REG - AdvancedAdvT Limited - Final Results for Year Ending 28 February 2025
30/06/2025 07:00
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RNS Number : 8603O AdvancedAdvT Limited 30 June 2025
30 June 2025
AdvancedAdvT Limited
Financial Results for Year Ending 28 February 2025
AdvancedAdvT Limited (LSE: ADVT, "AdvT", the "Group"), the international
software solutions provider for the business solutions, compliance, and human
capital management sectors, has published its year end results for the twelve
months to 28 February 2025, with comparative numbers given for the period 8
months to 29 February 2024 ("PE24").
Financial Performance
• Revenue from operations of £43.3m (PE24 : £21.1m)
• Recurring revenue of £34.8m representing 80.3% of total revenues (PE24:
£16.3m and 77%)
• Adjusted EBITDA from operations of £11.3m, ahead of management expectations
(PE24: £4.4m)
• Pre-tax profit from continuing operations of £11.3m (PE24: £5.1m)
• Reported basic EPS: 8p (PE24: 5p)
• Cash and Cash equivalent assets of £109.5m (PE24: £102.9m), made up of Cash
of £88.5m and Cash equivalents of £21.0m investment stake in M&C Saatchi
plc (PE24: £82.1m and £20.8m respectively)
Proforma financial performance
• Proforma organic revenue growth of 17.8% and Adjusted EBITDA growth of
90.0%(1) on the acquired businesses (12months to 29 February 2025 vs. 29
February 2024)
• Growth driven by the adoption of best practices and securing of a number of
multi-year contract renewals
Highlights
• Acquired Celaton Limited ("inSTREAM") an intelligent process automation (IPA)
platform in July 2024 for £4.8m
• Post period end in May 2025, acquired HFX Limited, a provider of a workforce
management SaaS platform for £5.3m
• Post period end in May 2025, acquired GOSS Technology Limited, a digital
platform that supports public sector organisations in driving digital
transformation for £7.1m
• Continued operational improvements within acquired businesses
• Refreshed the Go To Market ("GTM") strategy following the significant
investment in SaaS and Cloud product offerings prior to our acquisition
Vin Murria, AdvancedAdvT's Executive Chairperson, said
"The Group is experiencing good Revenue and EBITDA growth, with Proforma
revenue up 17.8% and Adjusted EBITDA increasing by 90.0%(1). This performance
is being driven by better operational focus, the expansion of multiyear
contracts, and the positive momentum from customers embracing the benefits of
digital transformation and choosing us to support their strategic delivery. We
see good opportunity for business growth, particularly with AI, automation and
SaaS offerings, to support customers digital journey and transformation.
Having completed three small acquisitions (one pre and two post period), the
Group retains £109.5m of Cash and Cash equivalent assets to further drive
organic and acquisitive growth.
(1)Unaudited proforma results for the 12 months to 28 February 2025 and 12
months to 29 February 2024 for the four originally acquired businesses on 31
July 2023 and Celaton acquired on 1 July 2024.
Enquiries:
AdvancedAdvT Limited
Vin Murria, Chairperson
Gavin Hugill, Chief Financial Officer
Singer Capital Markets (Nominated Adviser and Broker) Tel: 020 7496 3000
Philip Davies / Sam Butcher
KK Advisory (Investor Relations) Tel: 020 7039 1901
Kam Bansil
Note to Editors
AdvancedAdvT Limited (AdvT) provides software solutions and platforms across
two business transformational areas: business solutions & compliance, and
human capital management.
AdvT is an agent for change. The Group enables the delivery of Artificial
Intelligence ("AI"), data analytics and business intelligence, all of which
are key future drivers for growth in these sectors where long term
digitisation trends are set to transform the workplace for professionals.
AdvT is developing both organically and through acquisitions, by expanding its
presence across adjacent markets, geographical boundaries and digital sectors.
Chairperson's statement
In the year ended 28 February 2025, the Group made good progress in executing
on its strategy which is centred around backing sectors characterised by long
term AI, automation, digital transformation and data analytics, and business
intelligence trends.
Embracing a long-term perspective, the aim is to build a lasting and thriving
business. This thinking shapes how capital is deployed on both M&A and
within the acquired businesses. A strategy centred around business led digital
transformation and continuous improvement aligns and deepens our relationships
with our clients and partners.
The management team boasts substantial experience in the software and services
sector, having invested in and operated a range of high-performing businesses
in the sector. The team has successfully driven operational excellence within
these enterprises, resulting in consistent organic growth. Management has a
proven track record of targeted and accretive mergers and acquisitions in the
software sector and this expertise, combined with the recent acquisitions,
positions AdvT well to build a robust platform for future growth.
Our initial acquisition, a carve-out of five businesses from Capita on 31 July
2023, established the platform and created an opportunity to expand our
capabilities and offerings through three subsequent acquisitions.
Our initiatives since acquiring both the initial and subsequent acquisitions
have encompassed a concerted effort towards standardisation and
simplification, aimed at harnessing best practices to optimise go-to-market
strategies and operational activities.
The Group performance is measured through a set of core financial metrics,
including recurring revenue, adjusted EBITDA, and free cash flow. These
indicators serve as benchmarks in gauging our progress, ensuring alignment
with our overarching strategic objectives and commitment to delivering
sustainable value to our stakeholders.
The Group continues to hold a 9.8% stake in M&C Saatchi plc.
Current trading and outlook
Despite the macroeconomic and political uncertainty, we believe that the
current environment will present numerous opportunities to develop the Group,
both organically and by acquisition.
In the current financial year, which started on 1 March 2025, the Group has
continued to make good progress, securing contracts across both the public and
private sector customer bases. The performance of the acquired companies
continues to meet expectations with the integration of HFX and GOSS
progressing well. Overall, the Group is trading in line with the management's
expectation.
Financial highlights
The Group reported revenues from operations of £43.3m in the year under
review, with recurring revenue of £34.8m representing 80.3% of total revenue.
Adjusted EBITDA from continuing operations was £11.3m, which was ahead of
management expectations. The Group ended the period with cash of £88.5m.
The Group's operational performance has improved significantly, underpinned by
a combination of major contract wins and the adoption of best practices that
are notably driving operational improvements. These initiatives have resulted
in proforma revenue growth of 17.8% and a 90.0% increase in adjusted EBITDA
for the 12 months ended 28 February 2025, compared to the 12 months ended 29
February 2024.
Building on this momentum, the Group has continued to embed operational
improvements across its businesses, further enhancing their performance and
strengthening their long-term prospects. These efforts have been supported by
refreshed go-to-market strategies, which align with and leverage the
substantial investments made in SaaS and Cloud product offerings prior to the
initial acquisitions.
M&A
The Group acquired inSTREAM for £4.8m net of cash on 1 July 2024. inSTREAM
is a machine-learning AI based intelligent process automation ("IPA")
platform. Its functionality provides intelligent document processing ("IDP")
with data recognition, classification, validation and enrichment, continual
process automation with machine-learning AI algorithms and analytics.
This acquisition strengthened the Group's offering, with public sector clients
able to benefit from enhanced automation in accounts payable and sales order
workflows. inSTREAM's capabilities will drive greater efficiency, throughput,
and compliance, improving both operational performance and supplier
relationships. The integration creates opportunities for revenue growth and
efficiency gains across the Group.
In the two years prior to this acquisition, inSTREAM invested £2.3m in
product development, targeted at platform AI capabilities, web user interface
and multi-language support. Its customers consist of multi-national
enterprises with high volume process needs including Talk Talk, Currys and
Capgemini.
With substantial cash reserves (£88.5m as at 28 February 2025, prior to the
acquisition of HFX and GOSS), and our investment in M&C Saatchi plc
(valued at £21.0m as at 28 February 2025), we remain well-positioned to
execute disciplined, synergistic and accretive M&A opportunities.
M&A continues to be central to the Group's strategy, focusing on
businesses that align closely with our management team's vision and
demonstrate key characteristics necessary to generate long-term value.
The Board will continue to evaluate each potential target against its
acquisition criteria, seeking businesses with:
• high recurring revenue streams and good forward visibility;
• sticky customer retention;
• mission critical products and services;
• opportunities for both organic and inorganic growth;
• strong cash generation;
• sectors with high barriers to entry; and in
• highly fragmented industries with opportunities for consolidation
Operational review
Our business solutions and healthcare compliance operations have pivoted to
place greater emphasis on the customer, their evolving needs and to deliver
value-driven software and digital solutions. This focus has helped secure and
deepen relationships with both new and existing customers.
The Group is witnessing a growing momentum in the public sector towards
digital transformation, driven by an increasing demand for digital services
and solutions. While this trend presents significant opportunities for
innovation and growth, it is currently tempered by ongoing budgetary
constraints. Public sector organisations are under pressure to adopt digital
tools not only to enhance productivity and meet strategic objectives, but also
to navigate financial limitations and deliver value within tighter fiscal
frameworks.
Within the human capital management ("HCM") operations, the Group continues to
expand its customer base on the SaaS platform, reflecting strong market
interest and adoption. At the same time, we are investing in new offerings and
enhanced capabilities aimed at delivering differentiated value to our clients.
While these developments present clear growth opportunities, they also require
careful management of investment risk and execution complexity.
Encouragingly, digitalisation trends remain positive, with both new and
existing clients increasingly adopting our cloud-based resourcing SaaS
platform. This shift supports process simplification and the implementation of
best practices. Additionally, the integration of AI functionality, such as the
resource suitability engine introduced in recent releases, offers promising
efficiency gains. However, the pace of technological change and evolving
client expectations necessitate ongoing innovation and agility to maintain
competitive advantage.
The Group has made strategic investments in AI and automation to better serve
the evolving needs of public sector customers. In HCM, AI is being applied to
enhance resource allocation and support the development of intelligent
skill-matching capabilities. These innovations aim to improve workforce
planning and operational efficiency. We have also adapted AI-driven
technologies for public sector finance operations, including the integration
of an intelligent engine for e-invoicing to streamline processing and reduce
administrative burden. Additionally, new platforms have been introduced with
advanced data interpretation layers, natural language querying, and enhanced
reporting features to support data-driven decision-making. As we continue to
explore emerging AI use cases, we remain committed to leveraging leading
platforms and technologies to drive further automation and deliver measurable
value to our customers.
The Group has also set up an Indian offshore development centre, hiring a core
team of known individuals. The team has initially focused on developing new
functionality for the Human Capital management products.
On behalf of the Board, I would like to extend my sincere thanks to Mark
Brangstrup Watts for his valued contribution, commitment, and support since
the Company's formation. His insight and guidance have been greatly
appreciated, and we wish him every success in his future endeavours.
Vin Murria, Chairperson
CFO's Report
For the year ended 28 February 2025, the Group generated revenues of £43.3m,
compared to £21.1m for the 8 months to 29 February 2024. Recurring revenues
as a proportion of total revenue increased by 3.3percentage points to 80.3%,
up from 77% for the 8 months to 29 February 2024. This growth was driven by
enhanced go-to-market strategies, updated pricing models, and a stronger
alignment with customer needs, resulting in higher revenues from existing
customer budgets and the securing of new multi-year contracts.
Our cloud strategy continues to gain strong traction across both public and
private sector markets. In the public sector, 60 organisations have already
adopted our Centros Integra solution, built on Microsoft Azure. Meanwhile, in
the private sector, our Retain cloud product has reported an impressive 96%
year-on-year growth in SaaS revenue for the 12 months ending May 2025.
Adjusted EBITDA, a key underlying measure of the Group's performance, rose
significantly to £11.3m, representing 26.0% of reported revenues. This marks
a substantial improvement against the 8 months ended 29 February 2024 with an
EBITDA of £4.4m and a margin 20.0% of revenues. The increase reflects the
positive impact of ongoing enhancements to our go-to-market strategies and
operational initiatives, which have driven both revenue growth and margin
expansion. On a proforma basis, revenue grew by 17.8%, while adjusted EBITDA
increased by 90.0% for the 12 months ended 28 February 2025, compared to the
prior 12-month period.
Our focus on operational improvements has played a crucial role in this
success. By systematically identifying and removing inefficiencies, we have
streamlined our operations, leading to cost savings and improved margins. The
adoption of fit-for-purpose systems, frameworks, and processes has further
supported these efforts, ensuring that our operations are both efficient and
scalable.
Looking ahead, we remain committed to these strategic initiatives, which we
believe will continue to drive profitability and support sustainable growth.
Our ongoing investments in technology and process optimisation are expected to
yield further improvements in operational efficiency and readiness for growth.
The Group has successfully implemented core business systems across critical
functions as part of an overarching program. These implementations include
Customer Relationship Management (CRM) in 2024, benefits administration in
2024, and Human Resources (HR), payroll, financial management, and
professional services in 2025. By establishing these foundational frameworks,
we aim to streamline processes and enhance operational agility.
As we continue to standardise, optimise, and integrate acquired businesses, we
anticipate that the adoption of best practices and the benefits of scale will
lead to growth and improved margins.
On 28 November 2024, through the creation of a new subsidiary, the group
established its own Indian offshore development centre. Utilising the
management teams' network and relationships we employed a core team of known
individuals, and the Indian operation ended the year with a headcount of 16.
The development team in its first few months has focused on accelerating
functionality and capabilities of our Human Capital Management products.
The table below reconciles EBITDA to operating profit including one off
adjustments and the fair value gains.
Audited Period ending Feb-25 Feb-24
(Feb-24 is a 8 month period) £000s £000s
Revenue 43,274 21,122
EBITDA 10,510 2,069
Acquisition expenses, stamp duties and relisting expenses 838 2,309
Adjusted EBITDA 11,348 4,378
Depreciation (65) (69)
Adjusted operating profit 11,283 4,309
Amortisation of intangible assets (3,189) (1,597)
Acquisition expenses, stamp duties and relisting expenses (838) (2,309)
Fair Value gain on Financial Assets 180 2,580
Operating profit 7,436 2,983
Through management of cash reserves, the Group had a net finance income of
£3.9m (2024: £2.3m) and profit before tax from continuing operations of
£11.3m (2024: £5.1m).
The Group's 9.8% stake in M&C Saatchi plc was valued at £21.0m at 28
February 2025 (29 February 2024: £20.8m), an increase of £0.2m.
The Group has recognised a deferred tax asset of £1.3m predominantly in
respect of losses expected to be utilised in future periods. The Group has a
deferred tax liability of £4.0m relating to intangible assets recognised on
acquisition.
Free cashflow from continuing activities Feb-25 Feb-24
(Feb-24 is a 8 month period) £000s £000s
Operating profit from continuing activities 7,436 2,983
Fair value on financial assets (180) (2,580)
Depreciation 65 69
Acquisition expenses, stamp duties and relisting expenses 838 2,309
Amortisation and impairment of intangible assets 3,189 1,597
Adjusted EBITDA 11,348 4,378
Provision release (370) -
(Increase)/decrease in working capital (712) 823
Adj. operating cashflow 10,266 5,201
Cash conversion 90% 119%
Capital expenditure (1,358) (1,025)
Acquisition expenses, stamp duties and relisting expenses (838) (2,309)
Unrealised exchange (losses) (127) (5)
Interest and dividend income 3,614 2,530
Free cashflow 11,557 4,392
Basic and diluted EPS was 8p (29 February 2024: 5 pence).
The Board does not currently recommend a dividend. It intends to review the
Group's dividend policy following significant deployment of AdvT's capital and
will only commence the payment of dividends when it becomes commercially
appropriate.
The Group's cash position as at 28 February 2025 was £88.5m (29 February
2024: £82.1m), before the net cash outflow of £4.8m to acquire HFX and GOSS.
Adjusted operating cashflow was £10.3m, representing 90% cash conversion of
adjusted EBITDA (29 February 2024: £5.1m and 119%). Cash conversion was
impacted by the timing of a few large trade receivables invoices and their
collection shortly after the year end. The Group also capitalised £1.3m of
R&D cost.
Free cash flow from continuing activities was £11.6m (29 February 2024:
£4.4m). This was impacted by the acquisition of inSTREAM on 1 July 2024, for
cash consideration of £4.8m net of cash acquired of £1.7m.
Following the year-end, the Group completed two additional acquisitions: HFX
Limited and GOSS Technology Group Limited. HFX provides a workforce management
SaaS platform, while GOSS offers a digital platform that supports public
sector organisations in driving digital transformation through innovative
online solutions.
Gavin Hugill, Chief Financial Officer
Consolidated Statement of Comprehensive Income
Year Eight months
ended ended
28-Feb-2025 29-Feb-2024
£000s £000s
Revenue 43,274 21,122
Cost of sales (15,580) (8,333)
Gross Profit 27,694 12,789
Administrative expenses (17,184) (10,720)
Depreciation (65) (69)
Amortisation (3,189) (1,597)
Fair value on financial assets 180 2,580
Operating profit 7,436 2,983
Dividend received 192 -
Net finance income 3,740 2,295
Share-based payment expense (109) (72)
Profit before tax for continuing operations 11,259 5,206
Taxation (382) (458)
Profit for the period from continuing operations 10,877 4,748
Discontinued Operations
Profit for period from discontinued operations - 37
Gain on disposal of discontinued operations - 2,218
Total comprehensive profit for the period attributable to owners of the parent 10,877 7,003
Other comprehensive income
Items that may subsequently be reclassified to profit and loss
Translation (127) (5)
Total comprehensive income for the period attributable to owners of the parent 10,750 6,998
Profit per ordinary share (£)
Basic 0.08 0.05
Diluted 0.08 0.05
Consolidated Statement of Financial Position
As at As at
28-Feb-2025 29-Feb-2024
£000s £000s
Non-current assets
Intangible assets 19,405 18,987
Goodwill 24,715 22,145
Property, plant and equipment 53 70
Contract fulfilment assets 308 775
Deferred tax 1,263 1,170
Financial asset at fair value through profit or loss 21,000 20,820
66,744 63,967
Current assets
Inventories 108 81
Trade and other receivables 12,602 7,067
Cash and cash equivalents 88,510 82,111
Total current assets 101,220 89,259
Total assets 167,964 153,226
Equity and liabilities
Sponsor shares - -
Ordinary shares 131,166 131,166
Warrant reserve 98 98
Warrant cancellation reserve 350 350
Share-based payment reserve 582 473
Translation reserve (122) 5
Retained Earnings 9,051 (1,826)
Total equity 141,125 130,266
Liabilities
Current liabilities
Trade and other payables 6,130 5,036
Corporation taxation 727 248
Contract liabilities 13,872 11,051
Total current liabilities 20,729 16,335
Non-current Liabilities
Deferred tax liability 3,963 3,769
Contract liabilities 475 814
Provisions 1,672 2,042
Total non-current liabilities 6,110 6,625
Total equity and liabilities 167,964 153,226
Consolidated Statement of Changes in Equity
Sponsor share Ordinary shares Warrant reserves Warrant cancellation Reserve Share based payment reserve Translation Reserve Accumulated losses/ Retained Earnings Total equity
£000s £000s £000s £000s £000s £000s £000s £000s
Balance as at - 131,166 98 350 305 - (10,261) 121,658
30 June 2022
Total comprehensive profit for the period - - - - - - 1,432 1,432
Share-based payment expense - - - - 96 - - 96
Balance as at - 131,166 98 350 401 - (8,829) 123,186
30 June 2023
Total comprehensive profit for the period - - - - - - 7,003 7,003
Share-based payment expense - - - - 72 - - 72
Translation - - - - - 5 - 5
Balance as at - 131,166 98 350 473 5 (1,826) 130,266
29 February 2024
Total comprehensive profit for the period - - - - - - 10,877 10,877
Share-based payment expense - - - - 109 - - 109
Translation - - - - - (127) - (127)
Balance as at - 131,166 98 350 582 (122) 9,051 141,125
28 February 2025
Consolidated Statement of Cash Flow
Year Eight months
ended ended
28-Feb-2025 29-Feb-2024
£000s £000s
Cashflow from operating activities
Profit before taxation for the period 11,259 7,461
Adjustments for:
Depreciation 65 69
Amortisation 3,189 1,597
Interest income (3,740) (2,295)
Fair value gains on financial assets (180) (2,580)
Gain on disposal of discontinued operation - (2,218)
Add back share-based payment expense 109 72
Provision release (370) -
Dividend (192) -
Working capital adjustments:
(Increase)/decrease in trade and other receivables and prepayments (4,336) 54
Decrease in contractual fulfilment assets 467 43
Increase in trade and other payables 675 2,588
Increase/(decrease) in contractual liabilities 2,482 (1,862)
Tax paid (365) -
Net cash flow from operating activities 9,063 2,929
Cash flow used in investing activities
Purchase of property, plant and equipment (38) (17)
Development of intangible assets (1,320) (1,133)
Acquisition of subsidiaries, net of cash acquired (4,793) (30,139)
Sale of subsidiary, net of cash retained - 3,250
Net cash flow used in investing activities (6,151) (28,039)
Financing activities
Dividend income 192 -
Interest income 3,422 2,530
Net cash flows from financing activities 3,614 2,530
Net increase/(decrease) in cash and cash equivalents 6,526 (22,580)
Net foreign exchange differences (127) (5)
Cash and cash equivalents at the beginning of the period 82,111 104,696
Cash and cash equivalents at the end of the period 88,510 82,111
Notes to the Consolidated Financial Statements
1. GENERAL INFORMATION
AdvancedAdvT Limited was incorporated on 31 July 2020 in the British Virgin
Islands ("BVI") as a BVI business company (registered number 2040954) under
the BVI Business Company Act, 2004 and has its registered address at Commerce
House, Wickhams Cay 1, Road Town, Tortola, British Virgin Islands VG1110 and
UK establishment at 11 Buckingham Street, London WC2N 6DF. The Company has one
direct subsidiary, MAC I (BVI) Limited and a number of indirectly held
subsidiaries (together with the Company, the "Company" or "Group").
The Group provides software solutions and platforms across two business
transformational areas: business solutions & healthcare compliance, and
human capital management. The Group's operations are IBSS (financial
management software), CHKS (AI based healthcare intelligence compliance and
accreditation software), inSTREAM (intelligent process automation software),
Retain (global resource planning and talent management software) and WFM
(workforce management software provider). The Company is an agent for change,
enabling the delivery of Artificial Intelligence ("AI"), data analytics and
business intelligence, all of which are key future drivers for growth in these
sectors where long term digitisation trends are set to transform the workplace
for professionals.
The Group is developing both organically and through acquisitions, by
expanding its presence across adjacent markets, geographical boundaries, and
digital sectors.
The Company was listed on the Main Market of the London Stock Exchange from 4
December 2020, the Acquisitions constituted a reverse takeover, and shares
were therefore suspended from 8 June 2023, the Company was subsequently
admitted to AIM from 10 January 2024.
The accounting reference date was changed from 30 June to 28 February (or 29
February, as the case may be), resulting in a short accounting period of 8
months to 29 February 2024 in the prior period. A shorter accounting period
was selected on the Admission to AIM.
Certain items in the Consolidated Statement of Comprehensive income have been
reclassified for presentational purposes, the effect of which is immaterial.
2. CRITICAL ACCOUNTING JUDGEMENTS AND ESTIMATES
The preparation of the Consolidated Financial Statements under IFRS requires
the Directors to make estimates and assumptions that affect the reported
amounts of assets and liabilities and the disclosure of contingent assets and
liabilities including those that would result in a material adjustment to
carrying amounts within the next financial year. Estimates and judgements are
continually evaluated and are based on historical experience and other factors
including expectations of future events that are believed to be reasonable
under the circumstances. Actual results may differ from these estimates.
Key sources of estimation uncertainty
Identifiable assets acquired and liabilities assumed
As required by IFRS 3, we have measured the assets acquired and liabilities
assumed on the acquisitions in the period at their fair value on acquisition.
The fair values of contract liabilities at acquisition dates were estimated to
obtain a price that would be paid to transfer the liability in an orderly
transaction between market participants. The approach used was based on a
market participant's estimate of the costs that will be incurred to fulfil the
obligation plus a normal profit margin, based on the overall cost profile over
the life of the contract.
The determination of the fair value of assets and liabilities including
goodwill arising on the acquisition of businesses, the acquisition of
branding, customer relationships and intellectual property, whether arising
from separate purchases or from the acquisition as part of business
combinations, and development expenditure, which is expected to generate
future economic benefits, are based, to a considerable extent, on management's
estimations. Independent specialists were engaged to review the assessment.
The fair value of these assets is determined by discounting estimated future
net cash flows the asset is expected to generate where no active market for
the assets exists. The use of different assumptions for the expectations of
future cash flows and the discount rate would change the valuation of the
intangible assets
Goodwill impairment
Goodwill is not considered impaired based on cash flow projections.
Critical accounting judgements
Revenue Recognition
There are a number of areas where judgement has been applied in respect of
revenue recognition. In applying IFRS 15 Revenue from Contracts with Customers
significant judgement which may affect the determination of the amount and
timing of revenue from contracts with customer include: assessment of the
costs the Group incurs to deliver the contractual commitments and whether such
costs should be expensed as incurred or capitalised.
Recovery of deferred tax assets
Deferred tax assets are recognised for deductible temporary differences only
if the consolidated entity considers it is probable that future taxable
amounts will be available to utilise those temporary differences and losses.
Provisions
Onerous contract provisions are recognised where the unavoidable costs under a
contract reflect the least net cost of exiting from the contract, which is the
lower of the cost of fulfilling it and any compensation or penalties arising
from failure to fulfil it.
For the year to 28 February 2025, the Directors do not consider that they have
made any other significant estimates, judgements or assumptions which would
materially affect the balances and results reported in these Consolidated
Financial Statements or in the Consolidated Financial Statements for the next
period.
3. ALTERNATIVE PERFORMANCE MEASURES
In reporting financial information, the Group presents alternative performance
measures ("APMs") which are not defined or specified under the requirements of
IFRS. The Group believes that these APMs, which are not considered to be a
substitute for IFRS measures, provide stakeholders with additional useful
information on the underlying trends, performance and position of the Group
and are consistent with how business performance is measured internally. The
alternative performance measures are not defined by IFRS and therefore may not
be directly comparable with other companies' alternative performance measures.
The key APMs that the Group uses are outlined below.
Closest equivalent IFRS measure Reconciling items to IFRS measure Definition and purpose
Income Statement Measures
Adjusted EBITDA or Profit before tax (PBT) Operating Profit OR Profit before Tax Adjusting items Adjusted Operating profit/Profit before tax excludes adjusting items
Adjusting items None Refer to definition Items which are not considered part of the normal operating costs of the
business, are separately disclosed because of their size, nature or incidence
are treated as adjusting. The Group believes the separate disclosure of these
items provides additional useful information to users of the Consolidated
Financial Statements to enable a better understanding of the Group's
underlying financial performance. These may include the financial effect of
adjusting items such as, inter alia, restructuring costs, impairment charges,
amortisation of intangibles, costs relating to business combinations, one-off
foreign exchange gains or losses, integration costs, acquisition-related
expenses, share-based payment charges, contingent consideration and earn-outs,
cloud computing configuration and customisation costs, and right-of-use asset
disposal gains or losses
Recurring revenue Revenue Refer to definition Recurring revenues are income occurring continuously and repeatedly
Transactional revenue Revenue Refer to definition Transactional revenue are recognised at the point of transfer (delivery) to a
customer
Balance Sheet Measures
Net cash or debt None Refer to definition Net cash debt is defined as Cash and cash equivalents and short-term deposits,
less Bank overdrafts and other current and non-current borrowings
Cash Flow Measures
Cash conversion None Refer to definition Adjusted operating cash flow as a percentage of Adjusted EBITDA
Free cash flow None Refer to definition Cash flow in the period after accounting for operating activities, investing
activities, lease payments, interest and tax
4. SEGMENT INFORMATION
Revenue from continuing operations
Year Eight months
ended ended
28-Feb-2025 29-Feb-2024
£000s £000s
Recurring revenues 34,768 16,250
Transactional revenues 8,506 4,872
43,274 21,122
Revenue is recognised for each category as follows:
• Recurring revenues: income occurring continuously and repeatedly; and
• Transactional revenues: recognised at the point of transfer (delivery) to
a customer
Operating segments
IFRS 8 requires operating segments to be identified on the basis of internal
reports about components of the Group that are regularly reviewed by the chief
operating decision makers to allocate resources to the segments and to assess
their performance.
The chief operating decision makers have been identified as the Executive
Directors. The Group revenue is derived from the sale and subscription of
recurring and transactional revenue engagements with its customers.
Consequently, the Executive Directors review the two revenue streams, but as
the costs are not recorded in the same way, the information on costs is
presented as one segment and as such the information included below is
presented in line with management information.
Year Eight months
ended ended
28-Feb-2025 29-Feb-2024
£000s £000s
Revenue 43,274 21,122
EBITDA 10,510 1,997
Acquisition expenses, stamp duties and relisting expenses 838 2,309
Adjusted EBITDA 11,348 4,306
Depreciation (65) (69)
Adjusted operating profit 11,283 4,237
Amortisation of intangible assets (3,189) (1,597)
Acquisition expenses, stamp duties and relisting expenses (838) (2,309)
Fair value gain on financial assets 180 2,580
Operating profit 7,436 2,911
5. EARNINGS PER ORDINARY SHARE
Basic EPS is calculated by dividing the profit/(loss) attributable to equity
holders of a company by the weighted average number of ordinary shares in
issue during the year. Diluted EPS is calculated by adjusting the weighted
average number of ordinary shares outstanding to assume conversion of all
potentially dilutive instruments into ordinary shares.
The Company has issued 700,000 warrants, each of which is convertible into one
ordinary share.
Incentive shares in MAC I (BVI) Limited have been issued. On exercise, the
value of these shares is expected to be delivered by the Company issuing new
ordinary shares, and hence the Incentive Shares could have a dilutive effect,
although the Company has the right at all times to settle such value in cash.
Although the Preferred Return is currently being met, the Incentive Shares
remain outside the exercising period and therefore cannot be redeemed. As a
result, they have not been included in the calculation of diluted EPS.
As a Post Balance Sheet Event, 3,225,806 new ordinary shares were issued in
connection with an acquisition. These shares became effective on 2 June 2025
and were therefore excluded from the calculation of earnings per share (EPS).
The Company has issued two sponsor shares, the sponsor shares have no right to
receive distributions and so have been ignored for the purposes of IAS 33.
Year Eight months
ended ended
28-Feb-2025 29-Feb-2024
Basic
Profit attributable to owners of the parent (£000s) 10,877 7,003
Weighted average number of ordinary shares in issue 133,200,000 133,200,000
Basic profit per ordinary share (pence) 8.17 5.26
Diluted
Profit attributable to owners of the parent (£000s) 10,877 7,003
Weighted average shares in issue 133,200,000 133,200,000
Adjustment to number of shares for warrants 700,000 700,000
Adjusted weighted average shares in issue 133,900,000 133,900,000
Diluted profit per ordinary share (pence) 8.12 5.23
Basic EPS on adjusted operating profit
Adjusted operating profit 11,283 4,309
Weighted average number of ordinary shares in issue 133,200,000 133,200,000
Basic profit per ordinary share (pence) 8.47 3.23
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