Dec 
2021 
$000 

Provided 
      31 Dec 
2020 
$’000 

Provided  Unrecognized 
      1 Jan 
2020 
$’000 

31 Dec 2021 
$000 

   Unrecognized 

   Unrecognized 

31 Dec 2020 
$000 

1 Jan 2020 
$000 

Share option deduction 
Tax losses 
Short term timing differences 
Accelerated capital allowances and capitalized 
development costs 

- 
2,056 
21 

- 
1,224 
(11)

- 
882 
-

(2,077) 

(2,462) 

(1,039) 

68 
9,899 
- 

- 

- 

(1,249) 

(157)

9,967

120 
7,645 
- 

- 

7,765 

45 
6,453 
- 

- 

6,498 

All  unrecognized  deferred  tax  balances  relate  to  the  UK.  No  deferred  tax  asset  has  been  recognized  in  respect  of  the  above 
temporary differences due to the unpredictability of future taxable trading profits. The UK corporation tax rate increase to 25% from 
1 April 2023 has been substantively enacted at the year end so amounts which will unwind after this date have been measured at 
25% (2020: 19%).  

74Notes to the financial statements

The following is an analysis of the movement of the deferred tax liabilities recognized by the Group: 

Opening balance at 1 January  
Recognized in the consolidated income statement – continuing 
operations  
Recognized in the consolidated income statement – discontinued 
operations 
Exchange translation adjustment  

Closing balance at 31 December 

15 Discontinued operations 

2021 
$ ‘000 

(1,249) 
1,223 

-

26 

-

2020 
$ ‘000 

(157) 
141 

(1,265)

32 

(1,249)

Control of Bango Deep Limited changed on 6 April 2020, following a share issue by New Deep Limited (formerly Bango Deep Limited) 
which resulted in NHN Corp owning 60% of the share capital. The New Deep Limited group including its subsidiaries Audiens Srl and 
Audiens Limited is reported in the current period as a disposal within discontinued operations. Bango Plc still retains a 40% interest 
in the New Deep Limited group and has accounted for the New Deep Limited group as an associate using the equity method of 
accounting.    

75Notes to the financial statements

15.1 Financial performance and cash flow information of the associate 

Financial performance and cash flow information presented are for the period ended 6 April 2020 

  6 April 2021 
$ ‘000 

   6 April 2020 
$ ‘000 

Revenue 

Expenses 
Depreciation & amortization 
Exceptional items – transactional costs 
Profit on sale of the subsidiary (Note 15.3) 
Profit before tax 

Taxation 
Profit after tax from discontinued operation 

Exchange differences on translation of discontinued operation 
Profit from discontinued activities  

Cash movements from discontinued activities 

Net cash inflow from operating activities 
Net cash flow from investing activities 
Net cash flow from financing activities 

Net increase in cash generated by the subsidiary 

15.2 Details of the disposal of the subsidiary 

The carrying amount of assets and liabilities as at the date of sale on 6 April 2020 were: 

184 

(216)
(122)
(770)
4,847 
3,923 

42 
3,965 

(33) 
3,932 

Intangibles, property, plant and equipment 
Goodwill 
Trade receivables, cash & other debtors 
Research and development tax credits 
Total assets 

Trade and other payables 
Deferred tax liability 
Total liabilities 

Net assets 

15.3 Profit on the sale of the subsidiary 

Fair valuation of 40% investment in associate   
Acquired intangible assets – proprietary software retained in group 

Carrying amount of net assets (note 15.2) 

Deferred tax on acquired intangible assets 

Profit on sale of subsidiary 

236 

(277)
(119)
(965)
5,948 
4,823 

56 
4,879 

30 
4,909 

420 
(111) 
(4) 

305 

 2020 
$ ‘000 

3,659 
3,133 
1,191 
230 
8,213 

1,025 
140 
1,165 

7,048 

2020 
$ ‘000 

7,644 
6,623 

(7,048) 

(1,271) 

5,948 

76Notes to the financial statements

16 Interest in associates 

Opening balance as at 1 January  
Addition – fair value of interest retained in the Bango Deep group 
Share of operating losses 
Foreign exchange movements 

Closing balance as at 31 December 

2021 
$ ‘000 

7,771 
-
(2,081) 
(60)

5,630 

2020 
$ ‘000 

- 
7,644
(677)
804

7,771 

Name of entity 

Place of business 

% of ownership interest 
in 2020 and 2021 

Nature of relationship  Measurement method 

NewDeep Limited 
Audiens Srl * 
Audiens Limited * 
* These entities are both 100% owned subsidiaries of NewDeep Limited

United Kingdom 
Italy 
United Kingdom 

40% 
40% 
40% 

Associate 
Associate 
Associate 

Equity method 
Equity method 
Equity method 

The proportion of ownership is the same as the share rights held. The registered address of NewDeep Limited and Audiens Limited 
is  First  Floor  Victory  House,  Vision  Park,  Chivers  Way,  Histon,  Cambridge,  CB24 9ZR,  United  Kingdom.  The registered address  of 
Audiens Srl is Piazza della Repubblica, 14-16, Milano, 20124, Italy. 

Summarized financial information for associates 

The  table  below  provides  a  summary  of  the  financial  information  for  New  Deep  Limited  group,  an  associate  of  Bango  Plc.  The 
information disclosed shows the balances for New Deep group and does not represent Bango Plc’s share of its interest. They have 
been  amended  to  reflect  adjustments  when  using  the  equity  method,  including  fair  value  adjustments  and  modifications  for 
differences in accounting policy. 

Summarized balance sheet

Cash 
Other current assets 
Non-current assets 
Current net assets 

Finance liabilities (excluding trade payables) 
Other current liabilities  

Net assets 

Reconciliation of carrying amounts  
Opening book value of assets  
Fair value adjustment on acquisition 
Cash injection - NHN 
Loss for the period 
Foreign exchange translation 
Closing net assets 

Group share in % 
Group’s share  

Carrying amount 

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

3,400 
289 
11,064 
14,753 

(268)
(410)

7,031 
1,747 
12,375 
21,153 

(421)
(1,305)

14,075 

19,427 

19,427 
-
-
(5,203) 
(149) 
14,075 

40% 
5,630 

5,630 

3,986 
8,355
8,778
(1,692)
- 
19,427 

40% 
7,771 

7,771 

77Notes to the financial statements

Summarized statement of comprehensive income 

Revenue 
Cost of sales 
Administrative expenses 
Depreciation and amortization 
Interest payable 
Interest income 
Taxation 

Loss for the period 
Other comprehensive income 
Total comprehensive loss 

31 Dec 2021 
$ ‘000 
90 
(10)
(4,375) 
(958)
(13) 
63 
- 

(5,203) 
- 
(5,203) 

31 Dec 2020 
$ ‘000 
526 
(238)
(1,821)
(640)
(17) 
22 
476 

(1,692) 
- 
(1,692) 

Following the loss of control by Bango Plc of New Deep Limited (formerly Bango Deep Limited) recharges of nil (2020: $211,000) 
were issued by Bango.Net Limited a subsidiary of Bango Plc to New Deep Limited for transition support services. At 31 December 
2021 the total amount outstanding was nil (2020: $57,000).  

17 Earnings per share 

(a) Basic
Basic earnings per share are calculated by dividing the profit attributable to equity holders of Bango PLC by the weighted average
number of ordinary shares in issue during the year.

Basic earnings per share 

Profit attributable to equity holders of Bango PLC: 
From continuing operations 
From discontinued operations 
Profit attributable to equity holders of Bango PLC 

 2021 
$ ‘000 

442 
-
442 

 2020 
$ ‘000 

1,021 
4,909
5,930 

Weighted average number of ordinary shares in issue 

75,640,815 

73,347,201 

From continuing operations  
From discontinued operations 
Basic earnings per share attributable to equity holders from continuing and discontinued 
operations 

0.58c 
-
0.58c 

1.40c 
6.69c
8.09c 

Basic adjusted earnings per share 

Adjusted earnings per share is a key financial information which discloses the financial performance of the core business for which 
the directors have direct control. Adjusted basic earnings per share is determined as the profit attributable to equity holders of Bango 
PLC excluding the Bango share of the net loss of associate for the period  and discontinued operations divided  by the weighted 
average number of ordinary shares in issue during the year.  

Profit attributable to equity holders of Bango PLC: 
From continuing operations 
Share of net loss of associates accounted for using the equity method 
Profit attributable to equity holders of Bango PLC 

 2021 
$ ‘000 

442 
2,081 
2,523 

 2020 
$ ‘000 

1,021 
677 
1,698 

Weighted average number of ordinary shares in issue 

75,640,815 

73,347,201 

Basic earnings per share attributable to equity holders from continuing operations 

3.34c 

2.32c 

(b) Diluted
Diluted earnings per share is calculated by adjusting the weighted average number of shares outstanding to assume conversion of
all dilutive potential ordinary share options.

78Notes to the financial statements

Diluted earnings per share 

Profit attributable to equity holders of Bango PLC 

Weighted average number of ordinary shares in issue 
Options  
Weighted average number of ordinary shares in issue (including options) 

From continuing operations  
From discontinued operations 
Diluted earnings per share attributable to equity holders from continuing and 
discontinued operations 

 2021 
$ ‘000 
442 

 2020 
$ ‘000 
5,930 

75,640,815 
1,579,100 
77,219,915 

73,347,201 
1,036,358 
74,383,559 

0.57c 
-
0.57c 

1.37c 
6.60c
7.97c 

Diluted earnings per share is calculated by adjusting the weighted average number of shares outstanding to assume conversion of 
all dilutive potential ordinary share options. 

Diluted adjusted earnings per share 

Adjusted basic earnings per share is determined as the profit attributable to equity holders of Bango PLC excluding the Bango share 
of the net loss of associate for the period divided by the weighted average number of ordinary shares in issue during the year. 

Profit attributable to equity holders of Bango PLC 

Weighted average number of ordinary shares in issue 
Options  
Weighted average number of ordinary shares in issue (including options) 

 2021 
$ ‘000 
2,523 

 2020 
$ ‘000 
1,698 

75,640,815 
1,579,100 
77,219,915 

73,347,201 
1,036,358 
74,383,559 

Diluted earnings per share attributable to equity holders from continuing operations 

3.27c 

2.28c 

79Notes to the financial statements

18 Cash generated from / (used by) operations 

Profit for the financial year 
    From continuing operations 
    From discontinued operations 

Depreciation and amortization  
Taxation credit 
Investment income 
Interest payable 
Share-based payment expense 
Share of loss of associate 
Gain on disposal of subsidiary 
Loss on disposal of fixed assets 
Gain on disposal of right of use assets 
Net exchange differences 
Increase in receivables 
Increase / (decrease) in payables  

Corporation tax received  

Net cash generated from operations 

19  Short-term investments 

 2021 
$ ‘000 

442 
-
442 

4,086 
(1,977) 
(11) 
10 
1,547 
2,081 
-
- 
-
(29)
(2,802) 
2,654 
6,001 

 2020 
$ ‘000 

1,021 
4,909
5,930 

3,353 
(151) 
- 
34 
1,055 
677 
(5,948)
59 
(75)
106
(1,049)
(69) 
3,922 

-

727

6,001 

4,649 

The Group invested $945,000 (2020: nil) in a short-term investment deposit with a 95-days’ notice. 

20  Financial assets and liabilities 

Financial assets included in the statement of financial position relate to the following IFRS 9 categories: 

Financial assets held at amortized cost 

Total financial assets 

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

14,657 

14,657 

10,985 

10,985 

These financial assets are included in the statement of financial position within the following headings: 

Short term financial assets  
Trade and other receivables 
Short-term investments 
Cash and cash equivalents 

Total financial assets 

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

5,006 
945 
8,706 

14,657 

3,027 
- 
7,958 

10,985 

80Notes to the financial statements

Financial liabilities included in the statement of financial position relate to the following IFRS 9 categories: 

Financial liabilities measured at amortized cost 

Total financial liabilities 

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

4,715 

4,715 

2,261 

2,261 

These financial liabilities are included in the statement of financial position within the following headings: 

Financial liabilities 
Trade and other payables 
Accruals 
Lease liabilities  

Total financial liabilities 

21  Credit risk analysis 

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

2,289 
2,321 
105 

4,715 

863 
1,196 
202 

2,261 

Bango’s exposure to credit risk is limited to the carrying amount of financial assets and cash and cash equivalents recognized at the 
statement of financial position date. 

Bango continuously monitors the default of partners and other counterparties and incorporates this information into its credit risk 
controls. Where available at reasonable cost, external credit ratings and / or reports on customers and other counterparties  are 
obtained and used. Bango’s policy is to deal only with creditworthy counterparties. 

Bango’s management considers the expected credit loss on financial assets that are past due. See note 6 for further information on 
trade receivables that are past due.   

None of Bango’s financial assets are secured by collateral or other credit enhancements. 

In respect of trade and other receivables, Bango is not exposed to any significant credit risk exposure to any single counterparty or 
any  group  of  counterparties  having  similar  characteristics.  Bango  completes  regular  credit  checks  on  those  payment  providers 
accounting for significant individual balances. In addition, the terms and conditions of trade with some digital merchants allow the 
group to withhold payment of the relevant part of the digital merchant earnings until payment is received from the payment provider. 

The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable 
banks with high quality external credit ratings.     

22  Liquidity risk analysis and capital management 

Bango manages its liquidity needs by carefully monitoring cash outflows due in day-to-day business. Liquidity needs are monitored 
in various time bands, on a day-to-day and week-to-week basis, as well as on a monthly basis. Long-term liquidity needs are identified 
on a quarterly basis, taking account of operating activities and investing activities.   

At 31 December 2021 Bango’s financial liabilities had gross contractual maturities which are summarized below: 

Trade and other payables within 6 months 
Right to use obligations within 12 months 
Right to use obligations 1 year to 5 years 

Financial liabilities 

31 Dec 2021 
$ ‘000 

31 Dec 2020 
$ ‘000 

4,610 
57 
49 

4,716 

2,059 
100 
104 

2,263 

Bango’s capital management objectives are to ensure Bango’s ability to continue as a going concern and to provide an adequate 
return  to  shareholders.  Going  concern  is  assessed  based  on  sufficiency  of  cash  resources,  through  trading  and  equity  issues  to 
mitigate liquidity risk.   

At 31 December 2021 Bango only had lease liabilities including liabilities related to the right of use assets. 

81Notes to the financial statements

23  Market risk analysis 

23.1 Interest risk sensitivity  
Bango has no bank borrowings on which it is subject to interest rate risk. The risk associated with interest earned on cash balances is 
low, given the low level of interest currently being earned. Therefore no sensitivity analysis has been disclosed. 

23.2 Foreign currency forwards 
The Group has hedged an expected total receipt of USD1.65M (2020: nil) at a rate of 1.3493 to GBP till 28 December 2022. At the 
year-end there was no material valuation differences between the forward and spot exchange rates. 

23.3 Foreign currency sensitivity 
Exposure  to  currency  exchange  rates  arise from  the Bango’s  overseas  sales  and  purchases,  which  are primarily  denominated in  US 
Dollars and Yen.   

The amounts to be paid and received in a specific currency are expected to largely offset one another. The Group has hedged some 
expected cash in USD.  

Foreign currency denominated financial assets and liabilities, translated into sterling at the closing rate, are as follows. 

Nominal amounts 

GBP £     
GBP 
Euro     
EUR 
Australian $     
AUD 
Canadian $     
CAD 
Indonesia Rp     
IDR 
South African Rand  
ZAR 
Saudi Arabian Riyal 
SAR 
Japanese Yen     
JPY 
Other 

$’000 
Financial 
assets 

8,684 

1,440 

1 

195 

62 

18 

5 

1,861 
171 

31 Dec 2021 
$’000 
Financial 
liabilities 

4,391 

597 

- 

2 

- 

- 

- 

375 
9 

12,437 

5,374 

$’000 
Net assets/ 
(liabilities) 

$’000 
Financial 
assets 

4,293 

2,461 

843 

1 

193 

62 

18 

5 

1,486 
162 

7,063 

48 

53 

151 

47 

33 

63 

2,685 
117 

5,658 

31 Dec 2020 
$’000 
Financial 
liabilities 

1,809 

48 

- 

- 

- 

- 

- 

35 
4 

1,896 

$’000 
Net assets/ 
(liabilities) 

652 

- 

53 

151 

47 

33 

63 

2,650 
113 

3,762 

Sensitivity analysis has been performed on the financial assets and liabilities to assess the exposure of the group to foreign exchange 
movements. Profits are sensitive to changes in exchange rates primarily from USD, EUR and JPY denominated trade debtors and 
cash. The Group’s exposure to other currencies is not significant. If exchange rates moved so that the sterling strengthened by 5% 
then the profits of the group will be reduced by $324,000 and the effect on the statement of financial position would be a loss of 
$336,000. However, if the exchange rates of USD, EUR and JPY moved by 10% then the impact on profits of the group will be a loss 
of $619,000 and the effect on the statement of financial position would be a loss of $642,000.   

82Statement of financial position of Bango PLC 
As at 31 December 2021

ASSETS 
Non-current assets 
Investment in subsidiary 

Trade and other receivables due after one year 

Current assets 
Trade and other receivables due within one year 

Total assets 

EQUITY 
Capital and reserves 
Share capital 
Share premium account 
Share-based payment reserve 
Retained earnings 

Total equity 

LIABILITIES 
Trade and other falling due within one year 

Total liabilities 

Total equity and liabilities 

Note 

 31 Dec 2021 
£’000 

31 Dec 2020 
£’000 

V 

VI 

VI 

IX 

VII 

53,359 

52,223 

7,685 

6,645 

61,044 

58,868 

36 

36 

24 

24 

61,080 

58,892 

15,203 
40,306 
1,673 
3,827 

14,942 
38,940 
1,673 
3,254 

61,009 

58,809 

71 

71 

83 

83 

61,080 

58,892 

The company has taken the exemption under section 408 of the Companies Act 2006 not to present a full income statement, but 
the loss for the year for the company was £563,000 (2020: £1,186,000). 

These financial statements were approved and authorized for issue by the Directors on 7 March 2022 and are signed on their 
behalf by: 

M Garner 
Director 

Company registration number 05386079 

The notes on pages 86 to 90 are an integral part of these Company financial statements 

83Statement of changes in equity of Bango PLC 
For the year ending 31 December 2021 

Balance at 1 January 2021 
Exercise of share options and 
warrants 
Share based payments 
Transactions with owners 

Loss for the year 
Balance at 31 December 2021 

Balance at 1 January 2020 
Exercise of share options 
Issue of shares 
Share based payments 
Transactions with owners 

Loss for the year 
Balance at 31 December 2020 

Share 

capital 

£ ‘000 

14,942 

261 

- 
261 

- 
15,203 

14,137 
102 
703 
- 
805 

- 
14,942 

Share 
premium   
account 
£ ‘000 

38,940 

1,366 

- 
1,366 

- 
40,306 

36,057 
395 
2,488 
- 
2,883 

- 
38,940 

Other 
reserve 
£ ‘000 

1,673 
- 

- 
- 

- 
1,673 

1,673 
- 
- 
- 
- 

- 
1,673 

Retained 

earnings 

£ ‘000 

3,254 

- 

1,136 
1,136 

(563) 
3,827 

3,634 
- 
- 
  806 
806 

(1,186) 
3,254 

Total 

£ ‘000 

58,809 

1,627 

1,136 
2,763 

(563) 
61,009 

55,501 
497 
3,191 
806 
4,494 

(1,186) 
58,809 

The notes on pages 86 to 90 are an integral part of these Company financial statements 

84Cashflow statement of Bango PLC 
For the year ended 31 December 2021 

Loss for the year 

Cash flows from operating activities 
Increase in receivables 
Decrease in payables 

Net cash used by operating activities  

Cash flows from financing activities 
Proceeds from issuance of ordinary shares 

 2021 
£’000 

 2020 
£’000 

(563)

(1,186)

(1,051) 
(12)

(2,434) 
(68)

(1,626) 

(3,688) 

1,626 

3,688 

Net cash generated from financing activities 

1,626 

3,688 

Net increase in cash and cash equivalents   

Cash and cash equivalents at beginning of year 

Cash and cash equivalents at end of year 

- 

- 

- 

- 

- 

- 

The notes on pages 86 to 90 are an integral part of these Company financial statements 

85Notes to the financial statements 

I. Accounting policies

Basis of accounting 
The separate financial statements of Bango PLC are presented as required by the Companies Act 2006. They have been prepared 
under the historical cost convention and under the basis of going concern.  

Bango has prepared its Report and accounts for the year ended 31 December 2021, in accordance with UK-adopted International 
Accounting Standards (“IFRS”). IFRS requires the use of certain critical accounting estimates. It also requires management to exercise 
its judgement in the process of applying the accounting policies. The main judgement in respect of the company is the carrying value 
of investments and group debtors which are supported by future forecasted cashflows. 

The principal accounting policies are summarized below. They have all been applied consistently throughout the year. 

Investments 
Fixed asset investments are shown at cost less provision for impairment. Investments are tested for impairment when events would 
indicate that they might be impaired. Impairment is determined by assessing the recoverable amount of the investment. Where the 
recoverable amount is less than the carrying amount, an impairment loss is recognized in profit or loss. 

Associates 

Associates are all entities over which the group has significant influence but not control or joint control. This is generally the case 
where the group holds between 20% and 50% of the voting rights of an entity. Investments in associates are initially recognized at 
cost. The carrying amount of equity-accounted investments is tested for impairment annually or when events would indicate that it 
might be impaired. Impairment charges are deducted from the carrying value and recognized immediately in profit or loss. 

Share based payments 
Bango  PLC  issues  equity  settled  share-based  compensation  to  certain  employees  (including  Directors)  of  its  trading  subsidiaries. 
Equity settled share-based payments are measured at fair value at the date of grant. The fair value determined at the grant date of 
the  equity-settled  share-based  payment  is  credited  to  reserves  on  a  straight-line  basis  over  the  vesting  period,  together  with  a 
corresponding increase in the book value of Bango PLC’s investment in subsidiaries, based upon the estimate of the shares that will 
eventually vest. These estimates are subsequently revised if there is any indication that the number of options expected to vest differs 
from previous estimates. Any cumulative adjustment prior to vesting is recognized in the current period. No adjustment  is made to 
any expense recognized in prior periods. 

Fair value is measured by an external valuer using the Black-Scholes option pricing model. The expected life used in the model has 
been  adjusted,  based  on  management’s  best  estimate,  for  the  effects  of  non-transferability,  exercise  restrictions  and  behavioral 
considerations. 

Where the terms of an equity-settled transaction are modified, as a minimum an expense is recognized as if the terms had not been 
modified. In addition, an expense is recognized for any increase in the value of the transaction as a result of the modification, as 
measured by the date of modification, over the remaining vesting period. 

Where an equity-settled transaction is cancelled, it is treated as if it had vested on the due date of the cancellation, and any expense 
not  yet  recognized  for  the  transaction  is  recognized  immediately.  However,  if  a  new  transaction  is  substituted  for  the  cancelled 
transaction and designated as a replacement transaction on the date that it is granted, the cancelled and new transactions are 
treated as if they were a modification of the original transaction, as described in the previous paragraph. 

Share capital  
Ordinary shares are classified as equity. Equity instruments issued by Bango PLC are recorded at the proceeds received, net of direct 
issue costs. 

Share premium account 
Share premium represents the excess over nominal value of the fair value of consideration received for equity shares, net of expenses 
of the share issue. 

Other reserve 
The other reserve represents the excess over nominal value for equity shares issued as part of a business acquisition where at least 
90% of the entity is acquired and the initial present value of warrants issued over equity shares. 

Retained earnings 
Retained earnings include all current and prior period retained profits and share based payment reserve. 

86Notes to the financial statements 

II. Directors, employees and key management personnel
Details of Directors’ remuneration and key management personnel are disclosed in notes 11 and 12 of the Group accounts. A charge
of £111,642 (31 December 2020: £125,806) has been recognized within the parent company’s own figures relating to wages and salaries.

III. Auditor’s remuneration
The auditor’s remuneration for audit and non-audit services to Bango PLC was borne entirely by Bango.net Limited, a wholly owned
subsidiary.

IV. Employee benefit expenses

The employees of Bango Plc during the financial year were: 

Non-executive directors 
Executive directors 

The aggregate payroll costs of the above of the non-executive directors are: 

Wages and salaries 
Social security costs 

 2021 
No 

 2020 
No 

4 
4 

8 

 2021 

£ ‘000 

106 
6 

112 

4 
4 

8 

2020 

£ ‘000 

119 
7 

126 

The employee cost of executive directors are included in the subsidiary’s records and shown in the Group accounts in note 12. 

V.

Investments

Cost 
Investment in subsidiary undertakings at 31 December 2020 
Share based payments 

Investment in subsidiary undertakings and associates at 31 December 2021 

Investment in subsidiary undertakings at 31 December 2019 
Share based payments 
At 31 December 2020 

Fixed asset investments are shown at cost less provision for impairment. 

£ ‘000 

52,223 
1,136 

53,359 

51,417 
806 
52,223 

87Notes to the financial statements 

Details of subsidiary undertakings and associates at 31 December 2021 are as follows:  

Country of 
incorporation 

Class of 
share capital 
held 

Held by 
the 
company 

Nature of business 

Bango.net Limited 1

England & Wales 

Ordinary 

Bango Movil 3

Spain 

Ordinary 

100%  Development, marketing and sale 
of technology for mobile phone 
users to purchase services for their 
mobile phones 
Support for Bango.net Limited 

100% 

Bango do Brasil Cessão de 
Licenças de Programas de 
Computador Ltda * 4
Bango Mobile Limited ** 5
Bango Kabushiki Kaisha 6

Bango Holdings Inc 2
BillToMobile Inc 2
Bango Resale US Inc 2 
Bango Inc 2

Bango Payments Limited 1
Bango Resale Holding Limited
1

England & Wales 
England & Wales 

Bango Resale Limited 1 
Bango Resale EU Limited 8 
Bango Resale Limited 9 
New Deep Limited 10

England & Wales 
Ireland 
Canada 
England & Wales 

Brazil 

Ordinary 

100% 

Non-trading 

Nigeria 
Japan 

USA 
USA 
USA 
USA 

Ordinary 
Ordinary 

Common 
Common 
Common 
Common 

Ordinary 
Ordinary 

Ordinary 
Ordinary 
Ordinary 
Ordinary 

100% 
100% 

100% 
100% 
100% 
100% 

100% 
100% 

100% 
100% 
100% 
40% 

Trading entity in Nigeria 
Sales and support office for 
Bango.net Limited 
Holding company 
Trading entity in USA 
Trading entity in USA 
Sales and support office for 
Bango.net Limited 
Non-trading 
Holding company 

Trading entity in England 
Trading entity in Ireland 
Trading entity in Canada 
Holding company 

*99% owned via Bango Movil and 1% owned by Bango Plc
**49% owned via Bango PLC, 51% owned by Bango.net Ltd (100% owned subsidiary of Bango PLC)
1 Botanic House, 100 Hills Road, Cambridge, CB2 1YG, United Kingdom
2 675 N. First Street, Suite 1180, San Jose, California, 95112, United States
3 Paseo de la Castellana 141, Edificio Cuzo IV, Madrid, 28046, Spain
4 1912 Av. Brigadeiro Faria Lima, Jardim Paulistano, 01451-907, Sao Paulo, Brazil
5 1 Murtala Muhammed Drive, Ikoyi, Lagos, Nigeria
6 Spline Aoyama Tokyu Building 6F, 3-1-3 Minami-Aoyama, Minato, Tokyo, 107-0062, Japan
7 Piazza della Repubblica, 14-16, Milano, 20124, Italy
8 43-49 Sir John Rogerson’s Quay, Dublin 2, Ireland
9 400 - 725 Granville Street, Vancouver, BC V7Y 1G5, Canada
10 2nd Floor Platinum Building, St John’s Innovation Park, Cambridge, CB4 0DS, United Kingdom

A Bango Resale Limited (registered number: 12999158) and Bango Resale Holdings Limited (registered number: 12977914) are exempt 
from the requirements of the Companies Act relating to the audit of individual accounts due to Company granting a guarantee to 
Bango Resale Limited and Bango Resale Holdings Limited. 

VI. Receivables

Amounts due from Group undertakings (due after one year) 
Other receivables (due within one year) 

31 Dec 2021 
£ ‘000 

31 Dec 2020 
£ ‘000 

7,685 
36 

7,721 

6,645 
24 

6,669 

An impairment review of intercompany receivables was undertaken in line with IFRS 9 “Financial Instruments” and the required 
provision was considered immaterial to recognize.  

Interest in inter-company loans from the parent company to a subsidiary undertaking based in the United States and is charged at 
the United States Applicable Federal Rate of interest, calculated monthly on the balance outstanding. During the year the rates has 
varied between 0.52% - 1.26%.  

88Notes to the financial statements 

VII. Payables

Trade payables 
Accruals 

31 Dec 2021 
£ ‘000 

31 Dec 2020 
£ ‘000 

30 
41 

71 

49 
34 

83 

VIII. Financial assets and liabilities

Financial assets included in the statement of financial position relate to the following IFRS 9 categories: 

Financial assets held at amortized cost 

Total financial assets 

31 Dec 2021 
£ ‘000 

31 Dec 2020 
£ ‘000 

7,721 

7,721 

6,669 

6,669 

These financial assets are included in the statement of financial position within the following headings: 

Current financial assets 
Other receivables 

Non-current financial assets 
Amounts due from Group undertakings 

Total financial assets 

Financial liabilities held at amortized cost 

Total financial liabilities 

31 Dec 2021 
£ ‘000 

31 Dec 2020 
£ ‘000 

36 

24 

7,685 

7,721 

6,645 

6,669 

31 Dec 2021 
£ ‘000 

31 Dec 2020 
£ ‘000 

71 

71 

83 

83 

These financial liabilities are included in the statement of financial position within the following headings: 

Current financial liabilities 
Trade payables 
Accruals 

Total financial liabilities 

31 Dec 2021 
£ ‘000 

31 Dec 2020 
£ ‘000 

30 
41 

71 

49 
34 

83 

89Notes to the financial statements 

IX. Share capital
Allotted, called up and fully paid:

Ordinary shares of 20p each in Bango PLC 

As at 31 December 2019 

Issue of new shares 
Exercise of share options 

As at 31 December 2020 

Exercise of share options and warrants 

As at 31 December 2021 

No 

70,685,742 

3,515,500 
510,026 

£ ‘000 

14,137 

703 
102 

74,711,268 

14,942 

1,302,391 

261 

76,013,659 

15,203 

During the year 1,072,366 share options and 230,025 warrants were exercised at exercise prices between 43 pence and 208 pence 
and a par value of 20 pence per share. The total proceeds were £1,626,360 of which £260,478 was recognized as share capital and 
£1,365,882 as share premium.  

During the year 1,801,750 options were granted to employees. Details of number of options granted to Directors is given in the 
Directors report of the Group accounts. 

At the year-end 5,720,226 options were outstanding. Further details relating to employee share options are provided in note 7 in 
the Group financial statements.  

X. Related party

Subsidiary 
Others 

Subsidiary 

Purchases 
 2021 
£’000 

136 
- 

136 

 2020 
£ ‘000 

126 
- 

126 

Receivables 
outstanding 
31 Dec 2021 
£ ‘000 

Creditors 
outstanding 
31 Dec 2021  31 Dec 2021  31 Dec 2020 
£ ‘000 

£’000 

£’000 

7,685 

7,193 

7,685 

7,193 

-

-

548

548

Following the loss of control by Bango Plc of New Deep Limited (formerly Bango Deep Limited) recharges of nil (2020: £168,000) 
were issued by Bango.Net Limited a subsidiary of Bango Plc to New Deep Limited for transition support services. At 31 December 
2021 the total amount outstanding was nil (2020: £42,000)  

90