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RNS Number : 5084P ActiveOps PLC 03 July 2025
3 July 2025
ActiveOps plc
("ActiveOps", the "Company" or the "Group")
Results for the year ended 31 March 2025
Strong revenue momentum and enlarged opportunity through innovation and
complementary M&A
ActiveOps plc (AIM: AOM), a leading provider of Decision Intelligence software
for service operations, is pleased to announce its audited results for the
year ended 31 March 2025 ("FY25"). The Group delivered double digit revenue
growth, a record number of new customer wins and continued strong cash
generation in the year, providing a strong basis for continued success in
FY26.
Financial Highlights:
Year ended 31 March 2025 2024 Change
Annual recurring revenue "ARR"(1) £28.4m £25.1m +13%
Revenue £30.5m £26.8m +14%
Software & Subscription revenue £26.8m £23.8m +13%
Training & implementation "T&I" revenue £3.7m £3.0m +23%
Gross margin 84% 84% +0ppt
Adjusted EBITDA(3) £2.5m £2.4m +4%
Profit before tax £1.3m £1.0m +30%
Earnings per share on continuing operations 1.55p 1.18p +31%
Net cash and cash equivalents(5) £20.6m £17.6m +17%
· Strong ARR growth of 13% (15% constant currency) against prior year
underpinning total revenue growth of 14% (15% constant currency)
· T&I revenues have increased to £3.7m (2024: £3.0m) returning to more
normalised levels, predominantly driven by increased new customer acquisitions
during the year
· Strong revenue growth across all geographies with particular momentum in North
America, up 22% to £7.7m (2024: £6.4m), driven by customer expansion and new
customer acquisitions, with the region securing five new customers during the
year
· The targeted investment in the Group's sales capability and leadership
functions meant Adjusted EBITDA rose by 4% to £2.5m (2024: £2.4m)
· Profit before tax increased 30% to £1.3m (2024: £1.0m)
· Financial model of in advance billing drove healthy operating cash
conversion(4) of 200% (2024: 175%).
· Debt free, robust balance sheet including £20.6m cash and cash investments at
the period end (2024: £17.6m)
Operational Highlights
· Expansion across existing customers resulted in a healthy Net Revenue
Retention(2) (NRR) of 106% (2024: 107%), 108% on a constant currency basis
· 85% of customers increased or maintained ARR, and 34% increased ARR by 20% or
more
· Nine new customers secured during the year (2024: three), each with
significant expansion potential
· Strong momentum behind ControliQ Series 3, with 27% of customers now using it,
reflecting growing demand for its AI-driven insights and advanced capacity
planning capabilities
· ControliQ Series 4 was launched in January 2025, incorporating further AI and
Machine Learning features, providing a platform for further expansion
· Momentum in CaseWorkiQ sales continues to build, with total CaseWorkiQ ARR
growth of 38%
· Investment made in the expansion of the sales capability and Senior Leadership
Team has brought additional, valuable experience and will provide increased
focus on the sales execution of ActiveOps growth strategy
Current Trading and Outlook
· Trading in the first few months of FY26 has been in line with the Board's
expectations, including sales of ControliQ to three new customers and
expansion within existing customers
· Exciting product roadmap, including ControliQ Series 5, incorporating further
AI and Machine Learning features
Post Period End - Acquisition of Enlighten
On 30 June 2025, the Group announced the acquisition of Enlighten, a
competitor business, for a total maximum cash consideration of up to USD 21.5m
(approximately £15.9m).
The acquisition brings an expanded offering, new enterprise customers and
significantly increases ActiveOps' presence in North America and APAC. It is
expected to increase ActiveOps' ARR by approximately USD11.0m (approximately
£8.1m) on a pro forma basis and be earnings enhancing, with an anticipated
EPS accretion of no less than 15% in the first full year of ownership, being
the financial year ending 31 March 2027.
ActiveOps Executive Chair, Richard Jeffery commented: "FY25 was a significant
year for ActiveOps, delivering our strongest performance since listing as a
public company in 2021, achieving double digit revenue and ARR growth,
alongside increased cash generation. With nine new logos won in the year, up
from three in FY24, and good expansion with our existing customers, the
momentum we are seeing across the business is clear.
The world isn't getting any simpler and as the environment in which global
organisations operate becomes increasingly complex, their need to respond with
agility, while ensuring consistency of service, increases. The appreciation
that technology like ours can help enterprises boost performance, find
capacity and increase productivity is growing, creating demand for our
offerings.
With an increasingly innovative set of products, clear position in the market
and experienced sales team, complemented with our recently announced
acquisition of Enlighten, we have built a platform from which we can seize on
the market opportunity.
We were delighted to announce the acquisition of Enlighten post-period end,
increasing our scale and deepening our competitive moat. This news, coupled
with encouraging trading early in the new year, underscores our confidence
for FY26 and beyond.
Footnote to Financial highlights
The above non-GAAP measures are unaudited
(1. ) Annual Recurring Revenue is recurring revenue from contracts with customers
(2. ) Net Revenue Retention is the percentage of recurring revenue retained from
existing customers
(3. ) Adjusted EBITDA is used by management to assess the trading performance of the
business. Defined as Operating profit before depreciation, amortisation,
share-based payment charges and exceptional items and includes FX differences.
(4. ) Cash conversion is defined as Cash generated from Operations in the
Consolidated Statement of Cash Flows, adjusted to exclude cash payments for
exceptional items as a percentage of adjusted EBITDA.
(5. ) Cash and cash equivalents plus cash investments on the Balance Sheet at the
period end.
For more information, please contact:
ActiveOps Via Alma
Richard Jeffery, Executive Chair www.activeops.com (http://www.activeops.com/)
Emma Salthouse, Chief Financial Officer
Investec Bank plc +44 (0)20 7597 5970
Nominated Adviser and Joint Broker
Patrick Robb / Nick Prowting / James Smith
Canaccord Genuity Limited +44 (0)20 7523 8000
Joint Broker
Simon Bridges / Harry Gooden / Harry Rees
Alma Strategic Communications + 44(0) 203 405 0205
Caroline Forde / Will Ellis Hancock / Louisa El-Ahwal
About ActiveOps
ActiveOps is a Software as a Service business, dedicated to helping
organisations create more value from their service operations. ActiveOps'
Decision Intelligence software solutions are specifically designed to support
leaders with the vast number of decisions they make daily in the running their
operations. Our customers make better decisions and consume less time and
effort making them. The outcomes are significantly improved turnaround times
and double-digit improvements in productivity with backlogs of work materially
reduced. Customers can leverage the capacity created to invest in
transformation and development, and more efficiently utilise resources.
The Company's AI-powered SaaS solutions are underpinned by 15+ years of
operational data and its AOM methodology which is proven to enhance cross
departmental decision-making.
The Company has approximately 280 employees, serving a global base of
enterprise customers from offices in the UK, Ireland, USA, Canada, Australia,
India, and South Africa. The Group's customers are predominantly in the
banking, insurance, healthcare administration and business process outsourcing
(BPO) sectors, including Nationwide, TD Bank, Elevance and Xchanging.
Executive Chair's Statement
Introduction
The close of FY25 marked our fourth year as a listed business. In that time,
we have seen unprecedented macroeconomic and geopolitical disruption and yet,
despite this, ActiveOps has continued to meet its targets and deliver on its
growth ambitions. It is for these reasons I am incredibly proud of our team,
the business we have become and all that we have achieved in this time.
FY25 was a significant year for the Group, as we delivered our strongest
performance since listing as a public company, achieving double digit revenue
and ARR growth, alongside increased cash generation.
We have a significant international presence, providing resilience to
fluctuations in global macroeconomic performance and access to a large pool of
blue-chip prospective customers. We achieved growth across all our geographies
in FY25, with ARR increasing by 25%, 23% and 9% in APAC, North America and
EMEIA respectively, on a constant currency basis.
With nine new customers won in the year, up from three in FY24, and good
expansion with our existing customers, the momentum we are seeing across the
business is clear. The world isn't getting any simpler. As the environment in
which large, global organisations operate becomes increasingly complex, their
need to respond with agility, while ensuring consistency of service,
increases. The appreciation that technology like ours can help our customers
boost performance, find capacity and increase productivity is growing,
creating demand for our offerings.
With an increasingly innovative set of products, clear position in the market
and experienced sales team, we have built a platform from which we can seize
on this clear market opportunity.
Financial performance and progress
As a SaaS business, our operating model is highly cash generative, and the
recurring nature of our high margin revenues mean we have good forwards
visibility.
The Group has seen improvement across all its key financial performance
indicators. Group revenue is up 14% (15% on a constant currency ("CC") basis)
to £30.5m (FY24: £26.8m). This reflects both the success seen in the
acquisition of new customers, and good expansion across our existing accounts.
SaaS revenues increased 13% (14% on a CC basis) to £26.8m, up from £23.8m in
FY24.
We saw a return to more typical levels of T&I revenue, reflecting the
strong new business performance, increasing by 23% to £3.7m (FY24: £3.0m).
At a Group level, ARR grew by 13% (15% on a CC basis) to £28.4m (FY24:
£25.1m), supported by a healthy NRR performance of 106%. We saw overall
revenue growth in all regions, with strong performances in Africa, Australia
and Canada on both Annual Recurring Revenue ("ARR") and Net Revenue Retention
("NRR") terms.
The stickiness of our platform and the benefits we quickly bring to our
customers underpin the ongoing strength of our NRR performance.
The strength of our top line performance means that adjusted EBITDA for the
year was £2.5 m (FY24: £2.4m) and PBT for the year was £1.3m, following our
increased investment in the Group's sales capability, as planned. The Group
remains well capitalised, and levels of cash generation remain high, with cash
and cash investments at year end of £20.6m (FY24: £17.6m) supporting our
plans for future growth.
Supportive market backdrop and increasing awareness drives demand
The market in which we operate continues to evolve. Business leaders are
facing a multitude of increasingly complex challenges every day. In recent
months alone we have seen examples from around the world of the types of
issues that can have material impacts on a business's ability to serve its
customers and operate efficiently. Whether it be a cyberattack, geopolitical
and trade disruption or nationwide power outages, the range of issues that
companies could face are increasingly diverse and equally threatening.
Organisations not only need to prepare for these events, but also better
manage people and capacity to ensure effective management and compliant
service delivery. Across our target markets potential customers have
visibility of the increasing complexities of running operations teams and as
such, they are becoming much more sensitive to the need for control and
insight over their resources, and the risk to their businesses of getting this
wrong.
The need for our Decision Intelligence software is therefore increasing. We
are seeing growth in the value service operations leaders place in using
technology to visualise capacity in real-time and quickly and accurately
forecast where human capital resources are needed most.
Another positive we are seeing in the market stems from the growing awareness
across executive teams of the power of Applied AI and ML as well as an
understanding of the value of clear, aggregated data to power AI across a
business. This trend in increasing awareness of the power and benefits AI
brings outside of specialist IT procurement teams means we are meeting
potential customers who are more attuned to the benefits and value our
technologies can bring.
Close customer relationships ensure we deliver innovative products that are
needed most
FY25 was a busy year for our product teams. When bringing new products to
market, we are focused on innovation and the delivery of functional
technology. The emerging power of the AI and ML technologies embedded within
our suite of Decision Intelligence products is creating the mechanisms to
resolve some of the most complex issues service operations teams face on a
day-to-day basis.
ActiveOps is a powerful example of how technology can be leveraged in a
functional way to easily improve performance when applied to a specific
problem. By embedding these technologies into our tools, we make them
available to our customers who, in turn, can do more with less and achieve
improved results themselves. Better insights, faster decisions and ability to
plan ahead means they are better equipped than ever to deal with the issues
they might face.
One of the most significant developments this year is the speed at which we
have been able to bring new technologies to the market. This is testament to
both the quality of our product team and our experience in the sector. We see
this as a major success for the year ensuring we continue to grow market share
and build traction in our target markets.
Innovation and enhancement of our products remains a cornerstone of our growth
strategy. With close customer relationships and over 15 years of experience in
resolving problems faced by large service operations teams, we are well
equipped to continue to bring the products our customers need most.
A key focus is on ensuring the ease of cross and upselling between our
products, to support our land and expand sales strategy.
ControliQ
Q4 of FY25 saw the launch of ControliQ Series 4. This follows the launch of
ControliQ Series 3 at the end of 2023. With these two releases our customers
can harness the power of the latest AI tools for the back-office, increasing
automation and releasing capacity, all with zero technical effort.
Initial uptake of ControliQ Series 4 has been encouraging, with six customers
using Series 4 by the year end. Of this six, three were upsells to existing
customers while three were new customer wins.
We continue to seek new ways to drive further growth through innovation. With
this in mind, we are now turning our attention to ControliQ Series 5 and have
started to invest in the discovery phase of the development process.
CaseWorkiQ
CaseWorkiQ continues to build strongly, with ARR growth of 38%. Pleasingly we
have seen a good level of expansion within existing customers which helped to
deliver NRR for CaseWorkiQ of 131%, underscoring the value our customers are
able to derive from the product.
WorkiQ
Following the completion of the Cloud delivered version of WorkiQ, momentum
has started to build as improved rollout speeds across new customers,
decreased cost of ownership and a more conducive platform for integration with
our other products has led to improved customer acquisition and a healthy
pipeline of interest.
WorkiQ ARR grew by 11% in the year, supported by good uptake in the US and the
launch of a fully cloud version of the software, WorkiQ Cloud, with the first
customers secured. The cloud version of the software provides for easier
implementation and considerable scalability, increasing the attractiveness of
the offering to new customers and facility customer expansion. Post period-end
a significant North-American banking customer signed a contract to migrate
from the OnPrem platform to the Cloud.
Growth of our customer base: land & expand
With a total addressable market of c. £900m within our top 250 target
accounts at the period end, of which £98m relates to the cross and upsell of
our solutions to our existing customers, we have a large opportunity for
further growth within our target sectors and geographies. We remain tightly
focused on a well-defined set of industries and geographies, but with
large-scale service operations present across many industries and sectors the
potential for further expansion is large.
Enterprise sales cycles remain dynamic and while we have seen some shortening
of sales cycles in select cases, we believe it prudent to presume that
enterprise spending will continue to be impacted to some extent by the wider
macroeconomic uncertainty, as it was in FY25.
In the US we saw growth supported by new logo successes and the cross sell of
ControliQ into an existing US health provider customer. This was our first
significant cross sell of ControliQ into a legacy WorkiQ customer, which
provides an opportunity for further expansion.
Market position clearer than ever, leaving us primed for growth following
investment in our sales team
We are closer than ever to our customers and target market. Our understanding
of the issues service operations leaders face on a day to day is unparalleled.
Relationships are at the heart of our business - whether it be relationships
with customers, employees or external stakeholders.
Our marketing team has been instrumental in leveraging these relationships to
drive customer awareness, clarify our messaging and stake out a clear position
in the market, under the label of Decision Intelligence for service
operations.
Attendance at Capacity 24 was up 90% versus the prior year. These events are a
great medium through which we can meet with existing and potential customers,
demonstrate customer successes and hear what issues are the most pressing for
our customers.
A fundamental takeaway for me is always the quality of the relationships we
enjoy with our customers. People believe in what we do and the growth and
success of this event over the years means that we have built a sense of
community, where our customers can talk to each other and compare experiences.
In the year we were delighted to start working with Great Britain's men's and
women's Rugby Sevens, as their Official Analytics partner. This has put the
ActiveOps brand front and centre at some major sporting events.
Crucially, we believe the nine new logos we secured this year largely came as
a result of the progress we made following the investments in product and
marketing.
Having laid solid foundations following these investments, in the year we
completed the onboarding of six new sales hires, increasing both the capacity
and experience within our sales team. These hires were H2 weighted so still in
the early stages, but initial results are encouraging.
With an experienced sales team fully up to speed, we are confident in our
ability to continue to drive growth through new customer acquisition, to
support our growth through expansion.
Diversity and ESG
The Board continues to work diligently to ensure our high standards are
maintained and practiced in line with the sound governance structures we have
in place.
While not related to our own governance, something I am very proud of is the
positive impact our technology has on the lives of the staff members working
across our customer base. With better visibility on capacity, skill set and
experience, our technology can help senior operations leaders protect their
staff from overworking, ensure they get proper training and see which of their
team are well placed for promotion and advancement. We can make a really
positive impact on the lives of operations workers which is hugely rewarding
for us as a company.
We maintain a structured approach to advancing our ESG agenda, aligning our
initiatives with the GRI framework and carefully chosen environmental, social,
economic, and governance standards. Over the past year, we have placed greater
emphasis on training and education across the organisation to ensure our teams
are equipped for their roles and supported in their development alongside the
business.
Our long-standing Chair, Sean Finnan, stepped down from his role in September
2024 as planned, and I would once again like to thank him for the valuable
guidance he provided, both to me and the wider business, over the nine years'
he spent with us. Sean's impact on the business cannot be overstated and we
remain very grateful for the many valuable contributions he made over the
years.
Following Sean Finnan's departure, we were delighted to welcome Bruce Lee to
the Board as an Independent Non-Executive Director. Bruce has been a strong
addition to the team and brings with him a wealth of experience as we continue
to grow.
Not only has our partnership with GB Rugby 7's helped raise brand awareness
with a large audience, but it has also seen us support and be involved in some
extraordinary charitable causes around the world, donating £34k across seven
charities improving inclusion and access to sport.
Focus for the year ahead
Our focus now is on building on the momentum we have seen this year. We have
worked incredibly hard to get to this point, where our product, marketing and
sales functions are all primed for an accelerated phase of growth.
Further product development and the planned ongoing investment in our sales
team in FY26 will ensure we continue to build on what was achieved this year.
Key to our ability to scale will be on exploring how we can work with
partners. Partner sales represent an exciting growth vertical for us and would
create further opportunities for the Group. Our technology is rapid to
implement and requires low technical input to launch. These are major assets
and should complement our ambition to grow through both direct and partner
sales. We have announced one such partnership so far, in April 2025 with
Rulesware, a premier provider of Pega-based intelligent automation services,
and while still in the early phases, we look forward to being able to update
shareholders on this addition to our strategy in due course.
M&A has always been a part of our capital allocation policy. While in
recent years we have been focused on using cash to invest in our own
operations and drive organic growth, the Board recognises the value M&A
could offer the Group and continues to evaluate opportunities.
In this vein, we were delighted to announce the acquisition of Enlighten
post-period end. The quality of its customer base, offering and strength in
both the North America and the Asia Pacific markets makes it a strong addition
to our business, expanding our capabilities into organisational
transformation, bringing major new enterprise customers into the Group, and
deepening our competitive moat. The successful integration of Enlighten
within our business, alongside the continued execution of our organic growth
strategy, will be an important area of focus in the year ahead.
Outlook
As we look ahead to the current financial year, I am pleased with the strong
start we have made. Trading in the new year has begun encouragingly, including
sales of ControliQ to three new customers and multiple expansion sales with
existing customers, underscoring our confidence for FY26.
Richard Jeffery
Executive Chair
Group Financial Performance and Chief Financial Officer's Report
Year ended 31 March 2025 Year ended 31 March 2024
SaaS T&I Total SaaS T&I Total
£000 £000 £000 £000 £00 £000
Revenue 26,767 3,692 30,459 23,785 2,989 26,774
Cost of Sales (3,390) (1,579) (4,969) (3,084) (1,219) (4,303)
Gross Margin 23,377 2,113 25,490 20,701 1,770 22,471
I am pleased to report on a strong year for the Group, delivering double digit
revenue growth with continued strong cash generation.
Revenue
Total revenue of £30.5m (2024: £26.8m) was 14% ahead of the prior year (15%
ahead on constant currency), with SaaS revenues increasing 13% to £26.8m
(2024: £23.8m) arising from both new and existing customers.
Revenue growth was exceptionally high in North America, increasing by 22% to
£7.7m (2024: £6.4m), driven by customer expansion and new customer
acquisitions, with the region securing five new customers during the year.
T&I revenues have increased to £3.7m (2024: £3.0m) returning to more
normalised levels, predominantly driven by increased new customer acquisitions
during the year. T&I revenues continue to vary by product and region
depending on the mix of customer implementation requirements as well as the
timing of implementations dictated by customer plans.
Annual Recurring Revenue
Annual recurring revenue ('ARR') of £28.4m (2024: £25.1m) was 13% higher
(15% on constant currency) than the prior year as a result of sales to
existing customers, and the addition of nine new customers, which although
contributing little to revenue in 2025, were generating ARR of £1.8m at the
year end, with the opportunity to contribute further in FY26. Net revenue
retention ('NRR') of existing customers on a constant currency was 108% (2024:
110%) with customer logo churn increasing slightly to 3.4% (2024: 2.7%).
ARR was notably elevated in APAC, increasing by 25% on a constant currency
basis, driven by four of the largest customers in the region moving to
ControliQ series 3.
As previously flagged, a top 10 customer notified us of their intention to
reduce their use of our software. However, this reduction during the year was
less than initially stated and discussions with the customer are progressing
well with regards to ongoing usage.
Overall, 85% of customers increased or maintained ARR (2024: 82%), including
34% who increased ARR by 20% or more (2024: 27%), demonstrating that once
secured, we are adept at expanding our services into new teams, divisions, and
geographies at the customer.
Margins and Operating Profit
Gross profit margins of 84% (2024: 84%) have remained consistent year on year.
SaaS gross profit margins have increased to 88% (2024: 87%) due to prudent
cost management. T&I gross profit margins have reduced slightly to 57%
(2024: 59%)
Operating expenses (excluding share-based payments, depreciation and
amortisation) increased to £22.7m (2024: £19.9m) due to increased investment
in the Group's sales capability as planned.
Adjusted EBITDA increased to £2.5m (2024: £2.4m) excluding the costs
associated with share-based payments at £0.3m (2024: £0.2m) and translation
reserve loss of £0.3m (2024: loss £0.1m).
Product and Technology Expenditure
Total expenditure on product management, research, development and support in
the year remained flat at £5.5m (2024: £5.5m) excluding capitalisation of
labour. This investment has enabled the group to deliver several new features
to the product set to provide additional benefit to customers.
The Group continues to focus on the development of advanced AI-based product
features within ControliQ and CaseWorkiQ, and the Group capitalised
development costs of £1.0m (2024: £1.3m) were capitalised during the year
relating to new features incorporated into ControliQ and CaseWorkiQ.
Sales and Marketing expenditure
As stated, this time last year, the progress achieved in advancing our product
offerings and simplifying our marketing messages, provided the Board with the
confidence to increase planned spend on Sales and Marketing this year, aiming
to generate increased levels of new customer acquisition and revenue growth.
As a result, Sales and Marketing spend increased to £6.5m (2024: £4.9m),
which is 21% of Group revenue during the year (2024: 18%), a level that is
more in line with a typical enterprise SaaS organisation. The increase has
largely been driven by growth in the number of experienced enterprise SaaS
sales executives, with five onboarded during FY25. The positive early
indicators of performance and uptick in the year in new customer acquisition
mean the Board have agreed to add select further personnel during FY26, aiming
for totals Sales and Marketing spend to remain at approximately 21% of
revenue.
Long-Term Incentive Plan (LTIP) charges
During the year the income statement charge for the LTIP schemes was £0.3m
(2024: £0.2m).
Foreign Exchange
The Group has 51% (2024: 50%) of revenues invoiced in currencies other than
GBP, with the Group's cost base predominantly located in the same base
jurisdictions as revenues, providing a natural hedge to currency exchange
risk. Movements on exchange rates throughout the year represent income of
£125k (2024: £749k).
Depreciation and Amortisation
Depreciation and amortisation of £1.4m (2024: £1.3m) principally comprised
intangible amortisation following the acquisition of the OpenConnect entity in
2019 and the assets retained from the subsequent sale in 2020, and acquisition
of the Australian entities in 2017.
Taxation
The Group had a tax charge in the year of £0.2m (2024: £0.1m). The Group
operates a transfer pricing policy to ensure that profits are correctly
recorded in each of the jurisdictions in which it operates. ActiveOps has
brought forward tax losses in the UK and Irish legal entities that currently
reduce the overall tax rate of the business.
Statutory Results
The Group reported total comprehensive income of £0.8m (2024: £0.7m) for the
year.
Earnings per Share
Following the Group's move to making a profit before tax, the profit
attributable to equity shareholders basic earnings per share for continuing
operations was a profit of 1.55p (2024: 1.18p). The diluted earnings per share
for the year was a profit of 1.47p (2024: 1.13p).
Dividend
The Board has determined that no dividend will be paid in the year. The Group
is primarily seeking to achieve capital growth for shareholders at this time.
It is the Board's intention during the current phase of the Group's
development to retain distributable profits from the business to the extent
they are generated.
Balance Sheet
The Group has a strong balance sheet position with no debt and net assets of
£9.9m (2024: £8.8m) including cash and cash equivalents of £20.6m at the
end of the year (2024: £11.3m) and cash investments of £nil (2024: £6.3m).
Goodwill and intangible assets
The carrying value of the Group's goodwill of £1.2m (2024: £1.2m) was
reviewed for impairment with no indications of impairment. The intangible
assets at £4.4m (2024: £4.6m) arising from business combinations for
customer relationships, purchased software and capitalised development costs
are amortised over an appropriate period.
Cash flow
The Group continues to generate positive working capital with the ratio of
operating cashflow to EBITDA at 200% for the year (2024: 175%).
The Group continues to bill most customers annually in advance for software
revenues with deferred income increasing to £16.7m (2024: £14.4m). The
seasonality of existing contract customer renewals in the second half of the
year delivered a strong increase in cash over the period.
Post period end - acquisition of Enlighten
After the period end, on 27 June 2025, the Group signed a sale and purchase
agreement to acquire the entire issued share capital of Enlighten Group Pty
Ltd, a competitor business. Enlighten is a software & professional
services company in workforce optimisation, predominantly serving the North
America and Asia Pacific markets. The Group has agreed to pay a total maximum
consideration of up to USD21.5m (approximately £15.9m), payable in cash from
the Group's existing cash resources and the operating cash flow generated over
the period up to 30 June 2027.
The total consideration consists of an initial consideration of USD8.5m
(approximately £6.3m), on a cash free, debt free basis, and a contingent
deferred consideration of up to USD13m (approximately £9.6m), payable in cash
dependent on the financial performance of Enlighten in relation to a mix of
SaaS revenues delivered and contract renewals achieved, consistent with the
current run rate of the business. The maximum contingent deferred
consideration payable is up to USD8.0m (approximately £5.9m) for the year
ended 30 June 2026, and up to USD5m (approximately £3.7m) for the year ended
30 June 2027.
With over 20 enterprise customers, the Acquisition is expected to increase
ActiveOps' ARR by approximately USD11.0m (approximately £8.1m), on a pro
forma basis, and be earnings enhancing, with an anticipated EPS accretion of
no less than 15% in the first full year of ownership, being the financial year
ending 31 March 2027.
Minority investment
On 26 November 2024, the Group made a minority investment in Contact Web
Limited ("Contact Web"), acquiring 21% of the share capital for a cost of
£400,000. Contact Web, a contact centre founded in 2023, provides both
inbound and outbound customer support for the retail, healthcare and
technology sectors.
Emma Salthouse
Chief Financial Officer
Consolidated Statement of Profit and Loss and Other Comprehensive Income
for the year ended 31 March 2025
Year ended 31 March Notes 2025 2024
£000 £000
Revenue 4 30,459 26,774
Cost of sales 5 (4,969) (4,303)
Gross profit 25,490 22,471
Administrative expense excluding share option charges, depreciation and (22,724) (19,939)
amortisation
Administrative expenses - share option charges only (272) (227)
Administrative expenses - depreciation and amortisation only 7-9 (1,423) (1,267)
Total administrative expenses (24,419) (21,433)
Impairment losses on financial assets (69) (183)
Operating profit 1,002 855
Finance income 390 166
Financing cost (41) (34)
Share of loss of associates (20) -
Profit before taxation 1,331 987
Taxation 6 (227) (142)
Profit for the year 1,104 845
Other comprehensive income
Items that may be subsequently reclassified to profit or loss:
Exchange differences on translating foreign operations (303) (136)
Total other comprehensive income (303) (136)
Total comprehensive income for the year attributable to the owners of the 801 709
parent company
Basic and diluted earnings/(loss) per share
Basic earnings per share 1.55p 1.18p
Diluted earnings per share 1.47p 1.13p
Consolidated Statement of Financial Position
as at 31 March 2025
At 31 March Notes 2025 2024
£000 £000
Non-current assets
Intangible assets 7 5,592 5,794
Property, plant and equipment 8 206 221
Right-of-use assets 9 201 301
Investments accounted for using the equity method 380 -
Deferred tax assets 312 174
Total non-current assets 6,691 6,490
Current assets
Trade and other receivables 10 5,745 5,939
Cash investments - 6,253
Cash and cash equivalents 20,586 11,353
Total current assets 26,331 23,545
Total assets 33,022 30,035
Equity
Share capital 71 71
Share premium account 6,048 6,048
Merger relief reserve 396 396
Share option reserve 656 384
Foreign exchange reserve (663) (360)
Retained earnings 3,368 2,264
Total equity 9,876 8,803
Non-Current liabilities
Lease liabilities 9 106 239
Provisions 391 201
Deferred tax liabilities 508 691
Total non-current liabilities 1,005 1,131
Current liabilities
Trade and other payables 21,868 19,963
Lease liabilities 9 106 69
Corporation tax payable 167 69
Total current liabilities 22,141 20,101
Total equity and liabilities 33,022 30,035
Consolidated Statement of Cash Flows
for the year ended 31 March 2025
Year ended 31 March Notes 2025 2024
£000 £000
Profit after tax 1,104 845
Taxation 227 142
Finance income (390) (166)
Finance expense 41 34
Loss from associates 20 -
Operating profit 1,002 855
Adjustments for:
Depreciation of property, plant and equipment 8 113 117
Depreciation of right of use asset 9 100 137
Amortisation of intangible assets 7 1,210 1,013
Impairment of intangible asset - 218
Share option charge 272 227
Change in trade and other receivables 10 194 434
Change in trade and other payables and provisions 2,095 1,202
Cash from operations 4,986 4,203
Bank charges (21) (20)
Taxation paid (434) (335)
Net cash generated from operating activities 4,531 3,848
Investing activities
Purchase of property, plant and equipment 8 (99) (179)
Purchase of software 7 - (9)
Capitalisation of development costs 7 (1,040) (1,347)
Interest received 487 166
Deposits for cash investments (9,581) (3,216)
Receipts from cash investments 15,738 -
Investment in associate (400) -
Net cash used in investing activities 5,105 (4,585)
Financing activities
Repayment of capital element of lease liabilities (96) (155)
Interest paid in respect of leases (20) (14)
Net cash used in financing activities (116) (169)
Net change in cash and cash equivalents 9,520 (906)
Cash and cash equivalents at beginning of the year 11,353 12,340
Effect of foreign exchange on cash and cash equivalents (287) (81)
Cash and cash equivalents at end of the year 20,586 11,353
Consolidated Statement of Changes in Equity
for the year ended 31 March 2025
Year ended 31 March Share Share Merger relief reserve Share option reserve Foreign exchange reserve Retained earnings Total
capital premium £000 £000 £000 £000 £000
£000 £000
At 1 April 2023 71 6,048 396 593 (224) 983 7,867
Profit for the year - - - - - 845 845
Exchange differences on translating foreign operations - - - - (136) - (136)
Total comprehensive income for the year - - - - (136) 845 709
Transactions with owners, recorded directly in equity
Reserve transfer on lapse of share options - - - (436) - 436 -
Share-based payment charge - - - 227 - - 227
Total transactions with owners - - - (209) - 436 227
At 31 March 2024 71 6,048 396 384 (360) 2,264 8,803
Year ended 31 March Share Share Merger relief reserve Share option reserve Foreign exchange reserve Retained earnings Total
capital premium £000 £000 £000 £000 £000
£000 £000
At 1 April 2024 71 6,048 396 384 (360) 2,264 8,803
Profit for the year - - - - - 1,104 1,104
Exchange differences on translating foreign operations - - - - (303) - (303)
Total comprehensive income for the year - - - - (303) 1,104 801
Transactions with owners, recorded directly in equity
Share-based payment charge - - - 272 - - 272
Total transactions with owners - - - 272 - - 272
At 31 March 2025 71 6,048 396 656 (663) 3,368 9,876
Notes Forming Part of the Financial Statements
for the year ended 31 March 2025
1. General information
ActiveOps plc (the 'Company') is a public company limited by shares
incorporated in England and Wales and domiciled in the United Kingdom. The
registered office and principal place of business is One Valpy, 20 Valpy
Street, Reading, Berkshire, RG1 1AR. On the 17 March 2021 the company became a
public limited company, having formerly been known as ActiveOps Limited.
The Company, together with its subsidiary undertakings (the 'Group') is
principally engaged in the provision of hosted operations management Software
as a Service ('SaaS') solutions to industry leading companies around the
world.
Items included in the Financial Statements of each of the Group's entities are
measured using the currency of the primary economic environment in which the
entity operates (the functional currency). These Financial Statements are
presented in Pounds Sterling, which is the Company's functional and the
Group's presentation currency. Monetary amounts are rounded to the nearest
thousand.
2. Accounting policies
a) Basis of preparation
The principal accounting policies adopted in the preparation of the
consolidated financial statements are set out below. The policies have been
consistently applied to all the years presented, unless otherwise stated.
The financial statements of the Group have been prepared on a going concern
basis under the historical cost convention, except where otherwise stated
within the accounting policies, and in accordance with UK-adopted
International Financial Reporting Standards (IFRS), and with the requirements
of the Companies Act 2006 as applicable to Companies reporting under those
standards. The financial statements are presented in pound sterling.
The preparation of financial statements in compliance with IFRS requires the
use of certain critical accounting estimates. It also requires Group
management to exercise judgment in applying the Group's accounting policies.
The areas where significant judgements and estimates have been made in
preparing the financial statements and their effect are disclosed in note 3.
b) Going concern
The financial statements have been prepared on a going concern basis, which
assumes that the Group will continue to operate and meet its liabilities as
they fall due for the foreseeable future, being a period of at least 12 months
from the date of approval of the financial statements.
The Directors have prepared detailed financial forecasts and cash flows
looking three years from the date of these consolidated financial statements.
In developing these forecasts, the Directors have made assumptions based upon
their view of the current and future economic conditions that will prevail
over the forecast period. During this assessment the Directors have also
considered the impact of the recent acquisition of Enlighten Group Pty Ltd,
with downside scenarios been prepared to ensure the Group can continue to
operate in a worse-case scenario.
On the basis of the above projections, the Directors are confident that the
Group has sufficient working capital and available funds to honour all of its
obligations to creditors as and when they fall due. In reaching this
conclusion, the Directors have considered the current strong levels of cash
and cash equivalents, lack of external funding arrangements and its forecasted
cash headroom. The Directors have considered the resources available to the
Group and the potential impact of changes in forecast growth, severe but
plausible downside scenarios and other assumptions, including the potential to
avoid or defer certain costs and to reduce discretionary spend as mitigating
actions in the event of such changes. Accordingly, the Directors continue to
adopt the going concern basis in preparing these consolidated financial
statements.
c) New accounting standards, amendments and interpretations issued but not
yet effective
The following new accounting standards were issued or amended during the year:
- IFRS 18 Presentation and Disclosure of Financial Statements. IFRS 18 is not
yet mandatory and has not been adopted by the Group for the year ended 31
March 2025. The Directors are assessing the impact of this standard for the
year ended 31 March 2028.
- IAS 1 non-current liabilities with covenants. The standard clarifies that
the classification of liabilities as current or non current should be based on
rights which exist at the end of the reporting period. This is not expected to
impact the results of the Group.
d) Basis of consolidation
Subsidiaries are entities controlled by the Group. The Group controls a group
when it is exposed to, or has rights to, variable returns from its involvement
with the subsidiary and has the ability to affect those returns through its
power over the subsidiary. In assessing control, the Group takes into
consideration potential voting rights. The acquisition date is the date on
which control is transferred to the acquirer. The financial statements of
subsidiaries are included in the consolidated financial statements from the
date that control commences until the date that control ceases.
Intra-Group balances and transactions, and any unrealised income and expenses
arising from intra-Group transactions, are eliminated.
e) Revenue
The Group's revenues consist primarily of SaaS solutions and Training and
Implementation revenues ('T&I').
SaaS solutions are sold as both a cloud IT environment or as an on-premise
solution which can be hosted within a customer's server. Alongside the
software, the Group provides ongoing management services contracts which
involves ongoing support of the software. This support is typically achieved
by accessing the software to ensure it is operating efficiently and to make
changes as requested by the customer. The licence and associated management
services contract are considered to be a single performance obligation because
although the customer obtains possession of the software, they are unable to
benefit from the software solution without the associated management services.
The associated management services cannot be provided by a third party and can
only be provided by ActiveOps. The performance obligation is recognised over
time which is considered to be the manner that best depicts the satisfaction
of the performance obligation.
SaaS solutions, both hosted and on-premise, are recognised on a straight-line
basis over the length of the contract during which the customer has daily
access to these services. This method reflects the continuous transfer of
access to, and consumption if, the software's benefits by the customer evenly
throughout the contract term.
T&I relates to implementation of the SaaS solution and training in the
Group's methodology on how to use the solution to the best effect. This is
typically delivered at the start of a new customer relationship, or when a
customer expands the use of the Group's software into other parts of their
business. Ad-hoc training is also provided to existing customers. T&I is
considered a single performance obligation.
T&I services are recognised over time based upon the delivery of the
service, comparing the actual effort expended (typically measured by labour
hours or costs incurred) to the total estimated effort required.
Variable and contingent consideration exists in certain contracts with
customers which could be in relation to SaaS or T&I. The Group estimates
variable and contingent consideration using either the expected value method
or the most likely outcome method, depending on which method is expected to
better predict the amount of consideration to which the Group will be
entitled. Variable and contingent consideration is included in the transaction
price only to the extent that it is highly probable that a significant
reversal in the amount of cumulative revenue recognised will not occur when
the uncertainty associated with the variable and contingent consideration is
subsequently resolved. At present, the application of judgement to variable
and contingent consideration is not significant to the financial statements,
as the amounts involved are relatively small, and historically, the outcomes
of variable and contingent consideration have consistently resulted in no
significant revenue reversals, supporting the judgement that the highly
probable threshold for recognition is met.
Where a contract covers multiple performance obligations, such as where SaaS
licenses are sold and implemented as separate performance obligations, the
transaction price is allocated to each distinct performance obligation based
on its standalone selling price. The Group determines the standalone selling
prices using a combination of observable evidence and estimation techniques,
to ensure faithful depiction of the price the Group would charge if sold
separately.
For SaaS solutions, the standalone selling price is often directly observable
through renewal contracts where these services are sold independently. For
T&I services the standalone selling price is calculated based on at daily
rates that are comparable to third party training providers who run management
courses or similar for organisations that are comparable to the broad customer
base of the Group. Where there is no directly observable standalone selling
price, the Group estimates these based on various factors, including the
Group's historical pricing practices for similar arrangement, market
conditions, and the expected cost of delivering these services. This approach
aims to allocate the transaction price to these performance obligations in a
manner consistent with what the Group would charge for them if sold
separately, and ensure that the initial allocation does not misrepresent the
ongoing annual recurring revenue derived from the SaaS component.
Both SaaS and T&I performance obligations are provided under fixed-price
contracts. SaaS contracts are priced for a period of time for up to a
contractual number of users, but can also be achieved via a price per user.
SaaS contracts are typically for a period of one year. Where the number of
users is determined in arrears, a best estimate of the expected revenue is
accrued each month based upon recent usage.
The Group's standard credit terms offered to customers require payment within
a short period, typically one year or less, from the transfer of goods or
services. Therefore, the Group's credit terms do not give rise to a
significant financing component in its contracts with customers. Warranty
fixes are provided as required within the agreed services of the SaaS
solutions performance obligations. These are assurance-type warranties (i.e. a
product guarantee) and so are not separate performance obligations.
The Group applies the practical expedient available under IFRS 15 by
expensing the incremental costs of obtaining a contract with a customer as
incurred. This is because the amortisation period of the asset that would
otherwise have been recognised is one year or less, which aligns with the
typical contract term for which these costs are incurred. These costs
primarily relate to sales commissions directly attributable to securing new
customer contracts
In the case of fixed-price contracts, the customer pays the fixed amount based
on a payment schedule. If the services rendered by the Group exceed the
payment, a contract asset is recognised. If the payments exceed the services
rendered, a contract liability is recognised. Contract assets and liabilities
are recognised within 'accrued income' and 'deferred income' respectively.
f) Foreign currency
Transactions in foreign currencies are translated to the respective functional
currencies of Group entities at the foreign exchange rate ruling at the date
of the transaction. Monetary assets and liabilities denominated in foreign
currencies at the balance sheet date are retranslated to the functional
currency at the foreign exchange rate ruling at that date. Foreign exchange
differences arising on translation are recognised in the Statement of
Comprehensive Income.
The assets and liabilities of foreign operations, including goodwill and fair
value adjustments arising on consolidation, are translated to the Group's
presentational currency, sterling, at foreign exchange rates ruling at the
balance sheet date. The revenues and expenses of foreign operations are
translated at an average rate for the period where this rate approximates to
the foreign exchange rates ruling at the dates of the transactions.
Exchange differences arising from this translation of foreign operations are
reported as an item of other comprehensive income and accumulated in the
translation reserve.
When a foreign operation is disposed of, such that control, joint control or
significant influence (as the case may be) is lost, the entire accumulated
amount in the translation reserve, net of amounts previously attributed to
non-controlling interests, is recycled to the Statement of Comprehensive
Income as part of the gain or loss on disposal.
g) Classification of instruments issued by the Group
Instruments issued by the Group are treated as equity (i.e., forming part of
shareholders' funds) only to the extent that they meet the following two
conditions:
• They include no contractual obligations upon the Group to deliver cash
or other financial assets or to exchange financial assets or financial
liabilities with another party under conditions that are potentially
unfavourable to the Group; and
• Where the instrument will or may be settled in the Company's own
equity instruments, it is either a non-derivative that includes no obligation
to deliver a variable number of the Company's own equity instruments or is a
derivative that will be settled by the Company exchanging a fixed amount of
cash or other financial assets for a fixed number of its own equity
instruments.
To the extent that this definition is not met, the items are classified as a
financial liability.
Interest payments are dealt with as part of finance expenses.
Where a financial instrument that contains both equity and financial liability
components exists these components are separated and accounted for
individually under the above policy.
h) Financial instruments
Recognition and derecognition
Financial assets and financial liabilities are recognised when the Group
becomes a party to the contractual provisions of the financial instrument.
Financial assets are derecognised when the contractual rights to the cash
flows from the financial asset expire or have been transferred, or when the
financial asset and substantially all the risks and rewards are transferred. A
financial liability is derecognised when it is extinguished, discharged,
cancelled or expires.
A. Financial assets
Classification and initial measurement of financial assets:
Financial assets, other than those designated and effective as hedging
instruments, are classified into the following categories:
• Amortised cost
• Fair value through profit or loss ('FVTPL')
• Fair value through other comprehensive income ('FVOCI')
All income and expenses relating to financial assets that are recognised in
profit or loss are presented within finance costs, finance income or other
financial items, except for impairment of trade receivables which is presented
within other expenses.
Subsequent measurement of financial assets
Financial assets are measured at amortised cost if the assets meet the
following conditions (and are not designated as FVTPL):
• They are held within a business model whose objective is to hold the
financial assets and collect its contractual cash flows
• The contractual terms of the financial assets give rise to cash flows
that are solely payments of principal and interest on the principal amount
outstanding
After initial recognition, these are measured at amortised cost using the
effective interest method. Discounting is omitted where the effect of
discounting is immaterial. The Group's cash and cash equivalents and cash
investments, trade and most other receivables fall into this category of
financial instruments.
Impairment of financial assets
IFRS 9's impairment requirements use forward-looking information to recognise
expected credit losses - the 'expected credit loss (ECL) model'.
The Group considers a broader range of information when assessing credit risk
and measuring expected credit losses, including past events, current
conditions, and reasonable and supportable forecasts that affect the expected
collectability of the future cash flows of the instrument.
'12-month expected credit losses' are recognised for the first category while
'lifetime expected credit losses' are recognised for the second category.
Measurement of the expected credit losses is determined by a
probability-weighted estimate of credit losses over the expected life of the
financial instrument.
Trade and other receivables (including accrued income)
The Group makes use of a simplified approach in accounting for trade and 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. In calculating, the Group uses its historical experience, external
indicators and forward-looking information to calculate the expected credit
losses.
The Group does not have a history of material credit losses on its trade
receivables and no change to this is expected when considering forward looking
information.
B. Financial liabilities
Classification and measurement of financial liabilities:
The Group's financial liabilities include trade payables and other payables.
Financial liabilities are initially measured at fair value, and, where
applicable, adjusted for transaction costs unless the Group designated a
financial liability at fair value through profit or loss.
Subsequently, financial liabilities are measured at amortised cost using the
effective interest method.
All interest-related charges and, if applicable, changes in an instrument's
fair value that are reported in profit or loss are included within finance
costs or finance income.
i) Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation
and accumulated impairment losses.
Where parts of an item of property, plant and equipment have different useful
lives, they are accounted for as separate items of property, plant and
equipment.
Depreciation is charged to administrative expenses in the Statement of
Comprehensive Income. The principal annual rates used for this purpose are:
• Leasehold improvements - straight line over 3 years
• Plant and machinery - straight line over 3 years
• Furniture, fittings and equipment - straight line over 5 years
• Right of use assets - straight line over the shorter of useful life of
the right of use asset or the lease term
Depreciation methods, useful lives and residual values are reviewed at each
balance sheet date.
j) Leases
The Group has applied IFRS 16 throughout the financial statements. At
inception of a contract, the Group assesses whether a contract is, or
contains, a lease. A contract is, or contains, a lease if the contract conveys
the right to control the use of an identified asset for a period of time in
exchange for consideration.
The Group recognises a Right of Use (ROU) asset and a lease liability at the
lease commencement date. The ROU asset is initially measured at cost, which
comprises the initial amount of the lease liability adjusted for any lease
payments made at or before the commencement date, plus any initial direct
costs incurred and an estimate of costs to restore the underlying asset, less
any lease incentives received. The ROU asset is subsequently depreciated using
the straight-line method from the commencement date to the shorter of the end
of the useful life of the ROU asset or the end of the lease term. In addition,
the ROU asset is periodically reduced by impairment losses, if any, and
adjusted for certain remeasurements of the lease liabilities. Depreciation is
charged to administrative expenses in the Statement of Comprehensive Income.
The lease liability is initially measured at the present value of the lease
payments that are not paid at the commencement date, discounted using the
interest rate implicit in the lease or, if that rate cannot be readily
determined, the Group's incremental borrowing rate. The Group uses its
incremental borrowing rate as the discount rate.
Interest is recognised on the lease liability at an even rate on the carrying
amount of the lease liability. It is remeasured when there is a change in
future lease payments arising from a change in an index or rate, if there is a
change in the Group's estimate of the amount expected to be payable under a
residual value guarantee or if the Group changes its assessment of whether it
will exercise a purchase, extension or termination option.
When the lease liability is remeasured in this way, a corresponding adjustment
is made to the carrying amount of the ROU asset or is recorded in profit or
loss if the carrying value of the ROU asset has been reduced to zero.
The Group presents ROU assets and lease liabilities separately from property,
plant and equipment.
Short term leases and low value assets
The Group has elected not to recognise ROU assets and lease liabilities for
short-term leases of machinery and office spaces that have a lease term of 12
months or less and leases of low-value assets, including IT equipment. The
Group recognises the lease payments associated with these leases as an expense
on a straight-line basis over the lease term. There are several property
leases in the Group on a one-month rolling contract. These are treated as
short-life assets and are recognised on a straight-line basis.
k) Intangible assets and goodwill
Goodwill
Goodwill is stated at cost less any accumulated impairment losses. Goodwill is
allocated to cash-generating units ('CGU') for the purposes of impairment
testing, and is not amortised but is tested annually for impairment.
Development costs
Costs relating to the development of intangible assets are capitalised when
the following criteria are met:
• the technical feasibility of completing the intangible asset so that it
will be available for use or sale
• its intention to complete the intangible asset and use or sell it
• its ability to use or sell the intangible asset
• how the intangible asset will generate probable future economic benefits
• the availability of adequate technical, financial and other resources to
complete the development and to use or sell the intangible asset
• its ability to measure reliably the expenditure attributable to the
intangible asset during its development
Internally-generated development intangible assets are amortised in the
statement of comprehensive income on a straight-line basis over their
estimated useful lives of 5 years.
If the above conditions are not met, development and research expenditures are
expensed in the period in which they are incurred.
Other intangible assets
Expenditure on internally generated goodwill and brands is recognised in the
Statement of Comprehensive Income as an expense as incurred.
Other intangible assets that are acquired by the group are stated at cost less
accumulated amortisation and accumulated impairment losses.
Internally generated intangible assets are recognised where it is probable
that there will be future economic benefits from the asset, the cost can be
reliably measured, the completion of the intangible asset so that it will be
available for sale is technically feasible, and there is intention and ability
to complete and sell the intangible asset.
Amortisation is charged to the administrative expenses in the Statement of
Comprehensive Income on a straight-line basis over the estimated useful lives
of intangible assets unless such lives are indefinite. Intangible assets with
an indefinite useful life and goodwill are systematically tested for
impairment at each balance sheet date. The Group has no assets with indefinite
lives, other than Goodwill, throughout the reporting periods.
Other intangible assets are amortised from the date they are available for
use. The estimated useful lives are as follows:
• Customer relationships - 10 years straight line
• Software acquired as a result of business combinations included within
purchased software - 10 years straight line
• Purchased software - 3 years straight line
• Intellectual property rights acquired on acquisition - 3 years
straight line
The estimated useful lives are derived from management's judgement of the
expected life of the asset. Useful lives are reconsidered at least every
financial year-end, or sooner if circumstances relating to the asset change or
if there is an indication that the initial estimate requires revision.
l) Impairment
Non-financial assets
The carrying amounts of the Group's non-financial assets are reviewed at each
reporting date to determine whether there is any indication of impairment. If
any such indication exists, then the asset's recoverable amount is estimated.
For goodwill, and intangible assets that have indefinite useful lives or that
are not yet available for use, the recoverable amount is estimated each year
at the same time.
The recoverable amount of an asset is the greater of its value in use and its
fair value less costs to sell. In assessing value in use, the estimated future
cash flows are discounted to their present value using a pre-tax discount rate
that reflects current market assessments of the time value of money and the
risks specific to the asset. For the purpose of impairment testing, assets
that cannot be tested individually are grouped together into the smallest
group of assets that generates cash inflows from continuing use that are
largely independent of the cash inflows of other assets or groups of assets.
An impairment loss is recognised if the carrying amount of an asset exceeds
its estimated recoverable amount. Impairment losses are recognised in the
Statement of Comprehensive Income. Impairment losses recognised in respect of
CGUs are allocated first to reduce the carrying amount of any goodwill
allocated to the units, and then to reduce the carrying amounts of the other
assets in the unit (group of units) on a pro rata basis.
An impairment loss in respect of goodwill is not reversed. In respect of other
assets, impairment losses recognised in prior periods are assessed at each
reporting date for any indications that the loss has decreased or the
conditions that gave rise to the impairment no longer exist. An impairment
loss is reversed if there has been a change in the estimates used to determine
the recoverable amount. An impairment loss is reversed only to the extent that
the asset's carrying amount does not exceed the carrying amount that would
have been determined, net of depreciation or amortisation, if no impairment
loss had been recognised.
m) Employee benefits
Defined contribution plans
A defined contribution plan is a post-employment benefit plan under which the
company pays fixed contributions into a separate entity and will have no legal
or constructive obligation to pay further amounts. Obligations for
contributions to defined contribution pension plans are recognised as an
expense in the Statement of Comprehensive Income in the periods during which
services are rendered by employees.
Short term employee benefits
The costs of short-term employee benefits are recognised as a liability and an
expense. The cost of any unused holiday entitlement is recognised in the
period in which the employee's services are rendered.
Termination benefits
Termination benefits are recognised immediately as an expense when the Group
is demonstrably committed to terminate the employment of an employee or to
provide termination benefits.
n) Share-based payments
Employees of the Group receive remuneration in the form of share-based payment
transactions, whereby employees render services as consideration for equity
instruments, known as equity settled transactions.
The Group records compensation expense for all share-based compensation awards
based on the grant date fair value, as adjusted for estimated forfeitures over
the requisite service period of the award. The fair value determined on the
grant date is expensed on a straight-line basis over the term of the grant. A
corresponding adjustment is made to equity.
Modifications and cancellations
When the terms and conditions of equity settled share-based payments at the
time they were granted are subsequently modified, the fair value of the
share-based payment under the original terms and conditions and under the
modified terms is determined. Any excess of the modified fair value is
recognised over the remaining vesting period in addition to the original grant
date fair value. The share-based payment is not adjusted if the modified fair
value is less than the original grant date fair value.
Cancellations or settlements, including those resulting from employee
redundancies, are treated as an acceleration of vesting and the amount that
would have been recognised over the remaining vesting period is recognised
immediately.
Valuation and amortisation method
The Company estimates the fair value of stock options granted using the
Black-Scholes option pricing formula for CSOP awards and a Monte Carlo
simulation for PSP awards.
Provision is made for National Insurance Contributions (NICs) on outstanding
share options that are expected to be settled based upon the latest enacted
NIC rates.
o) Cash investments
Cash investments include cash held on short term deposit for six months and
are held at amortised cost.
p) Cash and cash equivalents
Cash and cash equivalents comprise cash in hand and deposits which mature
within three months or less from inception.
q) Provisions
A provision is recognised in the balance sheet when the Group has a present
legal or constructive obligation as a result of a past event, which can be
reliably measured and it is probable that an outflow of economic benefits will
be required to settle the obligation. Provisions are determined by the
expected future cash flows specific to the liability.
r) Net financing costs
Financing expenses comprise interest payable, finance charges on finance
leases recognised in the Statement of Comprehensive Income using the effective
interest method. Financing income comprise bank interest receivable.
Interest income and interest payable is recognised in the Statement of
Comprehensive Income as it accrues, using the effective interest method.
s) Segmental reporting
Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision-maker ('CODM'). The CODM,
who is responsible for allocating resources and assessing performance of the
operating segments, has been identified as the Board of Directors of ActiveOps
plc.
The Group will provide information to the CODM on the basis of products and
services, being SaaS and T&I services. The CODM receives information for
these two segments down to gross margin level.
t) Taxation
Tax on the profit or loss for the period comprises current and deferred tax.
Tax is recognised in the Statement of Comprehensive Income except to the
extent that it relates to items recognised directly in equity, in which case
it is recognised in equity.
Current tax is the expected tax payable or receivable on the taxable income or
loss for the period, using tax rates enacted or substantively enacted at the
balance sheet date, and any adjustment to tax payable in respect of previous
periods.
Deferred tax is provided on temporary differences between the carrying amounts
of assets and liabilities for financial reporting purposes and the amounts
used for taxation purposes. The following temporary differences are not
provided for: the initial recognition of goodwill; the initial recognition of
assets or liabilities that affect neither accounting nor taxable profit other
than in a business combination, and differences relating to investments in
subsidiaries to the extent that they will probably not reverse in the
foreseeable future. The amount of deferred tax provided is based on the
expected manner of realisation or settlement of the carrying amount of assets
and liabilities, using tax rates enacted or substantively enacted at the
balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that
future taxable profits will be available against which the temporary
difference can be utilised.
u) Reserves
Share capital
Share capital represents the nominal value of shares that have been issued.
Share premium account
Share premium includes any premiums received on issue of share capital. Any
transaction costs associated with the issuing of shares are deducted from
share premium, net of any related income tax benefits.
Merger relief
Merger relief represents the excess of the Company's investment over the
nominal value of ActiveOps Pty Ltd.'s shares acquired and the share price at
acquisition.
Share option reserve
The share option reserve is used to recognise the grant date fair value of
options issued to employees but not exercised.
Foreign exchange reserve
The foreign exchange reserve includes all cumulative translation differences
on conversion of the Group's foreign operations from their functional
currencies to its presentation currency of sterling.
Retained earnings
Retained earnings includes all current and prior period retained profits and
losses.
v) Investment in Associates
Where the Group has made an investment in a business for between 20% and 50%
of share capital the interest in the business will be treated as an associate
and will be accounted for using the equity method. The investment is initially
recognised at cost and subsequently adjusted for the Group's share of the post
acquisition profit or loss and other comprehensive income of the associate.
Investments in associates are presented as non-current assets in the statement
of financial position.
3. Key accounting estimates and judgements
The preparation of the financial statements in compliance with IFRS requires
the use of certain critical accounting estimates. It also requires Group
management to exercise judgement and use assumptions in applying the Group's
accounting policies. The resulting accounting estimates calculated using these
judgements and assumptions will, by definition, seldom equal the related
actual results but are based on historical experience and expectations of
future events. Management believe that the estimates utilised in preparing the
financial statements are reasonable and prudent.
The judgements and key sources of estimation uncertainty that have a
significant effect on the amounts recognised in the financial statements are
discussed below.
Key judgements
Capitalisation of development costs
The Group invests on a continual basis in the development of software for sale
to third parties. There is a continual process of enhancements to and
expansion of the software with judgement required in assessing whether the
development costs meet the criteria for capitalisation.
In making this judgement, the Group evaluates, amongst other factors, whether
there are future economic benefits beyond the current period and management's
ability to measure reliably the expenditure attributable to the project.
Judgement is therefore required in determining the practice for capitalising
development costs.
During the year the Group has capitalised development costs of £1.0m (2024:
£1.3m) associated with the delivery of new features across the product set
that are expected to further enhance the proposition for the customer and
drive future economic benefit. The amount capitalised has been calculated
based on the time spent by individual developers on these new features. The
costs are amortised using the straight-line method from the launch of the
product over the expected life cycle of the enhancements which is expected to
be five years. The group has not capitalised costs of £2.6m (2024: £2.2m)
associated with maintenance work, projects with no future economic benefit,
and internal time including meetings and annual leave.
Revenue
The Group's contracts with customers can include multiple distinct performance
obligations, primarily comprising SaaS licenses and associated T&I
services. In accordance with IFRS 15, the total transaction price for these
contracts is allocated to each distinct performance obligation based on its
standalone selling price (SSP).
Determining the SSP for the SaaS licence component involves management
judgement. Customer contracts typically include T&I services, with SaaS
sales linked to the implementation of incremental licenses both within
existing and new customers. SSP determination is crucial for the appropriate
timing and allocation of revenue and discounts given between the SaaS and
T&I services.
Management determines the SSP using the following approach:
· International Price Lists and Policies: The Group has an
established international price list for commercial negotiations, applying a
defined governance framework for regional pricing and volume discounts,
ensuring a consistent and controlled pricing approach across geographies.
· Observable Prices: The SSP for SaaS products can be difficult to
determine due to variable pricing components such as volume discounts, tiered
pricing for the number of users, and the complexity of support for licences.
Consequently, estimation techniques are used in accordance with IFRS 15.
· Estimated Prices: For T&I services, where directly observable
SSPs are not consistently available, the Group primarily determines the SSP by
applying a cost-plus-margin approach in adherence with the internal price
list, considering various factors including historical pricing practices and
market conditions.
Management regularly reviews these SSPs to ensure their ongoing
appropriateness.
Accounting estimates
Share based payment charge
The Group issues share based incentives to certain employees. An element of
judgement is involved in the calculation of the charge. Directors estimate the
percentage of options that are expected to vest considering the likelihood of
achieving performance targets and employee churn rates.
Impairment of goodwill and other intangible assets
The Group reviews the carrying value of its intangible assets and goodwill
annually to determine whether there is any indication of impairment. If any
such indication exists a review of the recoverable amount of the asset is
performed. During the year no impairment charge was recognised as a result of
these reviews.
4. Revenue
The Group's revenue is primarily derived from the transfer of goods and
services over time.
A disaggregated geographical split of revenue by operating segment is shown
below between EMEIA (Europe, the Middle East, India and Africa), North America
and Asia Pacific. EMEIA are aggregated together as they operate and are
managed as one business. Revenue is attributed to geographical areas based on
the location of the Group's contract legal entity which formally enters into
the agreement with the external customer.
Year ended 31 March 2025 SaaS T&I £000 Total
£000 £000
EMEIA 14,836 2,211 17,047
North America 6,651 1,081 7,732
Asia Pacific 5,280 400 5,680
26,767 3,692 30,459
Year ended 31 March 2024 SaaS T&I £000 Total
£000 £000
EMEIA 13,170 2,057 15,227
North America 5,822 534 6,356
Asia Pacific 4,793 398 5,191
23,785 2,989 26,774
SaaS contracts delivered over time are mostly invoiced in advance and
incomplete performance obligations at the year-end are recorded in deferred
income in the statement of financial position. T&I revenues are invoiced
once the T&I is completed or earlier if contractually allowed with
contract assets or contract liabilities recognised in accordance with
performance obligations satisfied. The Group has recognised the following
assets and liabilities related to contracts with customers.
At 31 March 2025 2024
£000 £000
Contract assets 184 957
Contract liabilities (16,712) (14,420)
Due to the nature of the customer contracts, being annual service-related fees
that are performed over time, there is always an element of the contractual
performance obligation that has not been delivered at the year end. As
performance obligations delivered over time are invoiced in advance the
aggregate amount of the transaction price allocated to the performance
obligations unsatisfied, or partially unsatisfied, at the end of each
reporting period equates to the contract liability.
For performance obligations satisfied over time that extend beyond the amounts
recognised as contract liabilities, the transaction price related to future
unbilled periods is not presented as a contract asset or liability. The
Group's contracts for SaaS solutions typically range from one to three years,
with most T&I services completing in the first year. Revenue from SaaS
solutions is recognised on a straight-line basis over the contract term.
Consequently, for longer-term contracts, the unbilled transaction price for
future years is expected to be recognised as revenue over the remaining
contractual term.
The following is an estimate of aggregated amounts of transaction prices
relating to the performance obligations for existing contracts that are
unsatisfied or partially unsatisfied as at 31 March 2025:
2026 2027 2028
Revenue expected to be recognised 20,105 12,677 2,429
The following table shows revenue recognised in the current reporting period
relating to brought forward contract liabilities.
For the year ended 31 March 2025 2024
£000 £000
Revenue recognised that was included in the contract liability balance at the 14,404 13,420
beginning of the period
Contract assets have decreased due to timing of customer billing. Contract
liabilities have increased due to growth in SaaS revenues invoiced in advance.
During the year ended 31 March 2025 approximately £3,763k (2024: £5,675k) of
the Group's external revenue was derived from sales to one (2024: two)
specific customers with revenues of 10% or more of the total through SaaS and
T&I operating segments.
5. Segmental analysis
The Group has three reporting segments, being EMEIA, North America and APAC.
The Group focuses its internal management reporting predominantly on revenue
and cost of sales. No non-GAAP reporting measures are monitored. Total assets
and liabilities are not provided to the CODM in the Group's internal
management reporting by segment and therefore a split has not been presented
below. Information about geographical revenue by segment is disclosed in note
4.
Year ended 31 March 2025 EMEIA NA APAC Group Total
£000 £000 £000 £000
Revenue 17,047 7,732 5,680 30,459
Cost of sales (3,457) (1,160) (352) (4,969)
Gross profit 13,590 6,572 5,328 25,490
Other items in statement of profit or loss (24,386)
Profit for the year 1,104
Year ended 31 March 2024 EMEIA NA APAC Group Total
£000 £000 £000 £000
Revenue 15,227 6,356 5,191 26,774
Cost of sales (3,277) (720) (306) (4,303)
Gross profit 11,950 5,636 4,885 22,471
Other items in statement of profit or loss (21,626)
Profit for the year 845
The Group's revenues from external customers are disaggregated by geographical
location as follows:
2025 2024
£000 £000
UK 15,441 14,129
South Africa 1,606 1,098
USA 4,040 3,683
Canada 3,692 2,673
Australia 5,680 5,191
30,459 26,774
6. Taxation
For the year ended 31 March 2025 2024
£000 £000
Current income tax
Foreign current tax on profit for the current period 555 174
Adjustments in respect of prior periods 5 (44)
Deferred tax
Origination and reversal of temporary differences (333) 31
Adjustments in respect of prior periods - -
Effect of change in foreign tax rate on opening deferred tax position - (19)
Total tax charge 227 142
For the year ended 31 March 2025 2024
£000 £000
Profit before tax 1,331 987
Tax at domestic rate of 25% (2024: 25%) 333 247
Effect of:
Expenses that are not deductible in determining taxable profit 296 141
Differences in current and deferred tax rates - (19)
Deferred tax not recognised (372) (219)
Withholding taxes 37 11
Adjustments in respect of prior periods - current tax 5 (44)
Effect of other tax rates (35) 25
R&D tax credits (42) -
Share of loss from associates 5 -
Total tax charge 227 142
At 31 March 2025 the Company and its Group had tax losses of approximately
£17.9m (2024: £18.1m) to carry forward to offset against future taxable
profits.
7. Intangible assets
Goodwill £000 Customer relationships £000 £000 Purchased software £000 Intellectual property rights Capitalisation of development costs Total
£000 £000 £000
Cost
At 1 April 2023 1,190 6,424 938 125 1,215 9,892
Foreign exchange (13) (42) (10) - - (65)
Additions (purchases) - - 9 - - 9
Additions (internal developments) - - - - 1,347 1,347
Impairment - - - - - -
At 31 March 2024 1,177 6,382 937 125 2,562 11,183
Foreign exchange (15) (54) (14) - - (83)
Additions (internal developments) - - - - 1,040 1,040
At 31 March 2025 1,162 6,328 923 125 3,602 12,140
Amortisation
At 1 April 2023 - 3,408 551 125 73 4,157
Foreign exchange - - 1 - - 1
Charge for the year - 626 68 - 319 1,013
Impairment - - - - 218 218
At 31 March 2024 - 4,034 620 125 610 5,389
Foreign exchange - (41) (10) - - (51)
Charge for the year - 621 72 - 517 1,210
At 31 March 2025 - 4,614 682 125 1,127 6,548
Net book value
At 31 March 2025 1,162 1,714 241 - 2,475 5,592
At 31 March 2024 1,177 2,348 317 - 1,952 5,794
All amortisation charges are included within depreciation and amortisation in
the Statement of Comprehensive Income.
There are two assets included in capitalised development costs which are
material to the financial statements.
Asset Description Carrying Amount £000 Remaining Amortisation Period
Cloud Gatherer Gives ActiveOps the ability to host clients data in the cloud rather than on 285 4 years
premise.
CaseWorkiQ redevelopment into ControliQ Replatforming CaseWorkiQ data capture and reporting onto the ControliQ 444 3 years
platform to enable a more seamless platform for customers who require both
products.
The aggregate research and development expenditure recognised as an expense
during the period is £4.2m (2024: £4.3m).
The Group tests internally generated intangible assets for impairment on an
annual basis. There was no indication of impairment of any internally
generated intangible assets during the year.
Customer relationships consists of two individual assets: the acquired
relationships from the purchase of Open Connect on the 1 August 2019, which
has a netbook value of £880k (2024: £1.1m) and is being amortised until 31
July 2029; and the acquired relationships from the purchase of ActiveOps Pty
Ltd and Active Operations Management Australia on the 1 April 2017, which has
a netbook value of £835k (2024: £1.3m) and is being amortised until 31 March
2027.
The total carrying amounts of goodwill have been allocated to the below cash
generating units:
At 31 March 2025 2024
£000 £000
APAC 577 577
North America 585 600
1,162 1,177
The APAC goodwill relates to the purchase of ActiveOps Pty Limited and Active
Operations Management Australia Pty Ltd on 1 April 2017.
The North America goodwill relates to the purchase of OpenConnect on the 1
August 2019. The residual amount relates to the amount retained in ActiveOps
USA Inc. on disposal of OpenConnect on 19 October 2020.
The Group tests whether goodwill has suffered any impairment on an annual
basis, or more frequently where evidence of impairment indicators exist, by
comparing the value of the assets relating to each CGU with their value in
use. Value in use is estimated based on expected future five-year cashflows,
assuming a retention decrease of 10% each year (2024: 10%), discounted to
present value using a discount rate that reflects current market assumptions
of the time value of money. An impairment charge arises where the carrying
value exceeds the value in use.
The inputs into the expected cashflows are based on the most recent forecasts
approved and reviewed by the Directors for the next three years based on
expected growth within those CGU's over that period.
The key inputs and assumptions into the cashflow forecast are:
• Revenue growth, based upon management's expected growth in the
Group's products. These are determined by understanding the needs of current
customers and expected number of license sales pipeline to determine expected
future sales volumes. These sales volumes are coupled with the current pricing
to determine the forecast revenues. Considerations are also made for customer
churn which is based upon current churn rates. T&I revenues are derived
from forecast additional SaaS sales using historical customer behaviours as a
basis
• Cost of sales and any other direct costs based upon expected
revenues
• Expected movements in the overhead costs of the business given the
need to indirectly service growth in revenue
• Future capital expenditure and other changes to working capital as
required to facilitate the forecast revenue growth
In determining the potential for impairment of the cash generating units,
management considered 5 years of recoverability of each asset and assumed a
customer attrition rate of 10%. The Group has discounted the cashflows at
12.0% for the Australian CGU and 12.0% for the United States of America CGU.
Sensitivity testing has been performed on the impact of the discount rate
changing by 5%, and there is still no indication of impairment. Therefore
there is substantial headroom in the value in use calculations and management
have therefore not identified any reasonably possible changes in any key
assumption that would lead to the need for impairment of either CGU.
8. Property, plant and equipment
Leasehold improvements £000 Plant and machinery Fixtures, fittings and equipment £000 Total
£000 £000
Cost
At 1 April 2023 167 474 484 1,125
Foreign exchange (2) (7) (6) (15)
Additions - 96 83 179
At 31 March 2024 165 563 561 1,289
Foreign exchange - (8) (1) (9)
Additions - 97 2 99
At 31 March 2025 165 652 562 1,379
Accumulated depreciation
At 1 April 2023 167 369 427 963
Foreign exchange (2) (6) (4) (12)
Charge for the year - 78 39 117
At 31 March 2024 165 441 462 1,068
Foreign exchange - (7) (1) (8)
Charge for the year - 87 26 113
At 31 March 2025 165 521 487 1,173
Carrying amount
At 31 March 2025 - 131 75 206
At 31 March 2024 - 122 99 221
All depreciation and impairment charges are included within depreciation and
amortisation in the Statement of Comprehensive Income.
9. Right of use assets
Buildings
£000
Net book value
At 1 April 2023 419
Foreign exchange 19
Depreciation charge for the year (137)
At 31 March 2024 301
Depreciation charge for the year (100)
At 31 March 2025 201
The right of use asset relates to the property leases for operating premises
across the group.
Amounts recognised in the Statement of Financial Position
At 31 March 2025 2024
£000 £000
Lease liabilities
Current 106 69
Non-current 106 239
212 308
Amounts recognised in the Statement of Profit or Loss
For the year ended 31 March 2025 2024
£000 £000
Interest expense 20 14
Expense for short term leased properties 115 126
Depreciation of Right-of-use assets 100 137
Amounts recognised in the Statement of Cashflows
For the year ended 31 March 2025 2024
£000 £000
Total cash outflows 116 168
ActiveOps plc is required to restore its leased premises to their original
condition at the end of the respective lease terms (expiring March 2027). A
provision of £50k has been recognised for the estimated expenditure required
to remove any leasehold improvements.
Lease payments include variable payments for service charges which have been
deducted from the lease liability during the year.
10. Trade and other receivables
At 31 March 2025 2024
£000 £000
Trade receivables 4,862 4,363
Prepayments 464 442
Accrued income 184 956
Other receivables 235 178
5,745 5,939
The Directors consider the carrying value of trade and other receivables to be
approximately equal to their fair value due to their short term nature.
At 31 March 2025 2024
£000 £000
Trade receivables from contracts with customers 4,952 4,384
Less loss allowance (90) (21)
4,862 4,363
Trade receivables are amounts due from customers for goods sold or services
performed in the ordinary course of business. They are generally due for
settlement within 30 days and are therefore all classified as current. Trade
receivables are recognised initially at the amount of consideration that is
unconditional. The Group holds the trade receivables with the objective of
collecting the contractual cash flows, and so it measures them subsequently at
amortised cost using the effective interest method. Details about the group's
impairment policies and the calculation of the loss allowance are provided in
note 2.
11. Events after the reporting period
On 27 June 2025, the Group completed the acquisition of the entire issued
share capital of Enlighten Group Pty Ltd ("Enlighten"), a competitor business.
Enlighten is a privately owned software & professional services company in
workforce optimisation, predominantly serving the North America and Asia
Pacific markets. The Group has agreed to pay a total maximum consideration of
up to USD $21.5m (approximately £15.9m), payable in cash from the Groups
existing cash resources and the operating cash flow generated over the period
up to 30 June 2027.
The total consideration consists of an initial consideration of $8.5m
(approximately £6.3m) and a contingent deferred consideration of up to $13m
(approximately £9.6m), payable in cash dependent on the financial performance
of Enlighten in relation to a mix of SaaS revenues delivered and contract
renewals achieved, consistent with the current run rate of the business. The
maximum contingent deferred consideration payable is up to $8m (approximately
£5.9m) for the year ended 30 June 2026, and up to $5m (approximately £3.7m)
for the year ended 30 June 2027.
As the acquisition occurred after the reporting date of 31 March 2025, it is
considered a non-adjusting event. The initial accounting for the acquisition
is in progress and the Group is in the process of determining the fair value
of assets and liabilities. The financial effect of the acquisition has not
been recognised in the 2025 financial statements.
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