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REG - Beeks Fin Cloud Grp - Final Results for the year ended 30 June 2025

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RNS Number : 1648C  Beeks Financial Cloud Group PLC  06 October 2025

Beeks Financial Cloud Group plc

("Beeks" or the "Company")

Final Results for the year ended 30 June 2025

 

6 October 2025: Beeks Financial Cloud Group plc (AIM: BKS), a cloud computing
and connectivity provider for financial markets, is pleased to announce its
final results for the year ended 30 June 2025.

Financial highlights

 ·         Revenues(1) increased 26% to £35.9m (2024: £28.5m), incorporating
           significant growth in Proximity and Exchange Cloud® revenue to £10.3m (2024:
           £3.5m), demonstrating growing market adoption
 ·         Annualised Committed Monthly Recurring Revenue (ACMRR) up 5% to £29.5m (2024:
           £28.0m). Increased to £31.5m by the end of September 2025 following a strong
           start to the new financial year for Private Cloud
 ·         Gross profit up 30% to £14.7m (2024: £11.3m)
 ·         Underlying(2) EBITDA increased 27% to £13.6m (2024: £10.7m)
 ·         Underlying profit before tax(3) increased 41% to £5.5m (2024: £3.9m)
 ·         Underlying diluted EPS(4) increased 19% to 7.60p (2024: 6.36p)
 ·         Positive operational free cash flow position, with Net cash(5) as at 30 June
           2025 of £7.0m (30 June 2024: £6.6m) notwithstanding continued investment in
           Beeks' product offering

 

 (1       )                               Revenue referenced throughout the accounts excludes grant income and rental
                                          income
 (2                       )               Underlying EBITDA is defined as profit for the year before amortisation,
                                          depreciation, finance costs, taxation, acquisition costs, share based
                                          payments, exchange rate gains/losses on statement of financial position
                                          translation and exceptional non-recurring costs
 (3                   )                   Underlying profit before tax is defined as profit before tax excluding
                                          amortisation on acquired intangibles, acquisition costs, share based payments,
                                          exchange rate gains/losses on statement of financial position translation and
                                          exceptional non-recurring costs
 (4                       )               Underlying diluted EPS is defined as profit for the year excluding
                                          amortisation on acquired intangibles, acquisition costs, share based payments,
                                          exchange rate gains/losses on statement of financial position translation and
                                          exceptional non-recurring costs divided by the number of shares including any
                                          dilutive share options
 (5       )                               Net cash is defined as closing cash less closing asset financing loans and
                                          bank loans.

 

Statutory Equivalents

The above highlights are based on underlying results. Reconciliations between
underlying and statutory results are contained within these financial
statements. The statutory equivalents of the above results are as follows:

 ·         Profit before tax increased to £2.79m (2024: £1.46m)
 ·         Basic EPS increased to 4.43p (2024: 3.33p)

 

Operational highlights

 

Record level of Total Contract Value on Proximity Cloud® and Exchange Cloud®
new contracts, of over £19m, driven by Tier 1 customer momentum across our
offerings

 

 ·         Major Exchange Cloud® contracts secured, including with the Australian
           Securities Exchange (ASX), Grupo Bolsa Mexicana de Valores (BMV), Kraken, and
           post period end, a division of the TMX Group, the owner of the Toronto Stock
           Exchange (TSX).
 ·         Continued expansion with existing customers, including a further Exchange
           Cloud® contract extension with the Johannesburg Stock Exchange (JSE) to meet
           strong customer demand.
 ·         Several significant Proximity Cloud® contracts signed, comprising multi-year
           wins and renewals across brokerage and fintech firms, including a leading
           global FX broker.
           Introduction of a revenue share model for certain new Exchange Cloud® deals
           to enhance long-term profitability and shorten sales cycles, a significant
           strategic development seeking to enhance profitability and drive long-term
           value

 

Strong operational progress driven by product innovation and enhancement

 ·         Post year end, launch of Market Edge Intelligence™, world's first AI/Machine
           Learning solution for passive monitoring of capital markets data directly at
           the network edge.
 ·         Continued investment into Exchange Cloud® and Proximity Cloud® offerings
           with new features and developments to keep pace with the evolving needs of the
           financial markets.
 ·         Ongoing investment into the security of Beeks' infrastructure, with both
           Proximity Cloud® and Exchange Cloud® holding SOC2 compliance standard.
 ·         Secured a minority stake in Liquid-Markets-Solutions, providing exclusive
           access to its cutting-edge ÜberNIC technology and enhancing the appeal of our
           Private and Exchange Cloud® offerings to leading financial institutions.

Outlook

 ·         The market backdrop continues to be shaped by the shift to cloud based
           solutions, with considerably increased level of new opportunities entering the
           sales pipeline reflecting customer's growing desire to modernise their
           technology infrastructure and outsource functions where they don't themselves
           compete
 ·         Pipeline is at record strength across each of our offerings, with multiple
           opportunities in the sales funnel, including several of the world's leading
           financial institutions
 ·         Post-period end, Beeks secured several significant Private Cloud contracts
           across multiple financial institutions globally, providing good revenue
           visibility for FY26 and contracts with an additional four of the Top 30
           Exchanges at final stages
 ·         Even at this early stage of the year, the Board is confident in achieving
           results for FY26 in line with its expectations

 

Gordon McArthur, CEO of Beeks, commented:

 

"FY25 has been another landmark year for Beeks. Yet again we have achieved
double-digit growth in revenue and profitability, strengthened our recurring
revenue profile and secured significant contracts with some of the world's
largest financial institutions.

 

"The sales environment continues to shift towards cloud adoption. Following
two years of market education, in which we have strengthened our sales team,
increased our marketing activities, and delivered demonstrable results for
leading exchanges around the world, we believe we are now a well-established
and highly regarded player in the financial markets infrastructure. We are
continuing to capture a market that increasingly recognises our solutions as a
'must-have' addition.

 

"The launches of the revenue share model for Exchange Cloud® and the
first-of-its-kind Market Edge Solution enhance the scale of our opportunity
and the quality of our earnings. We move into FY26 in a strong position,
bolstered by a widened offering and a record pipeline of opportunities,
providing confidence in sustained growth during FY26 and beyond."

 

For further information please contact:

 

 Beeks Financial Cloud Group plc
 Gordon McArthur, CEO                             via Alma
 Fraser McDonald, CFO
 Canaccord Genuity                                +44 (0)20 7523 8000
 Adam James / George Grainger
 Alma Strategic Communications                    +44(0)20 3405 0205
 Caroline Forde / Joe Pederzolli / Emma Thompson

 

About Beeks:

 

Cloud computing is crucial to Capital Markets and finance.

 

Beeks Group is a leading managed cloud provider exclusively within this
fast-moving sector. Our Infrastructure-as-a-Service model is optimised for
low-latency private cloud compute, connectivity and analytics, providing the
flexibility to deploy and connect to exchanges, trading venues and public
cloud for a true hybrid cloud experience.

 

ISO 27001 certified, we provide world-class security aligned to global
security requirements.

Founded in 2011, Beeks Group is listed on the London Stock Exchange (LSE: BKS)
and has enjoyed continued growth each year. Beeks Group now employs over 100
team members across the globe with the majority based at our Renfrew HQ.

 

Find out more at beeksgroup.com

 

Chairman's Statement

I am pleased to report another year of strong commercial and operational
progress for Beeks, further building on the momentum gained over recent years.
Revenues increased by 26% to £35.9m, underlying EBITDA by 27% to £13.6m and
underlying profit before tax grew by 41% to £5.5m (30 June 2024: £3.9m),
providing an increasingly solid financial foundation on which to grow. Diluted
earnings per share increased to 4.12p (2024: 3.11p). While still a relatively
small business in terms of the wider capital markets, Beeks now has multi-year
contracts in place with six of the world's top 30 exchanges, providing the
opportunity of long-term, sustained revenue growth as these exchanges in turn
roll out the Beeks offering to their customers.

During the year, we achieved record growth in Total Contract Value (TCV) of
new contracts secured, driven by strong demand for our Proximity Cloud® and
Exchange Cloud® offerings. Eight significant deals were completed in the
year, demonstrating the strength of our offerings as well as our traction with
global Tier 1 financial institutions. With further exchanges and major
institutions in the sales pipeline, the Board sees considerable growth runway
ahead. Across our business, we continue to see client retention rates in
excess of 96%. This year one of the few customers to give notice on its
contract was a major exchange secured in FY24. However, due to the protracted
nature of the full launch of this service to their customers, the financial
impact on the Group is immaterial. The success at other major exchanges around
the world and the growth in the sales pipeline more than offsets this loss and
fully demonstrates the value of the Exchange Cloud® offering experienced by
our customers.

This year, we have continued to innovate and expand our service offerings. We
launched our revenue share model for Exchange Cloud® contracts, a strategy
which is already shortening sales cycles and will enhance Beeks' recurring
revenue profile over time and drive higher long-term profitability. Meanwhile,
the post-period launch of our AI powered Market Edge Intelligence™ marks a
material development, opening a new recurring revenue stream with the product
already receiving positive early customer feedback.

Looking ahead, the Board remains highly confident in the Group's prospects.
The record pipeline of Proximity Cloud® and Exchange Cloud® opportunities,
combined with the launch of Market Edge Intelligence™, positions Beeks well
for ongoing growth in FY26 and beyond. Our focus remains on converting the
pipeline of opportunities and maximising the opportunity we have across each
of our four offerings.

On behalf of the Board, I would like to thank our customers for their
continued trust in us, our shareholders for their support and our colleagues
for their efforts in delivering another year of significant achievement for
Beeks.

Will Meldrum

Chairman

3 October 2025

 

Strategic Report

Market Overview

The capital markets industry continues to undergo rapid transformation, driven
by technological innovation and regulatory change. Increasingly, firms are
recognising the strategic importance of cloud infrastructure to support
trading, risk management and analytics in an environment where speed, scale
and resilience are paramount.

Cloud adoption within capital markets has accelerated over the past decade.
Although institutions have been seeking to outsource functions that do not
provide a competitive advantage for some time, historically they have been
cautious to outsource cloud due to security and latency concerns. Now,
however, organizations are embracing private and hybrid cloud models that
provide the control, performance and compliance assurances required in a
highly regulated sector. Exchanges, brokers, banks and trading firms are
leveraging cloud-based solutions to access on-demand compute power, streamline
operations and reduce the costs of maintaining legacy infrastructure.

Key market drivers include:

 ·             Latency-sensitive trading: The demand for low latency continues to shape
               infrastructure investment, with cloud platforms tailored for proximity hosting
               and direct market access gaining traction.
 ·             Data growth and analytics: The exponential rise of market and transaction data
               has increased reliance on scalable cloud environments for real-time analytics
               and regulatory reporting.
 ·             Resilience and business continuity: Regulators and market participants alike
               prioritise operational resilience, making cloud-based redundancy and disaster
               recovery critical considerations.
 ·             Cost efficiency and agility: Flexible consumption models allow firms to
               optimise resources, respond quickly to market opportunities and innovate
               without heavy upfront investment.

Looking ahead, the shift towards cloud-native trading and post-trade
environments is expected to deepen. As digital assets, machine learning and
AI-driven strategies evolve, firms will require infrastructure capable of
supporting increasingly complex workloads. Strategic partnerships between
cloud providers, exchanges and fintech specialists are likely to define the
next phase of industry development.

Beeks is well positioned within this landscape, offering cloud infrastructure
specifically designed for the performance, security and compliance needs of
capital markets.

Strategy

Our mission is to lead the way in creating flexible, future-ready
infrastructure for capital markets, delivering innovation without compromising
on reliability.

Our business is driven by three key strategies:

 ·         Expand market presence across geographies and the capital market space. We
           will continue to grow the number of customers across exchanges, brokers, bank
           and other capital markets organisations.
 ·         Continuously improve the strength of customer relationships. Beeks aims to
           strengthen long-term partnerships with existing clients by delivering
           additional value through our expanding portfolio of services. By focusing on
           upselling and cross-selling opportunities, from infrastructure to analytics,
           private cloud and managed services, we will enhance customer engagement,
           increase retention and grow revenue within our established client base.
           Central to this goal is building trust through consistent service excellence,
           demonstrating measurable outcomes and positioning Beeks as a strategic partner
           rather than a utility provider.
 ·         Drive innovation. The launch of Market Edge Intelligence™ enhances Beeks'
           offering by combining our trusted, high-performance infrastructure with
           intelligence-led tools that address the growing demand for transparency,
           resilience and efficiency. It sets the path for driving innovation across
           Beeks as a whole. It signals our commitment to evolving from a provider of
           infrastructure to a strategic partner for insight and growth. This launch
           strengthens our role in helping clients navigate an increasingly complex
           market landscape, while laying the foundation for the next generation of
           solutions that will define our industry.

Sales and Marketing

Over the past year, Beeks has continued to evolve its sales and marketing
approach with a clear focus on building trust and reshaping market perception.
While our heritage is rooted in infrastructure, our ambition is to be
recognised as a broader partner for innovation across financial markets.

To support this shift, we have expanded our activities beyond traditional
marketing channels, seeking new and meaningful ways to engage with our target
audience. Central to this has been the launch of a client case study
programme, designed to highlight real examples of how Beeks solutions deliver
measurable value to clients. By sharing these proof points, we aim to
strengthen credibility, showcase innovation and give our audience tangible
evidence of the impact we create.

This strategy is underpinned by a consistent message: Beeks is more than
infrastructure. We are a trusted partner enabling resilience, performance and
growth for capital markets participants. By building upon our track record of
reliability while broadening our story, we continue to deepen relationships,
open new conversations and extend our reach in a highly competitive market.

We have continued to invest in our sales function, recruiting senior sales
executives across EMEA, APAC and Americas. Our sales team has attended a
number of key industry events and conferences to build market and brand
presence and ultimately drive qualified leads and meetings across all our
offerings.

 

Strategic Report - Chief Executive's Review

Chief Executive's Review

FY25 has been another year of strong progress for Beeks, underpinned by
sustained double-digit growth and further expansion of our presence in global
financial markets. Having previously invested in product development and the
launch of Proximity Cloud® Exchange Cloud®, we had four areas of focus as we
entered this year: the accelerated conversion of our considerable sales
pipeline, preparation of Market Edge Intelligence™, continued enhancement of
our offerings, and achievement of greater operational leverage. I am pleased
to report we have delivered on each of the four areas.

We have converted our sales pipeline into significant new customer wins,
delivering the highest number of Exchange Cloud® and Proximity Cloud®
contracts secured in a single year and record Total Contract Value of £19m.
Since launch, Exchange Cloud® and Proximity Cloud® have gained considerable
uptake, with adoption from a growing number of Tier 1 financial institutions
and exchanges worldwide, each with considerable expansion potential.

The introduction of a revenue share model for certain contracts has
successfully shortened sales cycles and paves the way for strong growth in ARR
going forwards, as the infrastructure deployed becomes more established and
generates growing levels of engagement amongst our clients. Three exchanges
are now operating under the revenue share model, with one now recognising
revenue and operating profitably. We see considerable runway of growth from
these deals in the next 12-24 months as they come online.

Our new Market Edge Intelligence™ product, launched shortly after year-end,
represents another important step in our evolution, adding an ARR-based AI
analytics solution to our portfolio. Meanwhile, we continue to enhance our
Exchange Cloud®, Proximity Cloud® and Private Cloud offerings to increase
their attractiveness to customers.

Our focus on achieving increasing operational leverage can be seen in the
strong profit before tax growth, at 41%. We continue our growth trajectory as
an increasingly profitable and operationally cash-generative business.

With a record pipeline across each of our offerings, a proven ability to
deliver at scale, and increasing recognition of our value, we enter FY26 with
confidence in our ability to build on this momentum and capture the
significant opportunities ahead.

Financial performance

Revenue for the year increased by 26% to £35.9m (FY25: £28.5m), reflecting
continued momentum across our product portfolio, including strong growth in
Proximity Cloud® and Exchange Cloud®. We are now seeing the benefits of
operational leverage within our business, with underlying profit before tax
increasing 41% to £5.5m and underlying EBITDA improving 27% to £13.62m. We
exited the year with an ACMRR of £29.5m (FY24: £28.0m), up 5%, providing a
healthy basis for the year ahead.  This has been further increased to £31.5m
at September 25 following a strong start to the FY26 financial year. The Group
achieved a positive free cash flow position, with net cash increasing to
£6.96m at the year end (30 June 2024 net cash of £6.58m) despite significant
investment into the hardware infrastructure required to deliver the Proximity
Cloud® and Exchange Cloud® deals signed during H2, which will become revenue
generating in FY26.

Operational Expansion

During the year, we made a few targeted hires to strengthen capabilities in
strategic growth areas, including sales and software development with overall
headcount as at 30 June 2025 relatively steady at 102 (30 June 2024: 105). We
believe our sales team is now well-sized to support the conversion of a record
pipeline.

We have maintained a strong global presence across key data centres, and
during the year we focused on expanding our presence in existing locations. We
will continue to evaluate new locations in line with our sales pipeline.

Product roadmap

Innovation has continued at pace this year. Our latest product, Market Edge
Intelligence™, was successfully launched post-period end and is the outcome
of investment and innovation into Artificial Intelligence and Analytics
throughout FY24 and FY25. Market Edge Intelligence™ delivers real-time AI
analytics and predictive intelligence directly within colocation facilities,
producing insights including predictive alerts, infrastructure anomaly
detection, capacity forecasting, and instant trading signal execution.
Targeting Tier 1 and Tier 2 customers, the product offers cost savings and
operational efficiencies and can be deployed in multiple ways: as part of
Beeks Analytics, as a standalone platform, or through integration alongside
existing systems. This open architecture and transparent commercial model
places us in a unique position, primed to significantly expand the addressable
market and generate upsell opportunities within the existing customer base.
The solution also generates a new channel of recurring revenue, further adding
to our significant base of contracted, multi-year revenue streams.

The product has already received positive customer feedback with early signs
of strong demand and several conversations with new and existing customers
ongoing. Believed to be the world's first AI/Machine learning solution for
passive monitoring of capital markets data directly at the network edge,
Market Edge Intelligence™ is poised to play a valuable role in the capital
markets trading landscape.

Investment into the Exchange Cloud® and Proximity Cloud® offerings focused
on streamlining the product to keep pace with the evolving needs of the
financial markets landscape and reinforce our technical advantage over other
industry alternatives. Upgrades and developments include: enhanced single
sign-on functionality to deliver clients a secure transition between
infrastructure management and performance analytics views; updated portal
displays for high-usage Proximity Cloud® and Exchange Cloud® customers to
enable more efficient capacity management; and live client notifications on
key infrastructure metrics allowing continuous system monitoring.

Investment into the security of our infrastructure remains a focus of our
R&D, and as announced in FY24, both Proximity Cloud® and Exchange Cloud®
hold the Service Organisation Control 2 (SOC 2) compliance standard, the
widely respected and recognised standard developed by the American Institute
of Certified Public Accountants (AICPA). This reflects our commitment to
ensuring the security of our customers' data and underpins Beeks' established
reputation as a trusted and leading provider for the financial markets. During
FY25 we further strengthened our compliance standard by achieving SOC Type 2
accreditation.

Sales and Marketing

Investing in sales and marketing remains part of our growth strategy as we
look to deliver on a record pipeline of new sales opportunities. This year has
seen a moderate expansion of our global sales team with a few select strategic
hires across existing locations within exchanges to support the conversion of
our pipeline on an international scale, gaining senior sales personnel with
extensive industry experience.

Our professional memberships provide Beeks with a strong channel through which
to engage with the capital markets landscape and build relationships among
industry specialists. These relationships can lead to new business
opportunities, strategic partnerships, and collaborative ventures, while also
granting access to valuable insights into competitors. In addition, they help
further enhance our competitive differentiation by setting us apart us from
other large cloud service providers.

Customers

Beeks continues to support a broad customer base across the financial services
sector, including exchanges, banks, brokers, hedge funds, cryptocurrency
traders, as well as insurance companies, financial technology firms, payment
providers, and Independent Software Vendors (ISVs).

Both Exchange Cloud® and Proximity Cloud® have made material leaps since
first launch and are the primary drivers behind new customer acquisitions in
FY25, marking record numbers of new customer wins and extensions with eight
deals secured and a total TCV of over £19m. In line with our land and expand
strategy, clients in our existing customer base have continued to increase
adoption of our services far beyond the original contract. For example, this
year saw further extensions of the Exchange Cloud® contract with Johannesburg
Stock Exchange which now has two data centre locations and still offers
further extension opportunity. An Exchange Cloud® contract with a large
global Exchange, first announced in February 2024, has recently been put on
notice, due to the protracted full go live with the exchange's customers. A
situation beyond the Company's control. The cancellation will have an
insignificant impact on FY26 financial performance.

During the year and continuing post year end, the Group has seen strong new
sales momentum for Exchange Cloud®, with several significant customer wins
that include:

·    Major new contract with the Grupo Bolsa Mexicana (BMV), the
second-largest exchange in Latin America, to deploy co-location infrastructure
via Beeks' partner, IPC.

·    Multi-year contract with the Australian Securities Exchange (ASX),
the 11th largest stock market globally, to support its new Colocation on
Demand Service, reducing latency, cost and complexity. The solution is due to
launch in H1 FY26.

·    Significant new contract with Kraken, one of the longest-standing,
most liquid and secure cryptocurrency exchanges, for Kraken's European data
centre. This is strategically significant because it marks the first
cryptocurrency exchange to sign-up for Exchange Cloud® and opens the door
into the crypto platform market.

·    Significant new contract post-period end with TMX Datalinx, part of
the Canada-based TMX Group which owns and operates exchanges across equities,
fixed income, derivatives and energy markets, including the Toronto Stock
Exchange.

The pipeline for Exchange Cloud® is at record strength, and with the move to
the revenue share model significantly decreasing the sales cycle, we are
confident in accelerating the sales process and delivering on our pipeline
going forward.

Proximity Cloud® is building traction in the FX space, with evidence of
demand growing to suggest this is a significant avenue of opportunity. June
marked a record month for Proximity Cloud®, with c.$10m of contracts signed,
including multi-year contract wins and renewals for brokerage and fintech
firms, spanning key locations across UAE and Europe. Revenue associated with
these deals is set to be recognised across both FY25 and FY26, contributing to
a strong start to FY26.

The pipeline for Proximity Cloud® remains strong, with late-stage
conversations ongoing with several large and globally-renowned financial
institutions.

Future Growth and Outlook

We are increasingly confident in the significant growth opportunities ahead.
We have had a record start to H1 FY26 with the contract wins detailed above
and several other Exchanges are in the closing stages of deals. With the
pipelines across all our offerings at record strength, the growth opportunity
ahead is considerable.

Following two years of market education in which we have strengthened our
sales team and marketing efforts and delivered demonstrable results for
leading financial institutions around the world, our products are increasingly
well-known. As a result, today, customers are actively coming to us. In
addition, the resulting record pipeline across all our offerings is
underpinned by the revenue share model for Exchange Cloud® which delivers a
clear line of sight of profitability, building considerable opportunity for
regular revenue flow over the next 18-24 months.

Market Edge Intelligence™ marks a major step forward, enabling us to scale
with both new and existing customers. This offering, is a first-of-its-kind
technology in our sector, strengthening our reputation as an established
capital markets disruptor.

Looking ahead for Exchange Cloud®, we are witnessing growing demand in
emerging markets, where trading infrastructure is struggling to keep pace with
the demanding requirements of modern trading. In these regions, we have
several opportunities progressing to late-stage contracting and others in
earlier stages of the sales funnel. In addition to the strong pipeline of new
opportunities, we continue to see substantial extension opportunities with
existing customers, as data centres approach capacity.

Overall, we believe we are in a strong position to meet our customers' needs
in the years ahead and provide them with robust solutions that enable them to
deliver on their strategies and goals. With our pipeline at record strength,
the revenue-share model accelerating completions, an expanded offering and a
strong base of recurring revenue, even at this early stage, the Board is
confident in achieving results for FY26 in line with its expectations.

 

Gordon McArthur

CEO

3 October 2025

 

Strategic Report - Financial Review

Key Performance Indicator Review

 

                                         FY25     FY24     Growth
 Revenue(1) (£m)                         £35.92   £28.49   26%
 ACMRR(2) (£m)                           £29.50   £28.00   5%
 Gross Profit (£m)                       £14.70   £11.34   30%
 Gross Profit margin(3)                  40.9%    39.8%    1.1%
 Underlying EBITDA(4) (£m)               £13.62   £10.73   27%
 Underlying EBITDA margin(5)             37.9%    37.7%    0.2%
 Underlying Profit before tax(6)(£m)     £5.49    £3.90    41%
 Underlying Profit before tax margin(7)  15.3%    13.7%    1.6%
 Profit before tax (£m)                  £2.79    £1.46    91%
 Underlying EPS(8) (pence)               8.47p    7.01p    21%

 

(1)Revenue excludes grant income and rental income

(2)ACMRR is Annualised Committed Monthly Recurring Revenue

(3)Gross profit margin is statutory gross profit divided by Revenue

(4)Underlying EBITDA is defined as profit for the year excluding amortisation,
depreciation, finance costs, taxation, acquisition costs, share based
payments, exchange rate gains/losses on statement of financial position
translation and exceptional non-recurring costs

(5)Underlying EBITDA margin is defined as Underlying EBITDA divided by Revenue

(6)Underlying profit before tax is defined as profit before tax excluding
amortisation on acquired intangibles, acquisition costs, share based payments,
exchange rate gains/losses on statement of financial position translation and
exceptional non-recurring costs

(7)Underlying profit before tax margin is defined as Underlying profit before
tax divided by Revenue

(8)Underlying EPS is defined as profit for the year excluding amortisation on
acquired intangibles, acquisition costs, share based payments, exchange rate
gains/losses on statement of financial position translation and exceptional
non-recurring costs divided by the number of shares

 

I am pleased to report on another year of strong financial performance, with
good revenue growth reflecting a positive response by both new and existing
customers to our growing cloud offerings, the strength of our recurring
revenue model and disciplined execution of our strategy. Revenue grew 26% to
£35.9m, supported by broad-based growth across our Proximity and Exchange
Cloud® offerings. Importantly, profitability accelerated at a faster pace
than revenue as we saw increasing leverage of our business, with underlying
profit before tax increasing 41% to £5.5m and underlying EBITDA improving 27%
to £13.6m.

Our ability to scale while maintaining high levels of recurring revenue and
strong cash generation underlines the resilience of the business model. Tier 1
customers now represent a growing proportion of revenues, validating our
position as a trusted, long-term partner for global financial markets
infrastructure.

Revenue and Recurring Model

Revenue increased 26% year on year to £35.9m, supported by expansion with
existing customers and new contract wins. Recurring revenues represented 71%
of total revenue (2024: 84%), reflecting product mix, particularly the higher
proportion of Proximity and Exchange Cloud® sales (under the prior model)
which have an upfront revenue recognition element.  Despite this shift, the
Group continues to benefit from a resilient base of contracted income, with
Annualised Committed Monthly Recurring Revenue (ACMRR) increasing 5% to
£29.5m (2024: £28.0m), reinforcing visibility of future earnings. As
referenced earlier in the report, ACMRR further increased to £31.5m as at
September-25 following a strong start to FY26.

Proximity and Exchange Cloud® delivered strong revenue growth, with revenues
of £9.9m (2024: £3.5m), while Private and Public Cloud revenues increased by
a more modest £0.6m compared with FY24. As noted at the interim stage, we
experienced higher than historic customer churn within Private Cloud as
clients rationalised legacy infrastructure following the transition of our
server licence estate from VMWare to OpenNebula. While this temporarily
moderated ACMRR growth, it has positioned the Group with a more efficient cost
base.

Importantly, momentum in Private Cloud has already returned. In August 2025 we
secured over $7m of new Private Cloud contracts across multiple financial
institutions and geographies. These wins, which commence revenue recognition
in FY26, underpin the Board's growth expectations and demonstrate the demand
for our secure, high-performance infrastructure. Combined with the record
Proximity Cloud® wins achieved in June, these contracts highlight Beeks'
ongoing ability to capture meaningful, multi-year opportunities across our
product portfolio.

Tier 1 customers now represent 54% of delivered revenue (2024: 58%), with a
high proportion of recurring revenue secured on multi-year contracts. While
the mix of sales between Private Cloud, Proximity and Exchange Cloud® may
cause annual fluctuations in the percentage of recurring revenue reported, the
Group's revenue visibility and contracted base remain robust.

The cancellation of a Proximity Cloud® customer recognised upfront in FY24
and referenced during the FY25 interim financial statements has been reflected
through impairment rather than a reversal of revenue. Please refer to Note 14
for further information on this.

Gross Profit

Statutory gross profit earned, which is calculated by deducting from revenue
variable cost of sales such as data centre costs, software licencing,
connectivity charges and depreciation and amortisation on our server estate
and internally developed software, increased 30% to £14.70m (2024: £11.34m)
with gross margins rising slightly to 40.9% (2024: 39.8%). We have maintained
gross margins year on year notwithstanding the continued investment across our
asset estate.

Underlying Administrative Expenses

Underlying administrative expenses, which are defined as administrative
expenses less share based payments and non-recurring costs, have increased by
20% from £9.3m to £7.4m.  The largest component of administrative expenses,
headcount costs increased 8% from £7.2m to £7.8m. Headcount was well
controlled in line with strategy with investment targeted at high value areas
such as sales. Overall, we maintained similar staffing levels from FY24 with
an average headcount of 102 throughout the year (2024: 105) therefore these
cost changes are largely as a result of inflationary pay increases.  Looking
ahead, we expect future increases in headcount to remain measured and
strategic, ensuring that any expansion is aligned to the Group's priorities
and delivers clear value. This approach allows us to scale efficiently while
maintaining flexibility and protecting margins.

Over the year, we have continued to invest in our key products, Proximity and
Exchange Cloud® with a sharper focus on agility and responsiveness. Rather
than committing to large-scale, capital-intensive development cycles, our
strategy has shifted towards smaller, iterative releases that allow us to
respond more rapidly to customer needs and market opportunities. This approach
has naturally resulted in lower levels of capitalised development costs when
compared to the previous year of £2.1m (2024: £2.8m).  Our margin has also
absorbed the investment in Edge Intelligence, where for prudency, £0.4m has
been expensed and is classified within administrative expenses during the
year.

Other overhead costs have remained relatively flat during the year as we have
worked hard to improve margins.

The Group recorded a higher FX charge this year, mainly due to the year-end
retranslation of intercompany balances (£0.5m, FY24: £0.1m). This is an
accounting adjustment rather than a trading or cash impact, and reflects
currency movements on intra-Group positions. While this has increased reported
charges versus last year, it has no effect on underlying performance or cash
flow. In spite of these factors, operating margins have improved during the
year with further scope as we move into FY26.

Underlying EBITDA

Cost discipline, combined with revenue growth has enabled Earnings before
interest, tax, depreciation, amortisation and exceptional non-recurring costs
("Underlying EBITDA") to increase by 27% to £13.6m (2024: £10.7m).

Underlying EBITDA, underlying profit before tax and underlying earnings per
share are alternative performance measures, considered by the Board to be a
better reflection of true business performance than statutory measures only.
The key adjusting items are share based payments, amortisation, grant income
and unrealised exchange rate gains and losses.

Underlying Profit before tax** increased to £5.5m (2024: £3.9m)
demonstrating operational leverage and scalability with underlying profit
before tax margins increasing to 15.3% (FY24: 13.7%).

Statutory Profit before tax increased to a profit of £2.79m (2024: £1.5m).
The other reconciling differences are shown on the table below:

                                                  Year ended 30 June 2025  Year ended 30 June 2024

                                                  £'000                    £'000

 Statutory Profit Before Tax                      2,789                    1,459

 Add back:
 Share Based Payments                             2,551                    2,326
 Other Non-recurring costs*                       113                      29
 Amortisation of acquired intangibles             130                      304

 Deduct:
 Grant Income                                     (276)                    (275)
 Exchange rate gains on intercompany translation  500                        60
 R&D tax credit                                   (322)                    -
 Underlying Profit before tax for the year        5,485                    3,903

 

 

                                                   Year ended 30 June 2025  Year ended 30 June 2024
                                                   £'000                    £'000
 EBITDA(***)                                       13,709                   10,940

 Deduct:
 Grant Income                                      (276)                    (275)
 Exchange rate losses on intercompany translation  501                      60
 R&D tax credit                                    (322)                    -
 Underlying EBITDA                                 13,612                   10,725

 

*Other non-recurring costs in the year relates exceptional costs in relation
to one off staff termination payments, and other one off property costs. Prior
year non-recurring costs were incurred due to refinancing and one off property
costs. All of these costs are not expected to recur and are therefore
disclosed separately to trading results.

 

**Underlying profit before tax is defined as profit before tax excluding
amortisation on acquired intangibles, acquisition costs, share based payments,
exchange rate gains/losses on statement of financial position translation and
exceptional non-recurring costs

 

***EBITDA is defined as earnings before depreciation, amortisation,
acquisition costs, share based payments and non-recurring costs

 

Taxation

The Group reported a tax credit of £177k for the year ended 30 June 2025
(2024: £734k credit), resulting in an effective tax rate (ETR) of (6.36%),
compared to (50.31%) in the prior year. The movement reflects a combination of
profit growth, the utilisation of deferred tax assets as a result of historic
losses and changes in the composition of taxable income and reliefs.

The Group's ETR is expected to remain below the statutory UK rate in the near
term, reflecting the continued benefit of tax-deductible share option charges
and the availability of R&D tax incentives. Over the medium term, we
anticipate a normalisation of the effective tax rate as these temporary
factors unwind.

See tax notes 9 and 12 for further details.

Earnings per Share

Underlying earnings per share increased 21% to 8.47p (2024: 7.01p). Underlying
diluted earnings per share increased to 7.60p (2024: 6.36p). The increase in
underlying EPS is largely as a result of the increased underlying
profitability in FY25. See note 24 for further details.

Basic earnings per share increased to 4.43p (2024: 3.33p). The increase in
basic EPS is as a result of the statutory profit in the period. Diluted
earnings per share has also increased to 4.12p (2024: 3.11p).

Statement of Financial Position and Cash flows

The Group's financial position strengthened during the year, with net assets
increasing to £43.2m (2024: £37.5m). Non-current assets rose to £40.0m
(2024: £31.9m restated), driven primarily by a £3.1m increase in property,
plant and equipment as the Group expanded its data centre footprint.
Intangible assets remained broadly stable at £9.2m, reflecting capitalised
development spend of £2.4m offset by amortisation. Trade and other
receivables within non-current assets increased to £8.0m (2024: £3.3m),
largely due to the movement in contract assets of £6.8m reflecting the
upfront revenue recognition of the Proximity and Exchange Cloud® contracts
recognised in the year where most of these contracts are billed monthly over
the contract term.

We hold a stock supply of £2.6m in IT infrastructure which is capable of
delivering part of the immediate FY26 sales pipeline.

Total liabilities increased to £14.5m (2024: £7.8m restated) with lease
liabilities growing to £5.9m (2024: £2.9m) largely due to IFRS16 additions
for data centre lease contracts. We took advantage of preferential terms to
secure discounted data centre leases with some key suppliers which helps hedge
against inflationary cost increases.

Beeks delivered operating cash inflows of £9.4m (2024: £10.6m),
demonstrating effective cash conversion from profit after tax of £3.0m.
Adjusted EBITDA translated strongly into operating cash flow, supported by
non-cash charges for depreciation, amortisation and share-based payments.

Working capital movements were more pronounced than in the prior year, with a
£8.9m increase in receivables, reflecting both the timing and scale of larger
customer contracts resulting in an increase in contract assets, partially
offset by a £5.5m increase in payables as a result of a significant
investment profile, relating to the purchase of hardware to support Proximity
and Exchange Cloud® contracts near the year end.

Investing cash outflows were in line with prior years at £7.0m (2024:
£6.8m), comprising £4.6m of investment in physical infrastructure and £2.4m
in capitalised development. These investments are aligned with our strategy of
scaling capacity and continuing product innovation.

Beeks closed the year with gross cash of £7.4m (2024: £7.7m). Overall, the
Group remains well-capitalised, with no bank debt and low asset finance debt
of £0.4m. During the year we re-paid asset finance debt of £0.7m. Our net
cash at the end of the year is £7.0m (30 June 2024: £6.6m) and gross
borrowings at £0.4m remain at 0.03x Underlying EBITDA of £13.6m which we
believe is a very comfortable level of debt to carry given the recurring
revenue business model and strong cash generation.

 

Fraser McDonald

Chief Financial Officer

3 October 2025

Consolidated Statement of Comprehensive Income

                                                                                      2025      2024
                                                                              Note    £000      £000
 Revenue                                                                      3       35,918    28,487
 Other Income                                                                 3       694       371
 Cost of sales                                                                        (21,907)  (17,516)

 Gross profit                                                                         14,705    11,342
 Administrative expenses                                                              (11,942)  (9,759)
 Operating profit                                                             4       2,763     1,583

 Analysed as
 Earnings before depreciation, amortisation, acquisition costs, share based           13,708    10,940
 payments and non-recurring costs:
 Depreciation                                                                 11      (5,669)   (5,085)
 Amortisation - acquired intangible assets                                    10      (276)     (326)
 Amortisation - other intangible assets                                       10      (2,336)   (1,591)
 Share based payments                                                         21      (2,551)   (2,326)
 Other non-recurring costs                                                    4       (113)     (29)
 Operating profit                                                                     2,763     1,583

 Finance income                                                               6       408       250
 Finance costs                                                                5       (382)     (374)

 Profit before taxation                                                               2,789     1,459

 Taxation                                                                     9       177       734
 Profit after taxation for the year attributable to the owners of Beeks               2,966     2,193
 Financial Cloud Group PLC

 Other comprehensive income
 Amounts which may be reclassified to profit and loss
 Currency translation differences                                                     (31)      8
 Total comprehensive income for the year attributable to the owners of Beeks          2,935     2,201
 Financial Cloud Group PLC

                                                                                      Pence     Pence

 Basic earnings per share                                                     24      4.43      3.33
 Diluted earnings per share                                                   24      4.12      3.11

 

The above income statement should be read in conjunction with the accompanying
notes.

 

Consolidated Statement of Financial Position

                                      2025     2024

                                               (Restated)
                                Note  £000     £000
 Non-current assets
 Intangible assets              10    9,165    9,368
 Trade and other receivables    14    8,000    3,287
 Property, plant and equipment  11    19,792   16,739
 Deferred tax                   12    3,068    2,530
                                      40,025   31,924
 Current assets
 Trade and other receivables    14    7,711    4,171
 Inventories                    13    2,607    1,506
 Cash and cash equivalents      15    7,357    7,701
                                      17,675   13,378
 Total assets                         57,700   45,302
 Liabilities
 Non-current liabilities
 Trade and other payables       18    11       136
 Lease liabilities              17    3,475    1,283
 Deferred tax                   12    -        -
 Total non-current liabilities        3,486    1,419

 Current liabilities
 Trade and other payables       18    8,580    4,777
 Lease liabilities              19    2,417    1,611
 Total current liabilities            10,997   6,388
 Total liabilities                    14,483   7,807
 Net assets                           43,217   37,495

 Equity
 Issued capital                 20    84       83
 Share premium                  22    23,775   23,775
 Reserves                       22    7,668    6,297
 Retained earnings                    11,690   7,340
 Total equity                         43,217   37,495

 

These financial statements were approved by the Board of Directors on 3(rd)
October 2025 and were signed on its behalf by:

Gordon McArthur, Chief Executive Officer

Beeks Financial Cloud Group Plc, Company number: SC521839

The above statement of financial position should be read in conjunction with
the accompanying notes.

 

Consolidated Statement of Changes in Equity

                                               Issued capital  Foreign currency reserve  Merger reserve  Other reserve  Share based payments  Share premium  Retained earnings             Total equity
                                               £000            £000                      £000            £000           £000                  £000           £000                          £000
 Balance at 30 June 2023                       82              70                        705             (315)          4,419                 23,775         4,050                         32,786

 Profit after income tax expense for the year  -               -                         -               -              -                     -              2,193                         2,193
 Currency translation difference               -               8                         -               -              -                     -              -                             8
 Total comprehensive income                    -               8                         -               -              -                     -              2,193                         2,201

 Deferred tax                                  -               -                         -               -              -                     -              181                           181
 Issue of share capital                        1               -                         -               -              -                     -              -                             1
 Share based payments                          -               -                         -               -              2,326                 -              -                             2,326
 Exercise of share options                     -               -                         -               -              (916)                 -              916                           -
 Total transaction with owners                 1               -                         -               -              1,410                 -              1,097                         2,508
 Balance at 30 June 2024                       83              78                        705             (315)          5,829                 23,775         7,340                         37,495

 Profit after income tax expense for the year  -               -                         -               -              -                     -              2,966                         2,966
 Currency translation difference               -               (31)                      -               -              -                     -              -                             (31)
 Total comprehensive income                    -               (31)                      -               -              -                     -              2,966                         2,935

 Deferred tax                                  -               -                         -               -              -                     -                           235              235
 Issue of share capital                        1               -                         -               -              -                     -              -                             1
 Share based payments                          -               -                         -               -              2,551                 -              -                             2,551
 Exercise of share options                     -               -                         -               -              (1,149)               -              1,149                         -
 Total transaction with owners                 1               -                         -               -              1,402                 -              1,384                         2,787
 Balance at 30 June 2025                       84              47                        705             (315)          7,231                 23,775         11,690                        43,217

 

The above statement of changes in equity should be read in conjunction with
the accompanying notes.

 

Consolidated Cash Flow Statement

                                                               2025                                     2024
                                                         Note  £'000                                    £'000
 Cash flows from operating activities
 Profit for the year before tax                                2,789                                    1,459
 Adjustments for:
 Depreciation of tangible fixed assets                   11    5,669                                    5,085
 Amortisation of intangible assets                       10    2,612                                    1,917
 Interest payable on bank loans                          5     6                                        85
 Lease liability interest                                5     229                                      163
 Share based payment charge                              7     2,551                                    2,326
 Proceeds from grant income                                    (276)                                    -
 Operating cash flows                                          13,581                                   11,035

 (Increase) in receivables                               14    (8,253)                                  (1,343)
 (Decrease)/Increase in inventories                      13    (1,527)                                  997
 Increase/(Decrease) in payables                         18    5,527                                    (171)
 Operating cash flows after movement in working capital                                                 10,518

                                                               9,328
 Corporation tax paid                                          97                                       33
 Net cash generated from operating activities                  9,425                                    10,551

 Cash flows from investing activities
 Purchase of property, plant and equipment               11    (4,583)                                  (3,882)
 Capitalised development costs                           10    (2,444)                                  (2,909)
 Proceeds from share issue                                     1                                        -
 Net cash used in investing activities                         (7,026)                                  (6,791)
 Cash flows from financing activities
 Repayment of existing loan borrowings                   17    -                                        (1,814)
 Repayment of lease liabilities                          17    (2,467)                                  (2,065)
 Interest on lease liabilities                           19    (229)                                    (163)
 Interest payable on bank loans                          5     (6)                                      (85)
 Proceeds from asset finance                             17    -                                        229
 Net cash generated from financing activities                  (2,702)                                  (3,898)

 Net (decrease) in cash and cash equivalents                   (302)                                    (138)
 Effects of exchange rates on cash and cash equivalents        (42)                                     10

 Cash and cash equivalents at beginning of year          15    7,701                                    7,829
 Cash and cash equivalents at end of year                15    7,357                                    7,701

The above cash flow statement should be read in conjunction with the
accompanying notes.

Notes to the Consolidated Financial Statements

1.            Summary of significant accounting policies

Corporate information

Beeks Financial Cloud Group PLC is a public limited company which is listed on
the AIM Market of the London Stock Exchange and is incorporated in Scotland.
The address of its registered office is Riverside Building, 2 Kings Inch Way,
Renfrew, Renfrewshire, PA4 8YU. The principal activity of the Group is the
provision of information technology services and products. The registered
number of the Company is SC521839.

The principal accounting policies adopted in the preparation of the financial
statements are set out below. These policies have been consistently applied to
all the years presented, unless otherwise stated.

Basis of preparation

These financial statements have been prepared in accordance with UK-adopted
International Financial Reporting Standards (IFRS) and with the requirements
of the Companies Act 2006. The financial statements are prepared in pounds
sterling because that is the currency of the primary economic environment in
which the Group operates.

The financial statements have been prepared on the historical cost basis
except for the valuation of certain financial instruments that are measured at
fair values at each reporting period, as explained in the accounting policies
below.

The measurement bases and principal accounting policies of the group are set
out below and are consistently applied to all years presented unless otherwise
stated.

Adoption of new and revised standards

The below are the standards that are new/amended for accounting periods that
begin on or after 1 January 2024:

·    Classification of liabilities as current or non-current (Amendments
to IAS 1);

·    Deferred tax related to assets and liabilities arising from a single
transaction (Amendments to IAS 12);

·    Lease Liability in a Sale and Leaseback (Amendments to IFRS 16);

·   Classification of Financial Instruments (Amendments to IFRS 9);
Non-current liabilities with covenants (Amendments to IAS 1); and

·    Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7).

No new standards or amendments that became effective in the financial year had
a material impact in preparing these financial statements. There are a number
of standards and amendments to standards which have been issued by the IASB
that are effective in future accounting periods that have not been adopted
early.

The following amendments are effective for annual reporting periods beginning
on or after 1 January 2025:

·    Guidance on the exchange rate to use when a currency is not
exchangeable (Amendments to IAS 21);

·    Accounting treatment for the sale or contribution of assets
(Amendments to IFRS 10 and IAS 28).

 The following amendments are effective for annual reporting periods
beginning on or after 1 January 2026:

·    Amendments to the classification and measurement of financial
instruments (Amendments to IFRS 9 and IFRS 7);

·    Annual Improvements to IFRS Standards 2022 - 2024 Cycle (covering
amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10, IAS 7).

 The following standards are effective for annual reporting periods beginning
on or after 1 January 2027:

·    IFRS 18 Presentation and Disclosure in Financial Statements;

·    IFRS 19 Subsidiaries without Public Accountability: Disclosures.

Beyond the information above, it is not practicable to provide a reasonable
estimate of the effect of these standards until a detailed review has been
completed.

Going concern

The key factors considered by the Directors were:

·    Historic and current trading and profitability of the Group

·    The rate of growth in sales both historically and forecast

·    The competitive environment in which the group operates

·    The current level of cash reserves

·   The finance facilities available to the Group, including the
availability of any short term funding required through the use of the
Revolving Credit Facility

The directors take comfort from the resilience of our business model. The
level of customer churn across our business has remained low and cash
collection has been in line with our typical profile. We do however remain
vigilant to the economic impact the ongoing macro-economic environment may
create, particularly on the SME segment of the market.

 Note 16 to the financial statements includes the Group's objectives,
policies and processes for managing its capital; its financial risk management
objectives; details of its financial instruments and hedging activities; and
its exposures to credit risk and liquidity risk.

The directors are of the opinion that the Group can operate within their
current levels of cash reserves including further financing facilities
available. At the end of the financial year, the Group had net cash of £7.00m
(2024: Net cash £6.58m) a level which the Board is comfortable with given the
strong cash generation of the Group and low level of debt to EBITDA ratio. The
Group has a diverse portfolio of customers and suppliers with long‐term
contracts across different geographic areas. As a consequence, the directors
believe that the Group is well placed to manage its business risks.

The directors have considered the Group budgets and the cash flow forecasts to
December 2026, and associated risks including the risk of climate change and
the impact on our data centre estate, useful economic life of assets, and the
availability of bank and leasing facilities. We have run appropriate scenario
and stress tests applying reasonable downside sensitivities in respect of
profitability and associated cash flow generation and are confident we have
the resources to meet our liabilities as they fall due for a period of at
least 12 months from the date of these financial statements.

After making enquiries, the directors have a reasonable expectation that the
Group will be able to meet its financial obligations and has adequate
resources to continue in operational existence for the foreseeable future. For
this reason they continue to adopt the going concern basis in preparing the
financial statements.

Accordingly, the Directors have adopted the going concern basis in preparing
the Report for the year ended 30 June 2025.

Principles of consolidation

Subsidiaries are all entities over which the Group has control. The Group
controls an entity when the Group 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 entity. Subsidiaries are fully
consolidated from the date on which control is transferred to the Group. They
are deconsolidated from the date that control ceases. The Group applies the
acquisition method to account for business combinations. The consideration
transferred for the acquisition of a subsidiary or a business is the fair
values of the assets transferred, the liabilities incurred to former owners of
the acquiree and the equity interests issued to the Group.

The consideration transferred includes the fair values of any asset or
liability resulting from a contingent consideration arrangement. Identifiable
assets acquired and liabilities and contingent liabilities assumed in a
business combination are measured initially at their fair values on the
acquisition date.

Acquisition related costs are expensed as incurred. As each of the
subsidiaries are 100% wholly owned the Group has full control over each of its
investees. Intercompany transactions, unrealised gains and losses on
intragroup transactions and balances between group companies are eliminated on
consolidation.

Foreign currency transactions

In line with IAS 21 foreign currency transactions are translated into pound
sterling using the exchange rates prevailing at the dates of the transactions.
Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at financial year-end exchange rates of
monetary assets and liabilities denominated in foreign currencies are
recognised in profit or loss. Foreign exchange gains and losses resulting from
the retranslation of inter-company balances are recognised in profit or loss.
Non-monetary assets are translated at the historical rate.

Foreign operations

The assets and liabilities of foreign operations are translated into pound
sterling using the exchange rates at the reporting date. The revenues and
expenses of foreign operations are translated into Pound sterling using the
average exchange rates, which approximate the rates at the dates of the
transactions, for the period. All resulting foreign exchange differences are
recognised in other comprehensive income through the foreign currency reserve
in equity.

Business Combinations

Acquisitions of subsidiaries are accounted for using the acquisition method.
The acquisition method involves the recognition at fair value of all
identifiable assets and liabilities, including contingent liabilities of the
subsidiary, at the acquisition date, regardless of whether or not they were
recorded in the financial statements of the subsidiary prior to acquisition.
On initial recognition, the assets and liabilities of the subsidiary are
included in the statement of financial position at their fair values, which
are also used as the bases for subsequent measurement in accordance with the
Group accounting policies.

Where the Group's assessment of the net fair value of a subsidiary's
identifiable assets acquired and liabilities assumed is less than the fair
value of the consideration including contingent consideration of the business
combination then the excess is treated as goodwill. Where the Group's
assessment of the net fair value of a subsidiary's net assets and liabilities
exceeds the fair value of the consideration including contingent consideration
of the business combination then the excess is recognised through profit or
loss immediately. Where an acquisition involves a potential payment of
contingent consideration the estimate of any such payment is based on its fair
value. To estimate the fair value an assessment is made as to the amount of
contingent consideration which is likely to be paid having regard to the
criteria on which any sum due will be calculated and is probability based to
reflect the likelihood of different amounts being paid. Where a change is made
to the fair value of contingent consideration within the initial measurement
period as a result of additional information obtained on facts and
circumstances that existed at the acquisition date then this is accounted for
as a change in goodwill. Where changes are made to the fair value of
contingent consideration as a result of events that occurred after the
acquisition date then the adjustment is accounted for as a charge or credit to
profit or loss.

The Group's accounting policy for common control transactions is to recognize
and measure such transactions at carrying amounts, with no gain or loss
recognized in the financial statements. This policy ensures consistency and
comparability in the treatment of transactions within the Group.

Revenue recognition

Revenue arises from the provision of Cloud-based localisation. To determine
whether to recognise revenue, the group follows a five-step process as
follows:

·    Identifying the contract with a customer

·    Identifying the performance conditions

·    Determining the transaction price

·    Allocating the transaction price to the performance conditions

·    Recognising revenue when/as performance obligation(s) are satisfied.

Revenue is measured at transaction price, stated net of VAT and other sales
related taxes and discounts, if applicable.

The below outlines all the Group's revenue streams and associated accounting
policies:

Infrastructure as a Service (IaaS)

The group's core business provides managed Cloud computing infrastructure and
connectivity. The Group considers the performance obligation to be the
provision of access and use of servers to our clients. As the client receives
and consumes the benefit of this use and access over time, the related revenue
is recognised evenly over the life of the contract.

Monitoring software and maintenance services

The group also provides software products that analyse and monitor IT
infrastructure. Revenue from the provision of software licences is split
between the delivery of the software licence and the ongoing services
associated with the support and maintenance. The supply of the software
licence is recognised on a point in time basis when control of the goods has
transferred, being the delivery of the item to the customer, whilst the
ongoing support and maintenance service is recognised evenly over the period
of the service being rendered on an over time basis. The group applies
judgement to determine the percentage of split between the licence and
maintenance portions, which includes an assessment of the expected cost plus
margin that would be received in a standalone sale of the performance
obligations.

Where an agreement includes a royalty fee as a result of future sales by a
customer to third parties and there is a minimum amount guaranteed, this is
recognised at point in time when the delivery of the item is complete.

Set up fees

Set up fees charged on contracts are reviewed to consider the material rights
of the set-up fee. When a set-up fee is arranged, Beeks will consider the
material rights of the set-up fee, if in substance it constitutes a payment in
advance, the set-up fee will be deemed to be a material right. The accounting
treatment for both material rights and non-material rights set-up fees is as
follows:

·    Any set up fees that are material rights are spread over the group's
average contract term

·   Set up fees that are not material rights are recognised over the
enforceable right period, i.e. 1 to 3 months depending on the termination
period

Revenue in respect of installation or training, as part of the set-up, is
recognised when delivery and installation of the equipment is completed on a
point in time basis.

Hardware and software sales

Revenue from the supply of hardware is recognised when control of the goods
has transferred. For hardware, this occurs upon delivery and installation of
the item to the customer. For software, control is deemed to pass on provision
of the licence key to the customer being the point in time the customer has
the right to use the software.

The Group has concluded it acts as a principal in each hardware sales
transaction vs an agent. This has been determined by giving consideration to
whether the Group holds inventory risk, has control over the pricing over a
particular service, takes the credit risk, and whether responsibility
ultimately sits within the Group to service the promise of the agreements.
Refer to note 2 for more detail on these considerations.

Professional and consultancy services

Revenue from professional and consultancy services are recognised using the
output method as these services are rendered and the performance obligation
satisfied. Any unearned portion of revenue (i.e. amounts invoiced in advance
of the service being provided) is included in payables as a contract
liability.

Proximity and Exchange Cloud® Services

Proximity and Exchange Cloud® are a fully-managed and configurable compute,
storage and analytics racks built with industry-leading low latency hardware
that allow capital markets and financial services customers to run compute,
storage and analytics on-premise.

Revenue from the sale of Proximity and Exchange Cloud® contracts has been
assessed under IFRS 15 and using the five step process, the following
performance obligations have been identified:

·    Delivery and installation of the hardware, and provision of the
software licence

·    Delivery of maintenance and technical support over the contract

·    Delivery of unspecified upgrades and future software releases

·    Significant financing components

The delivery and installation of the hardware, and provision of the software
licence are highly interrelated and considered to be one performance
obligation. Management have assessed that the software is the predominant item
within the performance obligation as it is the functionality and use of the
developed software that provides benefit to the customer, furthermore the
purpose of the contract is for provision of the software licence with the
hardware being required to facilitate this. This is recognised on a point in
time basis when the control of the goods have been transferred, being when
delivery of the item is completed and the right to use the software is granted
to the customer. This is further explained in significant judgements.

The maintenance and technical support, as well as the delivery of the
unspecified upgrades and future software releases are recognised evenly on an
over time basis over the period of the contract. The performance obligation
for both is considered to be that of standing ready to provide technical
product support and unspecified updates, optional upgrades and enhancements
when made available over the period of service being rendered.

These contracts include multiple deliverables. The Group applies judgement to
determine the transaction price to be allocated between a) the delivery and
installation of the hardware and provision of the software licence, recognised
on a point in time basis and b) the stand ready services (support,
maintenance, unspecified upgrades) recognised over time. The Group applies the
expected cost plus margin approach to the stand ready services and the
delivery and installation of the hardware and provision of software licence is
estimated using the residual approach, given this is a new product to market
and standalone selling prices are not directly observable.  Further detail is
provided within key judgement and estimations.

Where such contracts include a significant financing component, the group also
adjusts the transaction price to reflect the time value of money. Finance
income is recognised as other income in the statement of the comprehensive
income.

Revenue recognised over time and at a point in time is disclosed at note 3 of
the notes to the financial statements.

Government grant income

Grants from Government agencies are recognised where there is reasonable
assurance that the grant will be received, and all attached conditions will be
complied with. When the grant relates to an expense item, it is recognised as
income on a systematic basis over the periods that the related costs, for
which it is intended to compensate, are expensed. When the grant relates to an
asset, it is deducted from carrying amount of the intangible asset over the
expected useful life of the related asset. Note 3 Revenue provides further
information on Government grants.

Rental Income

Rental income from the head office property leased out under operating leases
is recognised in the statement of the comprehensive income as other income as
these services are rendered, as the tenant occupies the space.

Cost of sales

Costs considered to be directly related to revenue are accounted for as cost
of sales. All direct production costs and overheads, including indirect
overheads that can reasonably be allocated as relating to the Group's revenue
generation, have been classified as cost of sales.

Where assets are purchased under a finance lease arrangement, they are
recognised initially as Right of Use Assets and disclosed within the Property
plant and equipment note 11. Assets that are subsequently sold as part of a
Proximity or Exchange Cloud® contract are transferred to profit and loss as
cost of sales.

Interest

Interest revenue is recognised as part of the financing component within some
Proximity Cloud® and Software Licencing contracts. Interest accrues using the
effective interest method. This is a method of calculating the amortised cost
of a financial asset and allocating the interest income over the relevant
period using the effective interest rate, which is the rate that exactly
discounts estimated future cash flows through the expected life of the
financial asset to the net carrying amount of the financial asset.

Other non-recurring costs

The Group defines other non-recurring costs as costs incurred by the Group
which relate to material non-recurring costs. These are disclosed separately
where it is considered it provides additional useful information to the users
of the financial statements.

Taxation and deferred taxation

The income tax expense or income for the period is the tax payable on the
current period's taxable income. This is based on the national income tax rate
enacted or substantively enacted for each jurisdiction with any adjustment
relating to tax payable in previous years and changes in deferred tax assets
and liabilities attributable to temporary differences between the tax bases of
assets and liabilities and their carrying amounts in financial statements.

Deferred tax assets and liabilities are recognised for temporary differences
at the tax rates expected to be applicable when the asset or liability
crystallises based on current tax rates and laws that have been enacted or
substantively enacted by the reporting date. The relevant tax rates are
applied to the cumulative amounts of deductible and taxable temporary
differences to measure the deferred tax asset or liability.

A deferred tax asset is regarded as recoverable and therefore recognised only
when, on the basis of all available evidence, it can be regarded as more
likely than not that there will be suitable taxable profits against which to
recover carried forward tax losses and from which the future reversal of
temporary differences can be deducted. The carrying amount of deferred tax
assets are reviewed at each reporting date.

Current and non-current classification

Assets and liabilities are presented in the statement of financial position
based on current and non-current classification.

An asset is classified as current when: it is either expected to be realised
or intended to be sold or consumed in the Group's normal operating cycle; it
is held primarily for the purpose of trading; it is expected to be realised
within 12 months after the reporting period; or the asset is cash or cash
equivalent unless restricted from being exchanged or used to settle a
liability for at least 12 months after the reporting period. All other assets
are classified as non-current.

A liability is classified as current when: it is either expected to be settled
in the Group's normal operating cycle; it is held primarily for the purpose of
trading; it is due to be settled within 12 months after the reporting period;
or there is no unconditional right to defer the settlement of the liability
for at least 12 months after the reporting period. All other liabilities are
classified as non-current.

Deferred tax assets and liabilities are always classified as non-current.

Cash and cash equivalents

Cash at bank, overnight and longer term deposits which are held for the
purpose of meeting short term cash commitments are disclosed within cash and
cash equivalents.

Financial instruments

A financial instrument is any contract that gives rise to a financial asset in
one entity and a financial liability or equity instrument in another and is
recognised when the Group becomes party to the contractual provisions of the
instrument.

To protect elements of our cash flows against the level of exchange rate risk,
the Group entered into forward exchange contracts to hedge foreign exchange
USD exposures arising on the forecast receipts and payments during the year.
None were held at 30(th) June 2025. The Group does not use derivative
instruments.

Financial assets and liabilities are recognised initially at fair value, and
subsequently measured at amortised cost, with any directly attributable
transaction costs adjusted against fair value at initial recognition and
recognised immediately in the Consolidated income statement as a profit or
loss.

Financial assets

Trade and other receivables

Trade and other receivables are initially recognised at transaction price,
less allowances for impairment. These are subsequently measured at amortised
costs using the effective interest method. An allowance for impairment of
trade and other receivables is established when there is evidence that Beeks
Financial Cloud Group PLC will not be able to collect all amounts due
according to the original terms of the receivables. Significant financial
difficulties of the debtors, probability that the debtor will enter bankruptcy
or financial reorganisation, and default or delinquency in payments (more than
90 days overdue) are considered indicators that the trade and other
receivables may be impaired. The amount of the allowance is the difference
between the asset's carrying amount and the present value of estimated future
cash flows, discounted at the original effective interest rate. The carrying
amount of the asset is reduced through the use of an allowance account, and
the amount of the loss is recognised in profit or loss within expenses. When a
trade or other receivable is uncollectible, it is written off against the
allowance account for trade and other receivables. Subsequent recoveries of
amount  previously written off are credited against 'administrative expenses'
in the Consolidated statement of comprehensive income.

IFRS 9 requires an expected credit loss ("ECL") model which requires the Group
to account for expected credit losses and changes in those expected credit
losses at each reporting date to reflect changes in credit risk since initial
recognition of the financial assets.  The main financial assets that are
subject to the expected credit loss model are trade receivables and contract
assets, which consist of billed receivables arising from contracts.

The Group has applied the simplified approach to providing for expected credit
losses ("ECL")  prescribed by IFRS 9, which permits the use of lifetime
expected loss provision for all trade receivables.

The ECL model reflects a probability weighted amount derived from a range of
possible outcomes. To measure the ECL, trade receivables and contract assets
have been grouped based on shared credit risk characteristics and the days
past due. The Group has established a provision matrix based on the payment
profiles of historic and current sales and the corresponding credit losses
experienced. The historical loss rates are adjusted to reflect current and
forward-looking information that might affect the ability of customers to
settle the receivables, including macroeconomic factors as relevant.

Provision against trade and other receivables is made when there is evidence
that the Group will not be able to collect all amounts due to it in accordance
with the original terms of those receivables. The amount of the write-down is
determined as the difference between the asset's carrying amount and the
present value of estimated future cash flows. An assessment for impairment is
undertaken at least at each reporting date.

Where a financing component is applicable, the Group has chosen to measure any
loss allowance at an amount equal to lifetime expected credit losses.

Financial liabilities

Trade and other payables

Trade and other payables are recognised initially at fair value and
subsequently measured at amortised cost using the effective interest method.
These amounts represent liabilities for goods and services provided to Beeks
Financial Cloud Group PLC prior to the end of the financial period which are
unpaid as well as any outstanding tax liabilities.

Borrowings

Loans and borrowings are initially recognised at the fair value of the
consideration received, net of transaction costs. They are subsequently
measured at amortised cost using the effective interest method.

Defined contribution schemes

The defined contribution scheme provides benefits based on the value of
contributions made. Contributions to the defined contribution superannuation
plans are expensed in the period in which they are incurred.

Fair value measurement

When an asset or liability, financial or non-financial, is measured at fair
value for recognition or disclosure purposes, the fair value is based on the
price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date;
and assumes that the transaction will take place either: in the principal
market; or in the absence of a principal market, in the most advantageous
market.

Fair value is measured using the assumptions that market participants would
use when pricing the asset or liability, assuming they act in their economic
best interests. For non-financial assets, the fair value measurement is based
on its highest and best use. Valuation techniques that are appropriate in the
circumstances and for which sufficient data are available to measure fair
value, are used, maximising the use of relevant observable inputs, and
minimising the use of unobservable inputs.

Inputs determining fair value measurements are categorised info different
levels based on how observable the inputs used in the valuation technique
utilised are (the "fair value hierarchy"):

·    Level 1: Quoted prices in active markets for identical items
(unadjusted).

·    Level 2: Observable direct or indirect inputs other than Level 1
inputs.

·    Level 3: Unobservable inputs (i.e. not derived from market data).

The classification of an item into the above levels is based on the lowest
level of inputs used that has a significant effect on the fair value of the
item. The Group measures a number of items at fair value, including;

·    Trade and other receivables (note 14)

·    Trade and other payables (note 18)

·    Borrowings (note 17)

·    Share based payments (note 21)

For more detailed information in relation to the fair value of the items above
please refer to the applicable notes.

Share based payments

The Group operates equity-settled share based remuneration plans for its
employees. Options are measured at fair value at grant date using the Black
Scholes model. Where options are redistributed, options are measured at fair
value at the redistribution date using the Black Scholes Model. The fair value
is expensed on a straight line basis over the vesting period, based on an
estimate of the number of options that will eventually vest. Fair value is
appraised at the grant date and excludes the impact of non-market vesting
conditions (for example, profitability growth targets).

Under the Group's share option scheme, share options are granted to directors
and selected employees. The options are expensed in the period over which the
share based payment vests. A corresponding increase to the share based payment
reserve in equity is recognised.

When share options are exercised, the company issues new shares. The nominal
share value from the proceeds received are credited to share capital and
proceeds received above nominal value, net of attributable transaction costs,
are credited to the share premium when the options are exercised. When share
options are forfeited, cancelled, or expire, the corresponding fair value is
transferred to the retained earnings reserve. Amounts held in the share based
payments reserve are transferred to Retained Earnings on exercise of the
related options.

The Group has no legal or constructive obligation to repurchase or settle the
options in cash.

Where the Group entity incurs a share based payment charge relating to
subsidiary employees, the charge is treated as a capital contribution in the
subsidiary and an increase in investment in the Group entity.

Property, plant and equipment (PPE)

PPE is stated at historical cost less accumulated depreciation. Historical
cost includes expenditure that is directly attributable to the acquisition of
the items.  Subsequent costs are included in the asset's carrying amount or
recognised as a separate asset, as appropriate, only when it is probable that
future economic benefits associated with the item will flow to Beeks Financial
Cloud Group PLC and the cost of the item can be measured reliably. All other
repairs and maintenance are charged to profit or loss during the financial
period in which they are incurred.

Depreciation on IT infrastructure and fixtures and fittings is calculated
using the straight line method to allocate their cost or revalued amounts, net
of their residual values, over their estimated useful lives, as follows:

·    Leasehold property and improvements over the lease period

·    Freehold property over 50 years

·    Computer Equipment over 5 years and over the length of lease

·    Office equipment and fixtures and fittings over 5-20 years

The residual values, useful lives and depreciation methods are reviewed, and
adjusted if appropriate, at each reporting date.

Leasehold improvements and plant and equipment under lease are depreciated
over the unexpired period of the lease or the estimated useful life of the
assets, whichever is shorter.

An item of property, plant and equipment is derecognised upon disposal or when
there is no future economic benefit to the Group. Gains and losses between the
carrying amount and the disposal proceeds are taken to profit or loss. Any
revaluation surplus reserve relating to the item disposed of is transferred
directly to retained profits.

Where assets are purchased under a finance lease arrangement, they are
recognised as Right of Use Assets and disclosed within the Property plant and
equipment note 11. Where these assets are subsequently sold as part of a
Proximity or Exchange Cloud® contract, they are transferred from PP&E to
stock and thereafter to the profit and loss as cost of sales.

Inventories

Inventories are stated at the lower of cost and net realisable value. Cost
includes all expenses directly attributable to bringing the asset to its
current condition. Costs of ordinarily interchangeable items are assigned
using the first in, first out cost formula. Net realisable value is the
estimated selling price in the ordinary course of business less any directly
attributable selling expenses.

Where inventories are purchased under a finance lease arrangement, they are
recognised initially as Right of Use Assets and disclosed within the Property
plant and equipment note 11.

Inventories that are subsequently sold as part of a Proximity or Exchange
Cloud® contract are transferred to profit and loss as cost of sales.

At each reporting date, an assessment is made for impairment.  Any excess of
the carrying amount of inventories over its estimated selling prices less
costs to complete and sell is recognised as an impairment loss in the income
statement.  Reversals of impairment losses are also recognised in profit or
loss.

Assets held at Head Office are classified and disclosed as inventory until the
point in which the assets purpose is identified. At the point, the asset will
either be transferred to property, plant and equipment and sold under
Infrastructure-as-a-Service (IaaS) or sold to a customer under a Proximity or
Exchange Cloud® solution and transferred to Cost of Sales within the Income
statement.

Leases

A lease is defined as a contract, or part of a contract, that conveys the
right to use an asset (the underlying asset) for a period of time in exchange
for consideration. To apply this definition the Group assesses whether the
contract meets three key evaluations which are whether the contract contains
an identified asset, which is either explicitly identified in the contract or
implicitly specified by being identified at the time the asset is made
available to the Group; the Group has the right to obtain substantially all of
the economic benefits from use of the identified asset throughout the period
of use, considering its rights within the defined scope of the contract; and
the Group has the right to direct the use of the identified asset throughout
the period of use.

At the lease commencement date, the Group recognises a right-of-use asset and
a corresponding lease liability on the Consolidated statement of financial
position. The right-of-use asset is measured at cost, which is made up of the
initial measurement of the lease liability measured at the present value of
future lease payments, any initial direct costs incurred by the Group. If that
rate cannot be determined, the lessee's incremental borrowing rate is used,
being the rate that the lessee would have to pay to borrow the funds necessary
to obtain an asset of similar value in a similar economic environment with
similar terms and conditions. The Group depreciates the right-of-use assets on
a straight-line basis from the lease commencement date to the earlier of the
end of the useful life of the right-of-use asset or the end of the lease term.
The Group assesses the right-of-use asset for impairment under IAS 36
'Impairment of Assets' where such indicators exist.

Lease liabilities are presented on two separate lines in the Consolidated
statement of financial position for amounts due within one year and amounts
due after more than one year. The lease liability is initially measured at the
present value of lease payments that are not paid at the commencement date,
discounted using the rate implicit in the lease. If this rate cannot readily
be determined, the Group applies an incremental borrowing rate. The lease
liability is subsequently measured by increasing the carrying amount to
reflect interest on the lease liability and by reducing the liability by
payments made. The Group re-measures the lease liability (and adjusts the
related right-of-use asset) whenever the lease term has changed, or a lease
contract is modified, and the modification is not accounted for as a separate
lease.

Lease payments included in the measurement of the lease liability can be made
up of fixed payments and an element of variable charges depending on the
estimated future price increases, whether these are contractual or based on
management's estimate of potential increases. Subsequent to initial
measurement, the liability will be reduced for payments made and increased for
interest. It is re-measured to reflect any reassessment or modification, or if
there are changes in fixed payments. When the lease liability is re-measured,
the corresponding adjustment is reflected in the right-of-use asset, or profit
and loss if the right-of-use asset is already reduced to zero.  Where
non-contractual payment discounts are subsequently received from suppliers,
these are treated as a discharge of the lease liability with a credit
recognised in the profit or loss statement.

The Group has elected to account for short-term leases and leases of low-value
assets using the practical expedients available under IFRS 16. Instead of
recognising a right-of-use asset and lease liability, the payments in relation
to these are recognised as an expense in profit or loss on a straight line
basis over the lease term.

Under IFRS 16, the Group recognises depreciation of the right-of-use asset and
interest on lease liabilities in the Consolidated statement of comprehensive
income over the period of the lease. On the Consolidated statement of
financial position, right-of-use assets have been included in right of use
assets and lease liabilities have been included in lease liabilities due
within one year and after more than one year.

Intangible assets and amortisation

Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair
value of the assets and liabilities assumed at the date of acquisition.
Goodwill acquired in business combinations is not amortised. Instead, goodwill
is tested for impairment annually or more frequently if events or changes in
circumstances indicate that it might be impaired, and is carried at cost less
accumulated impairment losses. Intangible assets carried forward from prior
years are re-valued at the exchange rate in the current financial year.
Impairment testing is carried out by assessing the recoverable amount of the
cash generating unit to which the goodwill relates. A bargain purchase is
immediately released to the Consolidated statement of comprehensive income in
the year of acquisition.

Customer relationships

Included within the value of intangible assets are customer relationships.
These represent the purchase price of customer lists and contractual
relationships purchased on the acquisition of the business and assets of
Gallant VPS Inc. and Commercial Network Services as well as the purchase of
Velocimetrics Ltd. These relationships are carried at cost less accumulated
amortisation or impairment losses where applicable. Amortisation is calculated
using the straight line method over periods of between five and ten years and
is charged to cost of sales.

Development costs

Expenditure on research (or the research phase of an internal project) is
recognised as an expense in the period in which it is incurred.

Development costs incurred are capitalised when all the following conditions
are satisfied:

·    Completion of the intangible asset is technically feasible so that it
will be available for use or sale;

·    The Group intends to complete the intangible asset and use or sell
it;

·    The Group has the ability to use or sell the intangible asset;

·    The intangible asset will generate probable future economic benefits;

·    There are adequate technical, financial, and other resources to
complete the development and to use or sell the intangible asset, and

·    The expenditure attributable to the intangible asset during its
development can be measured reliably.

Development costs not meeting the criteria for capitalisation are expensed as
incurred. The costs which do meet the criteria range from new product
development to the enhancement of existing services. The scope of the
development team's work continues to evolve as the Group continues to deliver
business critical solutions to a growing customer base. Development costs
capitalised are amortised on a straight-line basis over the estimated useful
life of the asset. The estimated useful life is deemed to be five years for
all developments capitalised. Amortisation is charged at the point of a major
product release or upgrade in which that asset is made available for sale or
release to the customer. Charges are recognised through cost of sales in the
Consolidated statement of comprehensive income in the period in which they are
incurred.

Impairment

Goodwill and assets with an indefinite useful life are tested annually for
impairment, or more frequently if events or changes in circumstances indicate
that they might be impaired. Other non-financial assets are reviewed for
impairment whenever events or changes in circumstances indicate that the
carrying amount may not be recoverable or where the asset is still in
development and is not yet being amortised as it is not available for use. An
impairment loss is recognised for the amount by which the asset's carrying
amount exceeds its recoverable amount.

Recoverable amount is the higher of an asset's fair value less costs of
disposal and value-in-use. The value-in-use is the present value of the
estimated future cash flows relating to the asset using a pre-tax discount
rate specific to the asset or cash-generating unit to which the asset belongs.
Assets that do not have independent cash flows are grouped together to form a
cash-generating unit.

A previously recognised impairment loss is reversed only if there is an
indication that an impairment loss recognised in prior periods for an asset or
cash-generating unit may no longer exist or may have decreased.  If that is
the case, the carrying amount of the asset is increased to its recoverable
amount.  That increased amount cannot exceed the carrying amount that would
be determined, net of depreciation, had no impairment loss been recognised for
the asset or cost-generating unit in prior years.  Such a reversal is
recognised in profit or loss unless the asset is carried at a revalued amount,
in which case the reversal is treated as a revaluation increase.

Equity

Ordinary shares are classified as equity.  An equity instrument is any
contract that evidences a residual interest in the assets of Beeks Financial
Cloud Group plc after deducting all of its liabilities. Equity instruments
issued by Beeks Financial Cloud Group plc are recorded at the proceeds
received net of direct issue costs.

The share capital account represents the amount subscribed for shares at
nominal value. Details on this can be found at note 22.

Amounts arising from the revaluation of non-monetary assets and liabilities
held in foreign subsidiaries, and joint operations are held within the foreign
currency reserve.

Earnings per share

Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to
the owners of Beeks Financial Cloud Group PLC, excluding any costs of
servicing equity other than ordinary shares, by the weighted average number of
ordinary shares outstanding during the financial year, adjusted for bonus
elements in ordinary shares issued during the financial year.

Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of
basic earnings per share to take into account the after income tax effect of
interest and other financing costs associated with dilutive potential ordinary
shares and the weighted average number of shares assumed to have been issued
for no consideration in relation to dilutive potential ordinary shares.

Value-added tax ('VAT') and other similar taxes

Revenues, expenses, and assets are recognised net of the amount of associated
VAT, unless the VAT incurred is not recoverable from the tax authority. In
this case it is recognised as part of the cost of the acquisition of the asset
or as part of the expense.

Trade receivables and trade payables are stated inclusive of the amount of VAT
receivable or payable. The net amount of VAT recoverable from, or payable to,
the tax authority is included in other receivables or other payables in the
statement of financial position.

Cash flows are presented on a net basis. The VAT components of cash flows
arising from investing or financing activities which are recoverable from, or
payable to the tax authority, are presented as operating cash flows.

Commitments and contingencies are disclosed net of the amount of VAT
recoverable from, or payable to, the tax authority.

Alternative performance measures

In addition to measuring financial performance of the Group based on statutory
profit measures, the Group also measures performance based on underlying
EBITDA, underlying profit before tax and underlying diluted earnings per
share.

The alternative performance measures provide management's view of the Group's
financial performance and are not necessarily comparable with other
entities.  These alternative measures exclude significant costs (such as
Share Based Payments) and as such, should not be regarded as a complete
picture of the Group's financial performance.  These measures should not be
viewed in isolation, but as supplementary information to the rest of the
financial statements.

Underlying EBITDA

Underlying EBITDA is defined as earnings before amortisation, depreciation,
finance costs, taxation, acquisition costs, share based payments and
exceptional non-recurring costs.

Underlying EBITDA is a common measure used by investors and analysts to
evaluate the operating financial performance of companies, particularly in the
sector that the Group operates.

The Group considers underlying EBITDA to be a useful measure of operating
performance because it approximates the underlying operating cash flow by
eliminating the charges mentioned above. It is not a direct measure of
liquidity, which is shown in the Consolidated statement of cash flows, and
needs to be considered in the context of the Group's financial commitments.
Reference is also made to the right of use asset implication on depreciation
in the year as a result of the Group taking additional space in data centres.

Underlying profit before tax

Underlying profit before tax is defined as profit before tax adjusted for the
following:

·    Amortisation charges on acquired intangible assets;

·    Exchange variances on statement of final position gains and losses;

·    Share-based payment charges;

·    M&A activity including:

o  Professional fees;

o  Any non-recurring integration costs; Any gain or loss on the revaluation
of contingent consideration where it is material; and

o  Any material non-recurring costs where their removal is necessary for the
proper understanding of the underlying profit for the period.

The Group considers underlying profit before tax to be a useful measure of
performance because it eliminates the impact of certain non-recurring items
including those associated with acquisitions and other charges commonly
excluded from profit before tax by investors and analysts for valuation
purposes.

Underlying diluted earnings per share

Underlying diluted earnings per share is calculated by taking the adjusted
profit before tax as described after deducting an appropriate taxation charge
and dividing by the total weighted average number of ordinary shares in issue
during the year and adjusting for the dilutive potential ordinary shares
relating to share options.

The Group considers adjusted diluted earnings per share to be a useful measure
of performance for the same reasons as underlying profit before tax. In
addition, it is used as the basis for consideration to the level of dividend
payments.

Net cash/Net Debt

Net cash/net debt is a financial liquidity metric that measures the ability of
a business to pay all its debts if they were to be called immediately. This is
defined as current and non-current borrowing liabilities (debt and asset
finance but excluding lease liabilities)- cash and cash equivalents.

Operational costs

Operational costs are defined as operating expenses less exceptional costs,
share based payments and non-recurring costs. These costs are adjusted to
reflect the true business operational trading costs.

Profit after Tax

Management believes that profitability measures after tax are not measures
that would specifically require alternative performance measures as they do
not constitute trading results. Tax legislation is out with the control of the
Group. Whilst the group currently benefits from some tax relief such as
R&D tax credits, the group does not rely on these in terms of trading
results or provide consideration of the tax impact of adjusted items for
alternative performance measures. Further information on tax impact on
profitability can be found on Note 9.

Annualised Committed Monthly Recurring Revenue

Annualised Committed Monthly Recurring Revenue (ACMRR) is committed recurring
revenue. Management believes that ACMRR is a key measure as it provides
investors with the total contracted committed revenue of the Group.

2.            Critical accounting judgements and key sources of
estimation uncertainty

Key judgements

The key judgments in preparation of the financial statements are below:

Revenue

The group applies judgment for elements of revenue recognition. The key areas
of assessment include whether the group acts as a principal vs an Agent for
the sale of hardware, where third parties are utilised. The group also applied
several areas of judgement within the revenue recognition of Proximity Cloud®
contracts as outlined below.

Principal v agent

Management is required to exercise its judgement in the classification of
revenue recognition on either an agent or principal basis. Management have
considered the primary indicators used to assess the agent/principal
classification and has concluded that the Group acts as a principal in each
sales transaction. This judgement has been reached on the basis that the Group
holds the inventory risk, has control over the pricing over a particular
service, takes the credit risk, and bears the responsibility to service the
promise of the agreements. If management concluded that the group acted as
agent, then this would result in revenue being recognised on a net basis where
margin earned would be recognised as revenue with nil costs being recognised.

Proximity and Exchange Cloud®

The Proximity and Exchange Cloud® contracts include multiple deliverables.
The group applies judgement to identify the performance obligations which
ultimately feeds into the estimation of the transaction price to be allocated
between them. The group has identified the performance obligations as:

a.    the delivery and installation of the hardware and provision of the
software licence (the appliance), recognised on a point in time basis; and

b.    the stand ready services (support and maintenance) recognised over
time

c.     delivery of unspecified upgrades and future software releases
recognised over time

The most significant judgement is that the delivery and installation of the
hardware and provision of the software licence are considered to be one
performance obligation, with the software considered the predominant item in
the contract. This is considered to be the case as it is the functionality and
use of the developed software that provides benefit to the customer,
furthermore the purpose of the contract is for provision of the software
licence with the hardware being required to facilitate this.  As the contract
is a right to use Beeks' software, revenue for both the software and hardware
is recognised on a point in time basis upon delivery. As such, the Group
consider this to be one performance obligation, recognised at a point in time
basis, once the delivery and installation of the appliance to the customer is
complete and the relevant licence key has been provided.

Management considers that the stand ready services do not affect the
customers' ability to use and benefit from the software licence and the
software can function on its own without this support.  As such, the
provision of stand ready services is considered to be a separate performance
obligation, recognised over time as the services are rendered.

On the occasion that the title for hardware included within Proximity and
Exchange Cloud® contracts is retained by the Group and as such, indicate the
existence of a lease, management have applied judgment in order to determine
the appropriate accounting treatment. Management have assessed that delivery
and installation of the hardware, and provision of the software licence is one
performance obligation under IFRS 15 as the two are considered to be non
distinct. As a result the accounting treatment follows that of the predominant
item within the performance obligation which has been assessed by management
to be the software and as such is treated as revenue in accordance with IFRS
15 recognised at a point in time rather than a lease under IFRS 16.

Where judgement is required as to the present and enforceable rights and
obligations of a Proximity and Exchange Cloud® contract, management have
applied judgement as to whether cut off periods are substantive either in
nature or in financial quantum. Judgements have been made on a contract by
contract basis as to what length of contract should be considered when
allocating the transaction price to relevant performance obligations,
including considering whether penalties are substantive and what the expected
consideration would be.  These judgements have supported the enforceable term
applied to the recognition of revenue on these types of contracts.

Please refer to Key estimations below for further information.

Software Licences

Management have applied judgement in determining the performance obligations
of the delivery of software licenses and maintenances. Management have
concluded that delivery of the software license key is one performance
obligation, recognised upfront at a point in time when control of the goods
has transferred, being the delivery of the software licence keys to the
customer. At this point in time the customer has been granted the right to use
the software licence. The ongoing support and maintenance service is deemed a
separate performance obligation and is recognised evenly over the period as
the service is rendered.

Operating Segments / Cash Generating Units

The group applies judgement over the operating segments to be reported in the
financial statements.  The key concept applied is to provide information used
by management that will allow users to understand the entity's main
activities, where these are located and how these are performing.  In doing
so, management exercise judgement over who the chief operating decision makers
(CODMs) are, consider the discrete financial information available and
determine what information is regularly reviewed by the CODMs.

Development costs

The Group reviews half yearly whether the recognition criteria for development
costs have been met. This is necessary as the economic success of any product
development is uncertain and may be subject to future technical problems at
the time of recognition. In addition, all internal activities related to the
development of new products which are not finalised by the period end are
continuously monitored by the Directors and assessed for any indications of
impairment. Time tracking and categorisation and the resultant capitalisation
of development costs for software developers is done via an internal time
tracking system with management using judgement for some senior employees who
contribute to development projects.  Cut off for project capitalisation is
made based on the lifecycle and releases within the product roadmap. Any
non-development costs are recognised in the statement of comprehensive income.
See note 10 for further information.

Inventories / Property, Plant and Equipment

The Group applies judgement to the classification and disclosure of
inventories within the financial statements. Assets held at Head Office are
classified and disclosed as inventory given these assets could be resold to a
customer under a Proximity or Exchange Cloud® sale. At the financial year
end, it would not be known whether the assets classified as inventories will
be transferred to Property, Plant and Equipment and sold under Infrastructure
As A Service,  or sold customers as a Proximity or Exchange Cloud®
solution.

Deferred tax

The Group applies judgement to the recognition of its deferred tax asset in
relation to timing differences on share based payment charges and carried
forward losses. Specifically in terms of losses carried forward, management
apply judgement to determine if there is sufficient forecastable future
taxable profits to utilise the deferred tax asset. Given current profit
trajectory in line with future projections, management have concluded the
recognition of the deferred tax asset is appropriate.

Key estimations

The key assumptions concerning the future, and other key sources of estimation
uncertainty at the year end, that have a significant risk of causing a
material adjustment to the carrying amounts of assets and liabilities within
the next financial year, are discussed below.

Software licences and maintenance

Management have used observable evidence from maintenance support time,
pricing models and industry practice comparisons to estimate the percentage of
split between licence and maintenance for the sale of software licences that
have an attached maintenance performance obligation.

3.            Segment Information

Operating segments are reporting in a manner consistent with the internal
reporting provided to the chief operating decision makers.

The chief operating decision makers, who are responsible for allocating
resources and assessing performance of operating segments, have been
identified as the executive directors.

In the current year there is one customer that account for more than 10% of
Group revenue. The total revenue for this customer amounts to £10.9m (2024:
£11.2m).

Performance is assessed by a focus on the change in revenue across
public/private cloud and new sales relating to Proximity Cloud®/Exchange
Cloud®. Cost is reviewed at a cost category level but not split by segment.
Assets are used across all segments and are therefore not split between
segments so management review profitability at a group level.

Revenues by Operating segment, further disaggregated are as follows:

                                       Year ended 30/06/25 (£'000)                           Year ended 30/06/24 (£'000)
                                       Public/ Private Cloud  Proximity/         Total       Public/     Proximity/         Total

                                                              Exchange Cloud®                Private     Exchange Cloud®

                                                                                             Cloud
 Over time
 Infrastructure/software as a service  23,765                 -                  23,765      22,723      -                  22,723
 Maintenance                           363                    -                  363         388         -                  388
 Proximity Cloud®                      -                      709                709         -           378                378
 Exchange Cloud®                       -                      157                157                     53                 53
 Professional services                 199                    -                  199         463         -                  463
 Over time total                       24,327                 866                25,193      23,574      431                24,005
 Point in time
 Hardware/Software resale              871                    -                  871         826         -                  826
 Software licences                     193                    -                  193         456         -                  456
 Set up fees                           104                    -                  104         100         -                  100
 Software other                        111                    -                  111         57          -                  57
 Proximity Cloud®                      -                      7,818              7,818       -           1,626              1,626
 Exchange Cloud®                       -                      1,628              1,628       -           1,417              1,417
 Point in time total                   1,279                  9,446              10,725      1,439       3,043              4,482
 Total revenue                         25,606                 10,312             35,918      25,013      3,474              28,487

 

Revenues by operating segment, further disaggregated are as follows:

                                                   2025   2024
                                                  £'000   £'000
 Revenues by geographic location are as follows:
 United Kingdom                                   13,243  7,140
 Europe                                           2,039   2,861
 US                                               12,427  11,140
 Rest of World                                    8,209   7,346
 Total                                            35,918  28,487

 

During the year other income includes £0.3m (2024: £0.3m) recognised for
grant income received from Scottish Enterprise, £0.1m (2024: £0.1m)
recognised as rental income and £0.3m (2024: £nil) recognised in relation to
the expected R&D tax credit.

                                                             2025    2024
                                                            £'000   £'000
 Non-Current Assets by geographic location are as follows:
 United Kingdom - Property, plant and equipment             9,984   8,343
 Europe - Property, plant and equipment                     1,638   1,416
 Rest of World - Intangible assets                          7,797   8,000
 Rest of World - Goodwill                                   1,368   1,368
 Rest of World - Property, plant and equipment              2,523   2,531
 US - Property, plant and equipment                         5,647   4,449
 Total Non-Current Assets                                   28,957  26,107

 

Intangible assets have been classified as "Rest of World" due to the fact they
represent products that are available to customers throughout the World as
well as the US intangible assets referred to in note 10.

The Group has taken advantage of the practical expedient permitted by IFRS 15
and has therefore not disclosed the amount of the transaction price allocated
to unsatisfied performance obligations or when it expects to recognise that
revenue. Longer term contracts continue to be paid on a monthly basis.

4.            Operating Profit

Operating Profit is stated after charging:

                                                 2025     2024
                                                 £000     £000
 Staff costs (note 7)                            7,799    7,198
 Depreciation on owned assets (note 11)          3,826    3,789
 Depreciation right-of-use assets (note 11)      1,843    1,296
 Amortisation of acquired intangibles (note 10)  296      318
 Amortisation of other intangibles (note 10)     2,316    1,599
 Other cost of sales and admin*                  14,893   10,681
 Foreign exchange losses                         212      38
 Share based payments (note 21)                  2,551    2,326
 Other non-recurring costs                       113      29

 

*Included within other cost of sales and admin are the remainder of direct
costs associated with the business including data centre connectivity,
software licences, security, and other direct support costs.

Auditor's remuneration

                                                                         2025     2024
                                                                         £000     £000
 Audit
 Fees payable for the audit of the consolidation and the parent company  85       79
 accounts
 Fees payable for the audit of the subsidiary                            75       70
                                                                         160      149

5.            Finance Costs

                               2025     2024
                               £000     £000
 Bank charges                  147      126
 Interest on loan liabilities  6        85
 Interest expense              229      163
 Total finance costs           382      374

6.            Finance Income

                                                  2025     2024
                                                  £000     £000
 Financing charge on Proximity Cloud® contracts   277      147
 Bank Interest received                           131      103
 Total finance income                             408      250

 

7.            Average number of employees and employee benefits
expense

Including directors, the average number of employees (at their full time
equivalent) during the year was as follows:

                                2025     2024
                                £000     £000
 Management and administration  25       21
 Support and development staff  77       84
 Average numbers of employees   102      105

 

The employee benefits expense during the year was as follows:

                                  2025     2024
                                  £000     £000
 Wages and salaries               6,644    6,153
 Social security costs            745      666
 Other pension costs              410      379
 Total employee benefits expense  7,799    7,198

 Share based payments (note 21)   2,551    2,326

 

Wages and salary costs directly attributable to the development of products
are capitalised in intangible assets. The total additions capitalised in
intangible assets relates to payroll costs and external third-party costs.
Refer to Note 10 for capitalised development costs.

8.            Directors' emoluments

                                                                                 2025     2024
                                                                                 £000     £000

 Aggregate remuneration in respect of qualifying services                        343      330
 Aggregate amounts of contributions to pension schemes in respect of qualifying  37       22
 services
 Other benefits in kind                                                          4        4
 Gain on exercise of options                                                     -        388
 Total Directors' emoluments                                                     384      744

 Highest paid director - aggregate remuneration (excluding share based           137      125
 payments)

 

There are two directors (2024: two) who are accruing retirement benefits in
respect of qualifying services.

9.            Taxation expense

                                                    2025     2024
                                                    £000     £000
 Current
 UK tax                                             62       -
 Foreign tax on overseas companies                  65       222
 R&D tax credit received                            -        (121)
 Total current tax                                  127      101

 Origination and reversal of temporary differences  (304)    (835)
 Total deferred tax                                 (304)    (835)

 Tax on Profit on ordinary activities               (177)    (734)

The differences between the total tax credit above and the amount calculated
by applying the standard rate of UK corporation tax to the profit before tax,
together with the impact of the effective tax rate, are as follows:

                                                                               2025     % ETR       2024     % ETR
                                                                               £000     movement    £000     movement
 Profit  before tax                                                            2,789                1,459
 Profit on ordinary activities multiplied by the standard rate of corporation  697      25%         354      24%
 tax in the UK of 25% (2024: 25%)
 Effects of:
 Impact of super deduction                                                     -        -           14       0.96%
 Expenses not deductible for tax purposes                                      570      20.43%      554      37.97%
 R&D tax credits relief                                                        -        -           (451)    30.91%
 Share option deduction                                                        (1,071)  (38.42%)    (1,059)  72.58%
 Prior year deferred tax adjustments                                           (340)    (12.19%)    (144)    9.87%
 Capital gains/losses                                                          (33)     (1.18%)     (37)     2.54%
 Foreign tax suffered                                                          -        -           156      10.69%
 Other                                                                         -        -           (121)    -
 Total tax charge                                                              (177)    (6.36%)     (734)    (50.31%)

 

The effective tax rate (ETR) for the year was 6.36% (2024: 50.31%).

10.          Intangible assets

                             Acquired customer relationships                         Development costs                              IP addresses  Trade name                                            Goodwill                                          Total

 Cost
 As at 30 June 2023          2,501                                                   8,869                                          -             137                                                   2,336                                             13,843
 Additions                   -                                                       2,796                                          104           -                                                     -                                                 2,900
 Foreign exchange movements  (2)                                                     -                                              -             -                                                     -                                                 (2)
 As at 1 July 2024                                    2,499                                              11,665                                                            137                                                2,336                                           16, 741

                                                                                                                                    104
 Additions                   -                                                       2,146                                          -             -                                                     -                                                 2,146
 Foreign exchange movements  (117)                                                   -                                              -             -                                                     -                                                 (117)
 As at 30 June 2025          2,382                                                   13,811                                         104           137                                                   2,336                                             18,770

 Accumulated Amortisation
 As at 30 June 2023          (1,474)                                                 (3,207)                                        -             (88)                                                  (968)                                             (5,737)
 Charge for the year         (263)                                                   (1,627)                                        -             (27)                                                  -                                                 (1,917)
 Foreign exchange movements  5                                                       -                                              -             -                                                     -                                                 5
 Grant income release        -                                                       276                                            -             -                                                     -                                                 276
 As at 1 July 2024           (1,732)                                                 (4,558)                                        -             (115)                                                 (968)                                             (7,373)
 Charge for the year         (276)                                                   (2,314)                                        -             (22)                                                  -                                                 (2,612)
 Foreign exchange movements  105                                                     -                                              -             -                                                     -                                                 105
 Grant income release        -                                                       275                                            -             -                                                     -                                                 275
 As at 30 June 2025          (1,903)                                                 (6,597)                                        -             (137)                                                 (968)                                             (9,605)

 NBV as at 30th June 2024    767                                                     7,107                                          104           22                                                    1,368                                             9,368

 NBV as at 30th June 2025    479                                                     7,214                                          104           -                                                     1,368                                             9,165

 

Development costs have been recognised in accordance with IAS 38 in relation
to the Open Nebula project and development of the Proximity and Exchange
Cloud® products, including analytics and its integration into this product.
Development costs in relation to Proximity and Exchange Cloud® have a useful
life of 5 years.

Brought forward development costs consist of £8.7m where £3.0m was
capitalised in FY22, £2.9m was capitalised in FY23 and £2.8m in FY24.

During the year, a total of £3.5m development costs relating to the
development of Proximity Cloud®/Exchange Cloud® and the Open Nebula project
were capitalised. These assets now have a carrying value of £3.1m.

As at 30 June 2025, £0.2m (2024: £1.5m) of development costs capitalised are
currently being carried as work in progress not yet amortised. This relates to
cost where projects have not yet been completed and made available to
customers. All costs incurred during the preliminary stages of development
projects are charged to profit or loss. Within the Proximity/Exchange Cloud®
segment in the current year, an impairment review was carried out solely on
the projects within development costs for which amortisation is yet to begin
as no revenue has yet been generated from these items not yet under sale. No
impairment indicators were found.

Impairment test for goodwill

For this review, goodwill was allocated to individual cash generating units
(CGU) on the basis of the Group's operations as disclosed in the segmental
analysis. As the Board reviews results on a segmental level, the Group
monitors goodwill and annually assesses it on the same basis for impairment.

The carrying value of goodwill by each CGU is as follows:

                             2025
                             £'000

 Private/public cloud        488
 Proximity/Exchange Cloud®   880
 Total goodwill              1,368

 

Goodwill has been allocated to the Proximity/Exchange Cloud® segment and
management have reviewed and confirmed that there is no indication of
impairment.

The recoverable amount of all CGUs has been determined by using value-in-use
calculations, estimating future cash inflows and outflows from the use of the
assets and applying an appropriate discount rates to those cash flows to
ensure that the carrying value of each individual asset is still
appropriate.

In performing these reviews, under the requirements of IAS 36 "Impairment of
Assets" management prepare forecasts for future trading over a useful life
period of up to five years.

These cash flow projections are based on financial budgets and market
forecasts approved by management using a number of assumptions including;

·    Historic and current trading

·    Weighted sales pipeline

·    Potential changes to cost base (including staff to support the CGU)

·    External factors including competitive landscape and market growth
potential

·   Forecasts that go beyond the approved budgets are based on long term
growth rates on a macro-economic level.

Management performed a full impairment assessment on the goodwill allocated to
Public/Private Cloud. This included including modelling projected cash flows
based on the current weighted sales pipeline, a discount rate based on the
calculated pre-tax weighted average cost of capital (15%, 2024: 15%) and cost
base assumptions that included contingency and investment to deliver against
the weighted sales pipeline. Conservative mid-term rates of 20% and terminal
growth rates of 2% (2024: 2%) were estimated, which were significantly less
than both the Group's internal business plan, external market mid-term
forecast as well as historic performance.

Sensitivity analysis has been performed to show the impact of reasonable or
possible changes in key assumptions. An increase in discount rate from 15% to
20% was applied with sales growth assumptions reduced. This resulted in no
resultant indication of impairment.

An impairment review was carried out on the three development projects, for
which amortisation is yet to begin, in line with the testing on impairment of
intangible assets as referenced within the Group's accounting policies in note
1. For Exchange Cloud® and Analytics, the existing weighted sales pipeline
was used as a typical pipeline profile for current and future years and cash
flows on the business unit to which the goodwill relates were forecast.
Discount rates and cost base assumptions were consistent to what has been
detailed above in regards to the impairment testing on goodwill. For Open
Integration, cost comparisons of the two platform were compared based on
current pricing with discount rates again consistent with the impairment
testing on goodwill.

Based on an analysis of the impairment calculation's sensitivities to changes
in key parameters (growth rate, discount rate and pre-tax cash flow
projections) there was no reasonably possible scenario where these recoverable
amounts would fall below their carrying amounts therefore as at 30 June 2025,
no change to the impairment provision against the carrying value of
intangibles was required. The revaluation of these from prior year represents
exchange adjustment only.

11.          Non-current assets - Property, plant and equipment

 

                           Computer Equipment  Office equipment and fixtures and fittings  Right of Use                                                                  Freehold property                  Total
 Cost                      £'000               £'000                                       £'000                                                                         £'000                              £'000
 As at 30 June 2023        20.490              326                                         7,741                                                                         3,039                              31,596
 Additions                 3,550               68                                          950                                                                           1                                  4,569
 Transfer to stock         (175)               -                                           (595)                                                                         -                                  (770)
 Exchange adjustments      (3)                 -                                                                                                                         -                                  (61)
                                                                                           (58)
 As at 1 July 2024         23,862              394                                         8,038                                                                         3,040                              35,334
 Additions                 3,857               49                                          5,372                                                                         -                                  9,278
 Transfer to stock         -                   -                                           (125)                                                                         -                                  (125)
 Disposals                 (501)               -                                           -                                                                             -                                  (501)
 Exchange adjustments      8                   -                                           161                                                                           -                                  169
 As at 30 June 2025        27,226              443                                         13,446                                                                        3,040                              44,155

 Depreciation
 As at 30 June 2023        (9,828)             (97)                                        (3,621)                                                                       (98)                               (13,644)
 Charge for the year       (3,435)             (63)                                        (1,516)                                                                                      (71)                (5,085)
 Transfer to stock         78                  -                                           -                                                                             -                                  78
 Exchange adjustments      6                   -                                           50                                                                            -                                  56
 As at 1 July 2024         (13,179)            (160)                                       (5,087)                                                                       (169)                              (18,595)
 Charge for the year       (3,681)             (73)                                        (1,843)                                                                                      (72)                (5,669)
 Depreciation on disposal  40                  -                                           -                                                                             -                                  40
 Exchange adjustments      (9)                 -                                           (130)                                                                         -                                  (139)
 As at 30 June 2025        (16,829)            (233)                                       (7,060)                                                                       (241)                              (24,363)

 NBV as at 30 June 2024    10,683              234                                         2,951                                                                         2,871                              16,739
 NBV as at 30 June 2025    10,397              210                                         6,386                                                                         2,799                              19,792

 

All revenue generating depreciation charges are included within cost of sales.
Non-revenue generating depreciation charges are included with administrative
expenses.

 

Of the £0.5m recognised in disposals during the year, £0.3m related to
equipment used in the sale of Proximity/Exchange Cloud® products.

 

The Group recognises rental income for the rental of units at their Head
Office property in Renfrew. This asset is disclosed as Freehold Property.
Units are leased to tenants under operating leases with rentals payable
quarterly. Full details on operating leases as a lessor can be found on note
19.

 

Assets held at Head Office are classified and disclosed as inventory until the
point in which the assets purpose is identified. Where an asset is sold to a
customer under a Proximity or Exchange Cloud® solution, it is transferred to
stock and subsequently transferred to Cost of Sales within the Income
statement.

12.          Non-current assets - Deferred tax

Deferred tax is recognised at the standard UK corporation tax of 25% for fixed
assets in the UK (2024: 25%). Deferred tax in the US is recognised at an
average rate of 21% for 2025 (2024: 21%).  The deferred tax asset relates to
the difference between the amortisation period of the US acquisitions for tax
and reporting purposes as well as the impact of the share options exercised
during the year and tax losses carried forward in both UK and overseas
companies.

                                                                                 2025     2024
                                                                                 £000     £000
 The split of the deferred tax asset and liabilities are summarised as follows:
 Deferred tax (liabilities)                                                      (3,963)  (4,197)
 Deferred tax asset                                                              7,031    6,726
 Net deferred tax asset                                                          3,068    2,530
 Movements
 Opening balance                                                                 2,530    1,514
 Charge to profit or loss (note 9)                                               304      835
 Charged to goodwill / equity                                                    235      181
 Closing balance                                                                 3,068    2,530

 

The movement in deferred tax assets and liabilities during the year is as
follows:

                     Share options  Tax losses c/fwd  Accelerated tax depreciation and other movement  Total deferred tax asset carried forward  Total deferred tax (liability) carried forward

                                                                                                                                                 (temporary differences on assets)
                     £000           £000              £000                                             £000                                      £000
 As at 30 June 2023  807            4,413             177                                              5,397                                     (3,884)

 Charge to income    709            601               (161)                                            1,149                                     (312)
 Charge to equity    181            -                 -                                                181                                       -
 As at 30 June 2024  1,697          5,014             16                                               6,727                                     (4,196)
 Charge to income    611            (540)             (1)                                              70                                        234
 Charge to equity    235            -                 -                                                235                                       -
 As at 30 June 2025  2,543          4,474             15                                               7,031                                     (3,963)

13.          Current assets - Inventories

              2025     2024
              £000     £000
 Materials    2,457    1,084
 Consumables  150      422
              2,607    1,506

 

The Group holds hardware which can be used in the sale of Proximity or
Exchange Cloud® contracts.  Subsequent to the year end, if they are not used
as part of a Proximity or Exchange Cloud® sale, they will be reclassified as
PPE at the point in which they are delivered into one of the Group's data
centres.

During the period, £1.8m (2024 - £0.7m) of inventories were recognised as an
expense in the period through cost of sales. Of the £1.5m classified as
inventories at 30 June 2024, £1.1m was subsequently transferred to PPE during
the year at the point in which they were delivered into one of the Group's
data centres.

Of the £2.6m stock, £1.0m of this relates to assets held for specific
Proximity/Exchange Cloud® deals where assets have been delivered but are not
yet in use at 30(th) June 2025.

14.          Trade and other receivables

                                                2025     2024
                                                £000     £000
 Trade receivables                              1,616    1,334
 Less: allowance for impairment of receivables  (42)     (124)
                                                1,574    1,210
 Prepayments                                    1,301    1,153
 Contract assets                                3,611    1,490
 Other taxation                                 582      60
 Other receivables                              643      258
 Trade and other receivables - current          7,711    4,171

 

                                            2025     2024
                                            £000     £000
 Contract assets                            8,000    3,287
 Trade and other receivables - non-current  8,000    3,287

 

Contract assets primarily relate to our rights to consideration for goods or
services delivered but not invoiced at the reporting date. The associated
performance will either be the delivery of the bundled appliance for
Proximity/Exchange Cloud® contracts or the delivery of the licence key for
software contracts. The contract assets are transferred to receivables when
invoiced. Contract liabilities relate to deferred revenue. At the end of each
reporting period, these positions are netted on a contract basis and presented
as either an asset or a liability in the Consolidated Statement of Financial
Position. Consequently, a contract balance can change between periods from a
net contract asset balance to a net contract liability balance in the
statement of financial position.

Significant changes in the contract assets and the contract liability balances
during the period are as follows:

                                                                                 Contract assets  Contract liabilities
                                                                                 £000             £000
 Balance at 30 June 2024                                                         4,777            951
 Transferred to receivables from contract assets from the beginning of the       (1,037)          -
 period
 Revenues recognised during the period to be invoiced                            8,351            -
 Impairment of contract assets                                                   (480)
 Revenue recognition that was included in the contract liability balance at the  -                (631)
 beginning of the period
 Remaining performance obligations for which considerations have been received   -                                     357
 Balance at 30 June 2025                                                         11,611           677

 

During the year, the Group derecognised a contract asset of £0.5m which
resulted in a net impairment charge of £0.1m (2024: £nil) in the statement
of comprehensive income. The impairment reflects changes in specific customer
circumstances in relation to a previously awarded Proximity Cloud® contract
which have affected the recoverability of amounts recognised previously. The
impairment does not represent a change in the Group's revenue recognition
policies or judgements applied in prior years, but rather updated expectations
of credit risk in line with IFRS 9 Financial Instruments.

 

The Group continues to monitor the recoverability of contract assets closely,
applying a lifetime expected credit loss model under IFRS 9. Other than the
specific impairment noted above, the credit quality of contract assets remains
strong, with no material concentration of credit risk.

 

The credit risk relating to trade receivables is analysed as follows:

 

                                                2025     2024
                                                £000     £000
 Trade receivables                              1,616    1,334
 Less: allowance for impairment of receivables  (42)     (124)
                                                1,574    1,210

 

Movements in the allowance for expected credit losses are as follows:

                                                           2025     2024
                                                           £000     £000
 Opening balance                                           124      47
 Movement in allowances                                    (56)     92
 Receivables written off during the year as uncollectable  (26)     (15)
 Closing balance                                           42       124

 

The Directors consider that the carrying amount of trade and other receivables
is approximately equal to their fair value. The group has applied the
simplified approach to providing for expected credit losses prescribed by IFRS
9, which permits the use of lifetime expected loss allowance for all trade
receivables. The expected credit loss allowance under IFRS 9 as at 30 June
2025 is £40k (2024 - £46k). The increase in expected credit loss allowance
is in line with the revenue growth of the business.

The following table details the risk profile of trade receivables based on the
Group's provision matrix. As the Group's historical credit loss experience
does not show significantly different loss patterns for different customer
segments, the provision for loss allowance based on past due status is not
further distinguished between the Group's different customer segments.

                                   2025    ECL rate  2025 ECL allowance  2024    ECL rate  2024 ECL allowance
 Risk profiling category (ageing)  £'000   %         £'000               £'000   %         £'000
 Current                           486     -0.25%    -1                  438     -0.25%    -1
 0-30 days                         1,076   -3.00%    -35                 582     -3.00%    -18
 30-60 days                        45      -4.00%    -2                  161     -4.00%    -6
 60-90 days                        -       -6.00%    -                   5       -6.00%    -0
 Over 90 days                      -       -18.00%   -2                  118     -18.00%   -21
 Total                             1,607             -40                 1,304             -46

 

The ECL rate in the current year has been reduced in line with the risk
profile of trade receivables, historic trade losses and continued tight credit
control procedures.

Trade receivables consist of a large number of customers across various
geographical areas. The aging below shows that almost all are less than three
months old and historic performance indicates a high probability of payment
for debts in this aging. Those over three months relate to customers without
history of default for which there is a reasonable expectation of recovery.

For contract asset ECL rates, Beeks have concluded that there is minimal
credit risk, as it is significantly unlikely that the customers associated
with these contract assets default on their contracts. To be prudent, the
Group have considered a 0.001% provision which equates to approximately
£2,000 and therefore wholly trivial. As such, no additional provision has
been incorporated against the value currently sitting within contract assets
relating to Proximity or Exchange Cloud® sales.

Past due but not impaired

The Group did not consider a credit risk on the aggregate balances after
reviewing the credit terms of the customers based on recent collection
practices.

The aging of trade receivables at the reporting date is as follows:

                         2025     2024
                         £000     £000
 Not yet due             485      437
 Due 1 to 3 months       1,122    768
 Due 3 to 6 months       -        116
 More than 6 months due  9        13
                         1,616    1,334

 

15.          Current assets - Cash and cash equivalents

                            2025     2024
                            £000     £000
 Cash and cash equivalents  7,357    7,701
                            7,357    7,701

 

The credit risk on cash and cash equivalents is considered to be negligible
because over 99% of the balance is with counter parties that are UK and US
banking institutions.

16.          Current assets - Financial instruments and risk
management

Financial risk management objectives and policies

The Group's principal financial instruments comprise cash and cash
equivalents, short term deposits and bank and other borrowings.

The carrying amount of all financial assets presented in the statement of
financial position are measured at amortised cost.

The carrying amount of all financial liabilities presented in the statement of
financial position are measured at amortised cost.

There have been no changes to valuation techniques, or any amounts recognised
through 'Other Comprehensive Income'.

The main purpose of these financial instruments is to finance the Group's
operations. The Group has other financial instruments which mainly comprise
trade receivables and trade payables which arise directly from its operations.

Risk management is carried out by the finance department under policies
approved by the Board of Directors. The Group finance department identifies,
evaluates, and manages financial risks. The Board provides guidance on overall
risk management including foreign exchange risk, interest rate risk, credit
risk, and investment of excess liquidity.

The impact of the risks required to be discussed under IFRS 7 are detailed
below:

Market risk

Foreign exchange risk

Foreign exchange risk arises when future commercial transactions or recognised
assets or liabilities are denominated in a currency that is not the functional
currency of the operations. The Group had potential exchange rate exposure
within USD trade payable balances of £1,846,837 at 30 June 2025 (£1,254,998
at 30 June 2024) and potential exchange rate exposure within EUR trade
payables balances of £80,815 (£61,880 at 30 June 2024).  The Group had
potential exchange rate exposure within USD trade receivables of £1,214,571
(£585,469 as at 30 June 2024) and potential exchange rate exposure within EUR
trade receivables of £nil (£12,888 at 30 June 2024). The Group had potential
exchange rate exposure within USD intercompany balances of £5,046,009
(£5,920,060 as at 30 June 2024) and within JPY intercompany balances of
£150,441 (£189,311 as at 30 June 2024).  The Group also has potential
exchange rate exposure within USD bank balances of £6,154,821 (£7,127,773 as
at 30 June 2024) and £137,405 within EUR bank balances (£110,650 as at 30
June 2024).

Cash flow and interest rate risk

The Group has relatively limited exposure to interest rate risk in respect of
cash balances and long-term borrowings held with banks and other highly rated
counterparties. Loans are at variable rates of interest based on the Bank of
England's base rate therefore the Group is subject to changes in interest
rates. Given the relatively low level of debt the Board do not consider this
to be a significant risk. The Group has a total debt level of £0.4m all of
which was held at a fixed rate under asset finance agreements.

Credit risk

The Group's maximum exposure to credit risk is limited to the carrying amount
of financial assets recognised at the reporting date, as summarised below:

                            2025     2024
                            £000     £000
 Cash and cash equivalents  7,357    7,701
 Trade receivables          1,616    1,334
 Contract assets            3,611    1,490
 Other receivables          643      259
                            13,227   10,784

 

Credit risk is managed on a Group basis. Credit risks arise from cash and cash
equivalents and deposits with banks and financial institutions, as well as
credit exposures to customers, including outstanding receivables and committed
transactions. Credit risk refers to the risk that a counterparty will default
on its contractual obligations resulting in financial losses to the Group. The
Group provides standard credit terms (normally 30 days) to all of its
customers which has resulted in trade receivables of £1,616K (2024: £1,334K)
which are stated net of applicable allowances, and which represent the total
amount exposed to credit risk.

The Group's credit risk is primarily attributable to its trade receivables and
contract assets. The Group present the amounts in the statement of financial
position net of allowances for doubtful receivables, estimated by the Group's
management based on prior experience and the current economic environment. The
Group reviews the reliability of its customers on a regular basis, such a
review takes into account the nature of the Group's trading history with the
customer, along with management's view of expected future events and market
conditions.

The credit risk on liquid funds is limited because the majority of funds are
held with two banks with high credit-ratings assigned by international
credit-rating agencies. Management does not expect any losses from
non-performance of these counterparties.

None of the Group's financial assets are secured by collateral or other credit
enhancements.

Liquidity risk

The Group closely monitors its access to bank and other credit facilities in
comparison to its outstanding commitments on a regular basis to ensure that it
has sufficient funds to meet obligations of the Group as they fall due. The
Group monitors its current debt facilities and complies both with its gross
borrowings to adjusted EBITDA,  minimum adjusted cash banking and LTV
covenants. Judgement is required in assessing what items are allowable for the
adjusted components.

The Board receives regular debt management forecasts which estimate the cash
inflows and outflows over the next twelve months, so that management can
ensure that sufficient financing is in place as it is required.

As at 30 June 2025, the Group's financial liabilities (excluding leases
disclosed in Note 17) have contractual maturities (including interest payments
where applicable) as summarised below:

                           Current
                           Non-current
                           Within                1-3                   3-12                  1-5                   After
                           1 month               months                months                years                 5 years
                           £'000                 £'000                 £'000                 £'000                 £'000
 Trade and other payables  4,986                 1,320                 498                   -                     -

 

The above amounts reflect the contractual undiscounted cash flows, which may
differ from the carrying values of the liabilities at the reporting date.

Trade and other payables includes trade payables, accruals, contract
liabilities, other taxation and social security and other payables.

Capital risk management

The Group's objectives when managing capital are to safeguard the Group's
ability to continue as a going concern in order to provide returns for
shareholders and benefits for other stakeholders and to maintain an optimal
capital structure to reduce the cost of capital. In order to maintain or
adjust the capital structure, the Group may adjust the amount of dividends
paid to shareholders, return capital to shareholders, issue new shares or sell
assets to reduce debts.

                                     2025     2024
                                     £000     £000
 Total equity                        43,216   37,495
 Cash and cash equivalents           7,357    7,701
 Capital                             50,573   45,196
 Total equity                        43,216   37,495
 Lease liabilities                   5,892    2,894
 Overall financing                   49,108   40,389
 Capital-to-overall financing ratio  1.03     1.12

 

Other risks

Rental income from the head office property leased out under operating leases
is recognised in the statement of the comprehensive income as other income as
these services are rendered, as the tenant occupies the space. Any associated
risk of the underlying asset used to generate this rental income is believed
to be minimal given the building is utilised as the head office and the
majority of staff are based there.

17.          Non-current liabilities - Borrowings and other financial
liabilities

                    2025     2024
                    £000     £000
 Lease liabilities  3,475    1,283
                    3,475    1,283

 

During the year, the Group closed its revolving credit facility of £3.5m.

Changes in liabilities arising from financing activities:

 

                                      Lease liabilities  Total
                                      £000               £000
 Balance at 30 June 2024              2,895              2,895
 Lease liabilities additions IFRS 16  5,463              5,463
 Lease repayments                     (2,467)            (2,467)
 Balance at 30 June 2025              5,891              5,891

 

Included within the lease liabilities balance of £5.9m is £0.4m of asset
finance lease liabilities.

18.          Trade and other payables

                                         2025     2024
                                         £000     £000
 Trade payables                          6,809    2,792
 Accruals                                778      512
 Contract liabilities                    625      815
 Other taxation and social security      266      324
 Other payables                          102      334
 Trade and other payables - current      8,580    4,777
                                         2025     2024
                                         £000     £000
 Contract liabilities                    11       136
 Trade and other payables - non-current  11       136

Non-current contract liabilities in the year relates deferred income from
support contracts that span over one year.

19.          Leases

The Group leases assets including the space in data centres in order to
provide infrastructure services to its customers and also hardware for data
centres. Information about leases for which the Group is a lessee is presented
below:

Right-of-use assets

                          Leasehold Property and improvement
                          £000
 Balance at 1 July 2024   2,951
 Additions                5,372
 Transfer to stock        (125)
 Depreciation             (1,843)
 Foreign exchange         31
 Balance at 30 June 2025  6,386

The right-of-use assets are disclosed as non-current assets and are disclosed
as property, plant and equipment (note 11).

Right-of-use lease liabilities

                          2025     2024
                          £000     £000
 Maturity analysis:
 Within one year          (2,703)  (1,674)
 Within two years         (2,093)  (1,044)
 Within three years       (1,565)  (274)
 Add: unearned interest   469      98
 Total lease liabilities  (5,892)  (2,894)
 Analysed as:
 Non-current (Note 18)    (3,475)  (1,283)
 Current (Note 19)        (2,417)  (1,611)
                          (5,892)  (2,894)

 

The Group does not face a significant liquidity risk with regard to its lease
liabilities. The interest expense on lease liabilities amounted to £0.2m for
the year ended 30 June 2025 (2024: £0.2m). Lease liabilities are calculated
at the present value of the lease payments that are not paid at the
commencement date.

The Group has elected not to recognise a lease liability for short-term leases
(leases with an expected term of 12 months or less) or for leases of low value
assets. Payments made under such leases are expensed on a straight line basis.
During the year ended 30 June 2025, in relation to leases under IFRS 16, the
Group recognised the following amounts in the Consolidated statement of
comprehensive income:

                      2025     2024
                      £000     £000
 Depreciation charge  1,843    1,516
 Interest expense     229      163

 

Payments for short-term lease expenses in relation to data centre space have
not been disclosed below and are instead reflected within other cost of sales
under note 4.

Amounts recognised in the Consolidated statement of cash flows:

                                                                             2025     2024
                                                                             £000     £000
 Amounts payable under leases:
 Repayment of lease liabilities within cash flows from financing activities  2,467    2,065

 

The Group recognises rental income for the rental of units at their Head
Office property in Renfrew. Units are leased to tenants under operating leases
with rentals payable quarterly. Lease income from operating leases where the
group is a lessor is recognised on a straight-line basis over the lease term.
The total recognised in profit or loss during the period is as follows:

                                      2025     2024
                                      £000     £000
 Rental income from operating leases  96       96

 

As part of this, The Group receives rental payments on a quarterly basis. The
amounts due to be received over the next 5 years are as follows:

                        2025     2024
                        £000     £000
 Within 1 year          72       96
 Between 1 and 2 years  72       96
 Between 2 and 3 years  72       96

 

20.          Equity - issued capital

                                                         2025        2024          2025           2024
                                                         shares      shares        £000           £000
 Ordinary shares - fully paid                            67,317,194  66,541,009    84             83

 Movements in ordinary share capital
 Details                              Date                           Shares        Issue price    £000

 Balance                              30 June 2018                   50,043,100                   62
 EMI Share options exercised          31 August 2018                 677,700       £0.00125       1
 EMI Share options exercised          24 October 2018                32,200        £0.00125       -
 EMI Share options exercised          20 June 2019                    111,800      £0.00125       1
 New share issue                      14 April 2020                  363,458       £0.00125       -
 EMI Share options exercised          9 November 2020                44,118        £0.00125       -
 New share issue                      15 December 2020               430,946       £0.00125       1
 New share issue                      26 April 2021                  4,347,827     £0.00125       5
 EMI Share options exercised          15 November 2021               264,705       £0.00125       -
 New share issue                      25 April 2022                  9,090,910     £0.00125       12
 EMI Share options exercised          16 January 2023                21,946        £0.00125       -
 EMI Share options exercised          5 April 2023                   106,796       £0.00125       -
 EMI Share options exercised          31 May 2023                    35,928        £0.00125       -
 Share options exercised              13 November 2023               137,724       £0.00125       -
 Share options exercised              16 January 2024                197,630       £0.00125       -
 Share options exercised              28 March 2024                  520,729       £0.00125       1
 Share options exercised              26 April 2024                  58,037        £0.00125       -
 Share options exercised              13 May 2024                    28,455        £0.00125       -
 Balance                              30 June 2024                   66,514,009                   83
 Share options exercised              14 August 2024                 122,565       £0.00125       -
 Share options exercised              2 September 2024               22,500        £0.00125       -
 Share options exercised              24 October 2024                83,373        £0.00125       -
 Share options exercised              22 November 2024               78,000        £0.00125       -
 Share options exercised              17 December 2024               233,291       £0.00125       1
 Share options exercised              10 February 2025               130,701       £0.00125       -
 Share options exercised              31 March 2025                  99,255        £0.00125       -
 Share options exercised              17 April 2025                  33,500        £0.00125       -
 Balance                              30 June 2025                   67,317,194                   84

Ordinary shares

During the year, 803,186 share options were
exercised.

21.          Share based payments

The movements in the share options during the year, were as follows:

                                           2025                                                                                            2024
                                           Number of share options                       Weighted Average Fair Value price per share (£)   Number of share options    Weighted Average Fair Value price per share (£)
 Outstanding at the beginning of the year  6,733,468                                     1.26                                              6,233,043                  1.35
 Exercised during the year                                   (803,186)                   1.41                                              (942,575)                  0.97
 Issued during the year                    1,454,234                                     2.62                                              1,443,000                  1.06
 Forfeited during the year                 (82,054)                                      1.06                                              -                          -
 Outstanding at the end of the year        7,302,462                                     1.26                                              6,733,468                  1.26

 

The Group granted a total of 1,371,734 share options on 15(th) January 2025.

Shares were forfeited during the year where employees left the business, with
their share options not being fully redistributed within the Group.

These share options outstanding at the end of the year have the following
expiry dates and exercise prices:

                       Grant 4A            Grant 4B            Grant 5A           Grant 5B           Grant 5C           Grant 6A              Grant 6B              Grant 6C
 Shares                1,022,500           597,150             604,000            462,500            462,500            395,000               524,000               524,000
 Date of grant         26th November 2021  26th November 2021  2nd December 2022  2nd December 2022  2nd December 2022  20th November 2023    20(th) November 2023  20(th) November 2023
 Exercise price        £0.00125            £0.00125            £0.00125           £0.00125           £0.00125           £0.00125              £0.00125              £0.00125
 Unvested expiry date  26th November 2024  26th November 2024  2nd December 2025  2nd December 2025  2nd December 2024  20(th) November 2026  20(th) November 2026  20(th) November 2025

 

                       Grant 7A               Grant 7B               Grant 7C
 Shares                370,000                500,867                500,867
 Date of grant         15(th) January  2025   15(th)  January 2025   15(th)  January 2025
 Exercise price        £0.00125               £0.00125               £0.00125
 Unvested expiry date  15(th) January 2028    15(th) January 2027    15(th) January 2028

 

These share options vest under challenging performance conditions based on
underlying profitability growth during the periods.

The Black Scholes model was used to calculate the fair value of these options,
the resulting fair value is expensed over the vesting period. The following
table lists the range of assumptions used in the model:

                             Grant 1  Grant 2    Grant 3    Grant 4A   Grant 4B  Grant 4C  Grant 5A
 Shares                      264,706  1,574,850  1,042,063  1,022,500  597,150   632,150   604,000
 Share price (£)             1.02     0.84       0.945      1.575      1.575     1.575     1.43
 Volatility                  5%       5%         5%         5%         5%        5%        5%
 Annual risk free rate       4%       4%         4%         4%         4%        4%        4%
 Exercise strike price (£)   0.00125  0.00125    0.00125    0.00125    0.00125   0.00125   0.00125
 Time to maturity (yrs)      3        3          3          3          3         2         3

 

                             Grant 5B  Grant 5C  Grant 6A  Grant 6B  Grant 6C  Grant 7A   Grant 7B  Grant 7C
 Shares                      462,500   462,500   395,000   632,150   604,000   370,000    500,867   500,867
 Share price (£)             1.43      1.43      1.065     1.065     1.065     2.62       2.62      2.62
 Volatility                  5%        5%        5%        5%        5%        5%         5%        5%
 Annual risk free rate       4%        4%        4%        4%        4%        4%         4%        4%
 Exercise strike price (£)   0.00125   0.00125   0.00125   0.00125   0.00125   0.00125    0.00125   0.00125
 Time to maturity (yrs)      3         2         3         3         2         3          2         3

 

The total expense recognised from share based payments transactions on the
Group's profit for the year was £2.5m (2024: £2.3m).

Expected volatility was determined at the date of grant from historic
volatility, adjusted for events that were not considered to be reflective of
the volatility of the share price going forward.

These share options vest on the achievement of challenging growth targets. It
is management's intention that the Group will meet these challenging growth
targets therefore, based on management's expectations, the share options are
included in the calculation of underlying diluted EPS in note 24.

22.          Equity - Reserves

The foreign currency retranslation reserve represents exchange gains and
losses on retranslation of foreign operations. Included in this is revaluation
of opening balances from prior years.

The merger reserve initially arose on the share for share exchange reflecting
the difference between the nominal value of the share capital in Beeks
Financial Cloud Group PLC and the value of the Group being acquired, Beeks
Financial Cloud Limited. The merger reserve then increased upon acquisition of
Velocimetrics Ltd in FY 2018, reflecting the difference between the nominal
value of the share capital issued from Beeks Financial Cloud Group PLC and the
value of the shares issued to the owners of Velocimetrics Ltd.

Share premium represents the excess over nominal value of the fair value of
consideration received for equity shares, net of expenses of the share issue.
Any transaction costs associated with the issuing of shares are deducted from
share premium, net of any related income tax benefits.

Retained earnings represents retained profits and losses.

 

The other reserve arose on the share for share exchange and reflects the
difference between the value of Beeks Financial Cloud Group Limited and the
share capital of the Group being acquired through the share for share
exchange. Also included in the other reserve is the fair value of the warrants
issued on the acquisition of VDIWare LLC.

23.          Related party transactions

Parent entity

Beeks Financial Cloud Group PLC is the parent entity.

Subsidiaries

Interests in subsidiaries are set out in note 25.

Transactions with related parties

The following transactions occurred with related parties:

                                                 2025     2024
                                                 £000     £000
 Withdrawals from the director, Gordon McArthur  58       10

 

At the end of the financial year, the directors loan account totalled £35K
(2024 - £93K). In line with the Companies Act 2006 this amount due by the
director will be repaid subsequent to the financial year end.

During the financial year, Beeks Financial Cloud Limited received services in
the normal course of its business and at arm's length from A&B Property
and Rental Services Scotland Limited, a company owned by Gordon McArthur.
During the year, Beeks Financial Cloud Limited paid for services of £1,550
(2024: £6,145) to A&B Property and Rental Services Scotland Limited and
the amounts due at the year-end was £nil (2024: £nil).

Key management personnel

Compensation paid to key management (which comprises the executive and
non-executive PLC Board members) during the year was as follows:

                         2025     2024
                         £000     £000
 Wages and salaries      343      330
 Social security costs   37       36
 Other pension costs     37       22
 Other benefits in kind  4        4
 Share based payments    126      155

 

24.          Earnings per share

                                                                                2025        2024
                                                                                £000        £000
 Profit after income tax attributable to the owners of Beeks Financial Cloud    2,966       2,193
 Group PLC

                                                                                Pence       Pence
 Basic earnings per share                                                       4.43        3.33
 Diluted earnings per share                                                     4.12        3.11

                                                                                Number      Number
 Weighted average number of ordinary shares used in calculating basic earnings  66,952,413  65,905,797
 per share
 Adjustments for calculation of diluted earnings per share:
 Dilutive impact of share options                                               4,703,077   4,023,763
 Options over ordinary shares                                                   366,982     610,795
 Weighted average number of ordinary shares used in calculating diluted         72,022,472  70,540,354
 earnings per share

 

 

                                                                          2025        2024
                                                                          £000        £000
 Profit before tax for the year                                           2,789       1,459
 Share Based payments                                                     2,551       2,326
 Amortisation on acquired intangibles                                     130         304
 Exceptional non-recurring costs                                          113         29
 Exchange rate losses/(gains) on intercompany translation and unrealised  500         60
 currencies
 Grant income                                                             (276)       (275)
 Tax effect                                                               57          720
 R&D tax credit                                                           (322)       -
 Underlying profit for the year                                           5,542       4,623

 Weighted average number of shares in issue - basic                       66,952,413  65,905,797
 Weighted average number of shares in issue - diluted                     74,621,412  72,688,673

 Underlying earnings per share - basic                                    8.47        7.01
 Underlying earnings per share - diluted                                  7.60        6.36

 

Included in the weighted average number of shares for the calculation of
underlying diluted EPS are share options outstanding but not exercisable.  It
is management's intention that the Group will meet the challenging growth
targets therefore, based on management expectations, the share options are
included in the calculation of underlying diluted EPS.

25.          Subsidiaries

The Consolidated financial statements incorporate the assets, liabilities and
results of the following subsidiaries held by the company in accordance with
the accounting policy described in note 1.

The subsidiary undertakings are all 100% owned, with 100% voting rights.

 Company name                   Country of incorporation  Principal place of business/registered office                         Activity
 Beeks Financial Cloud Co Ltd   Japan                     FARO 1F, 2-15-5, Minamiaoyama, Minato-Ku, Tokyo, Japan.               Non-trading
 Beeks FX VPS USA Inc.          Delaware, USA             874 Walker Road, Suite C, Dover, Kent, Delaware, 19904, USA.          Non-trading

                                                                                                                                Year end 31(st) December
 Beeks Financial Cloud Limited  Scotland                  Riverside Building, 2 Kings Inch Way, Renfrew, Renfrewshire, PA4 8YU  Cloud Computing Services

 Velocimetrics Limited          England                   20 St Thomas Street, London Bridge, London, England, SE1 9RS          Non-trading
 Velocimetrics Inc.             New York, USA             230 Park Avenue, 10(th) Floor, New York 10169, USA.                   Non-trading

In accordance with S479A of the Companies Act 2006, Velocimetrics Limited
(06943398) have not prepared audited accounts. Beeks Financial Cloud Group plc
guarantees all outstanding liabilities in this company at the year ended 30
June 2025, until they are satisfied in full.

26.          Prior Period Adjustment

During the year, it was identified that the disclosure of the Group deferred
tax assets and deferred tax liabilities had been grossed up opposed to netted
down and thus was not accurately disclosed within the consolidated statement
of financial position.

This error has been corrected within the restated figures in the 2024 balance
sheet and the total impact on the consolidated statement of financial position
is shown below:

                                      Restated 2024
                                      £000
 Decrease in non-current assets       (4,196)
 Impact on total assets               (4,196)

 Decrease in non-current liabilities  (4,196)
 Impact on total liabilities          (4,196)

 Impact on net assets                                         -

The above prior year adjustment has a net impact of £nil on net assets. There
is also no resulting impact on the consolidated statement of comprehensive
income and therefore no impact to EPS and diluted EPS.

27.          Ultimate controlling party

The Directors have assessed that there is no ultimate controlling party

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