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REG - Big Technologies PLC - Interim Results for the 6 months to 30 June 2025

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RNS Number : 2979B  Big Technologies PLC  30 September 2025

 This announcement contains inside information for the purposes of Article 7
of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic
law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of
MAR.

 

BIG TECHNOLOGIES PLC
("Big Technologies" or the "Company" and, together with its subsidiaries the
"Group")

 

UNAUDITED RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2025

 

RICKMANSWORTH, UK - 30 September 2025: Big Technologies plc (AIM: BIG), a
leading provider of electronic monitoring solutions today announces its
unaudited results for the six months ended 30 June 2025.

 

Financial Highlights

·    Annual Recurring Revenue(1) ("ARR") of £48.9m (H1 2024: £43.7m on a
constant currency basis(2)), constant currency growth of 12% reflecting strong
base performance in APAC and new business success in the Americas.

·    Total Group revenues of £24.8m (H1 2024: £26.5m, £25.0m on a
constant currency basis(2)). Underlying constant currency revenue growth of 9%
(excluding the Colombia contract lost in H1 2024).

·    Gross margins remain high at 67.5% (H1 2024: 70.0%).

·    Adjusted EBITDA(3) of £12.5m (H1 2024: £14.3m), excluding an
exceptional foreign exchange loss of £4.0m in relation to US Dollar balances
held in anticipation of a potential acquisition in H1 2025.

·    Adjusted basic earnings per share of 3.2p (H1 2024: 4.1p)

·    Net cash generated from operations of £5.4m (H1 2024: £9.5m).

·    Strong balance sheet with no debt, and net funds of £94.9m as of 30
June 2025 (30 June 2024: £92.9m).

Financial Progress

 £m (unless otherwise stated)                  H1 2025  H1 2024
 Annual Recurring Revenue ("ARR") and Revenue
 Total ARR                                     48.9     43.7(2)
 Revenue                                       24.8     26.5
 Profit and EPS
 Gross Margin                                  67.5%    70.0%
 Adjusted EBITDA                               12.5     14.3
 Adjusted EBITDA margin                        50.4%    54.0%
 Adjusted Operating Profit                     9.5      11.5
 Statutory Operating (Loss)/Profit             (27.1)   2.4
 Adjusted basic Earnings per Share             3.2      4.1
 Cash and Balance Sheet
 Net Funds                                     94.9     92.9

 

(1) ARR is the value of continuing revenue from recurring accounts at a
specific point in time, normalised to a one year period.

(2) Constant currency is calculated by recalculating H1 2024 revenues using
prevailing average foreign exchange rates from H1 2025 and by recalculating
prior period ARR at the prevailing rate at the balance sheet date.

(3) Adjusted EBITDA excludes share-based payments and other adjusting items.

 

 

 

Operational highlights

 

·    Appointment of Ian Johnson as CEO and Mike Johns as CFO in May 2025.

·    Established new executive leadership team, including appointments of
regional Vice Presidents for APAC, EMEA, and the Americas.

Post period end

·    Appointment of Sangita Shah as NED and Chair of Audit Committee.

·    Reorganised and expanded the team in USA with the appointments of a
VP of Operations and a National Sales Director. Set up in-house monitoring
centre in the USA.

·    Appointment of a QA and Regulatory Manager reporting to the COO,
Charles Lewinton.

·    Appointment of a Marketing Manager and launched new Group Website.

·    The Northern Ireland Ministry of Justice, Queensland Corrective
Services, Australia, and San Mateo County, USA contracts - now all
operational.

·    New wins, commencing later in the year, include two new supplementary
contracts in New Zealand and one domestic violence contract in Australia.

·    Renewal of the Corrections Victoria contract for an initial
three-year term, with two one-year extension options

 

Commenting on the results, Ian Johnson, Big Technologies CEO, said:

 

"Significant progress has been made in strengthening the management of the
Group. Key appointments have improved the performance culture of the
organisation, and I am optimistic that these changes will drive further growth
in our business.

The Group remains well-positioned with the financial flexibility to continue
to invest in product and market development. We are expanding our operations
in the USA and looking at additional markets in Asia.

Following the announcement earlier this year regarding the award of the
Northern Ireland contract by the Department of Justice, and the Queensland
Corrective Services contract, I am pleased to say that both contracts are now
up and running.  We recently won additional bids in San Mateo, California;
two supplementary contracts in New Zealand and one domestic violence contract
in Australia. We anticipate these commencing later in the year. Separately, we
also completed the renewal of the Corrections Victoria contract for an initial
three-year term.

I would like to thank the executive team and all our employees, for their
commitment and enthusiasm in bringing about significant change and momentum in
the business.  It is pleasing that a recent employee survey showed a positive
response to the changes.  I would also like to thank our shareholders for
their continued support and look forward to reporting further progress at the
year-end update."

-Ends-

 

 

 

For further information please contact:

 Big Technologies plc                            +44 (0) 19 2360 1910
 Ian Johnson (Chief Executive Officer)
 Mike Johns (Chief Financial Officer)
 Zeus (Nominated Advisor and Joint Broker)       +44 (0) 203 829 5000
 Dan Bate / Kieran Russell (Investment Banking)
 Benjamin Robertson (Equity Capital Markets)
 Singer Capital Markets (Joint Broker)           +44 (0) 207 496 3000
 James Moat / James Todd (Investment Banking)

 

About Big Technologies plc

Our mission is to deliver innovative, high-quality electronic monitoring
solutions that combine advanced hardware and software to support monitoring of
individuals in our core criminal justice business.   Big Technologies is a
market leader in the electronic monitoring industry, operating under the
trusted 'Buddi' brand. Through its integrated technology platform, Buddi
offers state-of-the-art Electronic Monitoring solutions on a
subscription-based, SaaS-like model. This platform is highly flexible and
scalable, enabling tailored deployments across diverse use cases and
geographies.

For more information, please visit www.buddi.com

Forward-looking statements

This press release contains certain projections and other forward-looking
statements with respect to the financial condition, results of operations,
businesses and prospects of the Group. The use of terms such as "may", "will",
"should", "expect", "anticipate", "project", "estimate", "intend", "continue",
"target" or "believe" and similar expressions (or the negatives thereof) are
generally intended to identify forward-looking statements. These statements
are based on current expectations and involve risk and uncertainty because
they relate to events and depend upon circumstances that may or may not occur
in the future. There are a number of factors that could cause actual results
or developments to differ materially from those expressed or implied by these
forward-looking statements. Any of the assumptions underlying these
forward-looking statements could prove inaccurate or incorrect and therefore
any results contemplated in the forward-looking statements may not actually be
achieved. Nothing contained in this press release should be construed as a
profit forecast or profit estimate. Investors or other recipients are
cautioned not to place undue reliance on any forward-looking statements
contained herein. The Group undertakes no obligation to update or revise
(publicly or otherwise) any forward-looking statement, whether as a result of
new information, future events or other circumstances.

 

 

 

 

 

 

Operating Review

Introduction

The Group had revenues of £24.8m (H1 2024: £26.5m, £25.0m on a constant
currency basis). Underlying constant currency revenue growth was 9% (excluding
the Colombia contract lost in H1 2024). The business made a profit at an
adjusted EBITDA level of £12.5m (H1 2024: £14.3m).

Business review

Our trusted brand, Buddi, is a market leader in electronic monitoring with
sales in most major markets.  There continues to be significant demand for
the adoption of electronic monitoring of offenders and victims and
increasingly for monitoring substance abuse, including alcohol.

Sales to criminal justice customers account for the vast majority of the
Group's revenue. A small number of sales, predominantly from UK local
authorities for remote monitoring of vulnerable people, contributed £0.3m for
the half year, similar to H1 2024.

In constant currency terms, ARR in the APAC region was up 16%, largely through
expansion of existing contracts. EMEA ARR was down 28% on a constant currency
basis, due to the ending of the temporary Ministry of Justice contract, offset
by the addition of a contract from Switzerland. The Americas ARR grew 49% on a
constant currency basis driven by new contract wins.

Total ARR in H1 2025 was up 12% on a constant currency basis at £48.9m (H1
2024: £43.7m on a constant currency basis).

Net revenue retention ("NRR") on a constant currency basis was 102% for the
year to 30 June 2025, demonstrating a robust and expanding base of contracts.
Within this, gross churn was 8%, principally driven by the ending of the
temporary Ministry of Justice contract, which has now fully wound down.

Investments

We are investing in the USA, which is the largest market for electronic
monitoring, with an expanded sales and operations organisation and the
establishment of an in-house monitoring centre.

We have leased further space at our facility in Rickmansworth to accommodate
the newly established Northern Ireland monitoring team and provide better
accommodation for existing and new members of staff.

Research and development costs for the six months ended 30 June 2025 were
£1.9m (H1 2024: £1.7m). We have reorganised the structure of the research
and development team, centralising the function in Rickmansworth in order to
improve efficiency in future periods.

Outlook

Further growth in ARR is anticipated in H2 as new contracts commence
operation, including with Northern Ireland Ministry of Justice and the new
contracts won post period end. Significant interest in our AlcoTag,
particularly in the USA, is also expected to contribute to growth by the end
of the year.

Whilst the Group's underlying trading has been strong, as evidenced by ARR
constant currency growth of 12% over the last twelve months, foreign exchange
headwinds are expected to impact revenues and EBITDA in the current and future
periods. To mitigate against this the Group intends to commence a hedging
programme.

The Group's primary focus is to accelerate topline growth and growing its
customer base by selectively taking a more competitive approach to winning new
contracts, which has already made a promising start, but is expected to
slightly reduce gross margins as bids are priced competitively.

In the period we have closed unprofitable, non-core operations and invested in
strengthening the management team, which are expected to be cost neutral in
future periods.

The impact of foreign exchange headwinds and, to a lesser extent, changes in
the margin mix of new contracts won are expected to have a c.5% negative
impact on revenues, which translates to a c.10% negative impact on adjusted
EBITDA.

However, the Group remains well-positioned with the financial flexibility to
continue to invest in product and market development. We are expanding our
operations in the USA and looking at additional markets in Asia.

As at 31 August 2025 the Company's cash balance amounted to £96.7m as a
consequence of the Group's strong cash generation.

 

 

Financial Performance

 

The Group delivered a robust underlying performance in the first half of 2025,
with headline performance mitigated by foreign exchange headwinds.

Recurring Revenues

Total ARR at 30 June 2025 was £48.9m (H1 2024: £43.7m on a constant currency
basis), representing constant currency growth of 12%. Constant currency ARR
growth of 12% reflects the addition of net new contracts in the Americas
region, as well as strong growth from the base in the APAC region.

Net revenue retention for the Group for the year to 30 June 2025 was 102%,
driven by expansions within existing APAC contracts and offset by the ending
of the temporary MOJ contract in EMEA, which began winding down in H2 2024 and
ceased in H1 2025. The contract is attributable to most of the gross churn for
the period, with a gross churn rate of 8% in the year to 30 June 2025.

The Group's ARR of £48.9m provides strong visibility of future revenues,
derived from long term contracts.

Revenue

Total revenue for the six months ended 30 June 2025 was £24.8m (H1 2024:
£26.5m). Adjusting H1 2024 revenues for constant currency using average
exchange rates for the first half of 2025, would have resulted in revenues
being £25.0m as opposed to £26.5m. On a constant currency basis, revenues in
the first half of 2025 would have declined by 1% against revenues in the first
half of 2024. The decline relates to the previously announced loss of the
Colombia contract but is offset by strong growth from the base within APAC and
net new wins in the Americas.

Underlying revenues in the first half of 2025 excluding the Colombia contract
grew from £22.7m (adjusted for constant currency) to £24.8m, growth of 9%
from the first half of 2024.

Gross Profit

Gross profit for the six months to 30 June 2025 was £16.7m (H1 2024:
£18.5m), a reduction of £1.8m. Gross margin for the six months to 30 June
2025 was 67.5% (H1 2024: 70.0%), a reduction of 250 bps.

The reduction in gross margin is principally driven by the effects of foreign
exchange on revenues. The Group derives a significant amount of its revenues
in Australian Dollars, New Zealand Dollars and US Dollars, but has a cost base
that is principally in British Pounds. As a result, adverse movements in
revenue exchange rates flow through to underlying profitability.

While revenues will continue to be subject to movements in foreign exchange
rates, the Group will look to move toward enacting a hedging policy to
mitigate the effect on underlying profitability of the group.

There has been no impact on the Group from US tariffs during the period.

Administrative Expenses

Total administrative expenses for the six months to 30 June 2025 were £43.9m
(H1 2024: £16.1m). Underlying administrative expenses, which adjust for
exceptional items and share based payment expense, grew from £7.3m to £7.5m,
reflecting the impact of inflation on the cost base.

Included within administrative expenses for the six months to 30 June 2025 are
research and development costs of £1.9m (H1 2024: £1.7m). Development costs
of £0.6m have been capitalised in the six months to 30 June 2025 (H1 2024:
£0.5m).

Also included within administrative expenses for the six months to 30 June
2025 are sales and marketing costs of £1.7m (H1 2024: £1.8m).

Non-Underlying Items

As previously indicated, the Group experienced an exceptional foreign exchange
loss of £4.0m in the first half of 2025. The Group held a significant cash
balance in US Dollars at 31 December 2024 in anticipation of a potential US
acquisition in early 2025. With the acquisition not proceeding, the cash was
repatriated in H1 2025.

The Group also incurred additional legal and other litigation related costs of
£42.6m, of which the majority related to increased provisions of £35.8m, in
the six months to 30 June 2025 (H1 2024: £3.1m). The Group continues to incur
significant legal fees in relation to two ongoing litigation processes.

In the six months to 30 June 2025, a share-based payment credit of £11.2m (H1
2024: charge of £5.7m) was recognised. The share-based payment credit relates
to the unwinding of the growth share charges in relation to bad leavers from
the scheme.

Taxation

The total tax charge for the six months ended 30 June 2025 was £3.1m (H1
2024: £0.1m). On an adjusted basis, the total tax charge for the Group was
£1.7m (H1 2024: £1.2m), representing an effective tax rate of 15% (H1 2024:
10%).

The Group continues to review potential tax implications arising from ongoing
litigation processes.

Statutory Results

The Group reported a loss for the six months ended 30 June 2025 of £28.8m (H1
2024: profit of £3.9m). The loss relates primarily to the increased
provisioning in relation to ongoing litigation, as well as the exceptional
foreign exchange loss in relation to the repatriation of funds held in
anticipation of an acquisition.

Earnings per Share

Adjusted Basic Earnings per Share decreased to 3.2 pence (H1 2024: 4.1 pence).
Basic earnings per share fell from 1.4 pence to a 10.0 pence loss per share as
a result of the provisioning in relation to ongoing litigation put in place
during the six months to 30 June 2025.

Statement of Financial Position

The Group retains a strong balance sheet with net assets at 30 June 2025 of
£84.9m (30 June 2024: £133.5m). The net asset position has been impacted in
the period by the increased provisioning for litigation at 30 June 2025.

The Group's balance sheet is underpinned by a strong cash position at 30 June
2025 of £96.7m (30 June 2024: £94.8m). The Group's cash position provides
stability in the face of ongoing litigation.

Trade debtors at 30 June 2025 were £6.4m (30 June 2024: £5.8m). Of total
trade debtors of £6.4m, £0.7m were overdue as at 30 June 2025 (30 June 2024:
£1.1m).

Provisions were £42.7m at 30 June 2025 (30 June 2024: £1.9m) and related to
ongoing litigation proceedings. The Group continues to defend a claim filed
with the High Court in 2023, brought by a small number of former shareholders
in Buddi Limited, a subsidiary of the Company, relating to the acquisition of
Buddi Limited, dating back to 2018 (the "Buddi Litigation"). The Group also
continues to pursue proceedings, commenced on 31 March 2025, against Sara
Murray and others in the High Court (the "SM Proceedings"). The provision
includes estimated legal fees expected to be incurred in both sets of
litigation to settlement, as well as an estimate of the potential liability in
relation to the Buddi Litigation. The growth in the provision since 31
December 2024 reflects new provisions of £35.0m (31 December 2024: £nil) in
respect of the current estimate of potential liability in the Buddi Litigation
and of £4.3m (31 December 2024: £nil) in respect of an estimate of legal
fees to be incurred to settle the SM Proceedings. The estimate of the
potential liability reflects the Group's current position in the Buddi
Litigation, however, there are a range of outcomes possible in the Buddi
Litigation and any settlement may substantially differ from the current
provision, see Note 9 for further details. The Group is seeking to engage with
counterparties in both the Buddi Litigation and the SM Proceedings with a view
to minimising or eliminating any direct outflow from the Group.

Cash flow

Net cash flows from operating activities for the six months to 30 June 2025
were £5.4m (H1 2024: £9.5m). Despite significant and ongoing costs in
relation to litigation, the Group continued to generate strong levels of cash
from operating activities.

Cash outflows from financing activities for the six months to 30 June 2025
were £3.2m (H1 2024: £1.7m). The increase in cash outflows from financing
activities related to the share buyback programme, which concluded in April
2025.

Despite outflows from the buyback programme and ongoing litigation costs, the
Group cash position increased by £1.9m from the previous year.

Statement on Principal Risks and Uncertainties

Pursuant to the requirements of the Disclosure and Transparency Rules the
Group provides the following information on its principal risks and
uncertainties. The Group considers strategic, operational and financial risks
and identifies actions to mitigate those risks. These risk profiles are
updated at least annually. The principal risks and uncertainties detailed
within the Group's 2024 Annual Report remain applicable for the first six
months of the financial year. The Group's 2024 Annual Report is available from
the Big Technologies website: https://www.buddi.com/investors/

Related party transactions during the period are disclosed in Note 13.

 

Unaudited condensed consolidated statement of comprehensive income
for the six months ended 30 June 2025

 

                                                                  Unaudited six months ended 30 June 2025      Unaudited six months ended 30 June 2024      Audited

                                                                                                                                                            Year ended 31 December 2024

                                                                  £'000                                        £'000

                                                                                                                                                            £'000
                                                            Note

 Revenue                                                    2     24,796                                       26,484                                       50,308
 Cost of sales                                                    (8,059)                                      (7,953)                                      (16,069)
 Gross profit                                                     16,737                                       18,531                                       34,239
 Administrative expenses                                          (43,879)                                     (16,126)                                     (32,028)
 Other operating income                                           6                                            7                                            9
 Operating (loss)/profit                                          (27,136)                                     2,412                                        2,220
 Analysed as:
 Adjusted EBITDA                                                  12,508                                       14,314                                       27,002
 Amortisation of acquired intangibles                             (233)                                        (234)                                        (468)
 Amortisation of development costs                                (666)                                        (617)                                        (1,335)
 Depreciation                                                     (2,323)                                      (2,216)                                      (4,478)
 Share-based payments credit/(charge)                             11,162                                       (5,738)                                      (9,692)
 Legal and associated costs                                       (42,559)                                     (3,097)                                      (9,021)
 Foreign exchange loss on repatriation                            (3,996)                                      -                                            -
 Acquisition-related costs                                        (358)                                        -                                            (864)
 Other exceptional costs                                          (671)                                        -                                            -
 Employer's National Insurance Refund                             -                                            -                                            1,076
 Operating (loss)/profit                                          (27,136)                                     2,412                                        2,220
 Finance income                                                   1,488                                        1,702                                        3,485
 Finance expenses                                                 (63)                                         (71)                                         (255)
 (Loss)/profit before taxation                                    (25,711)                                     4,043                                        5,450
 Taxation                                                   4     (3,125)                                      (106)                                        (3,028)
 (Loss)/profit for the period                                     (28,836)                                     3,937                                        2,422

 Other comprehensive (expense) /income:

 Exchange differences on translation of foreign operations

                                                                  (4)                                          52                                           156
 Total comprehensive (loss)/income for the period

                                                                  (28,840)                                     3,989                                        2,578

 Basic earnings per share (pence)                           5     (10.0)p                                      1.4p                                         0.8p
 Diluted earnings per share (pence)                         5     (10.0)p                                      1.3p                                         0.8p

 

 

 

 

 

 

 

Unaudited condensed consolidated statement of financial position

as at 30 June 2025

 

                                             Unaudited 30 June 2025      Unaudited 30 June 2024      Audited

                                                                                                     31 December 2024

                                             £'000                       £'000

                                                                                                     £'000
                                       Note
 Assets

 Goodwill                                    13,359                      13,359                      13,359
 Acquired and other intangible assets        4,675                       5,276                       4,850
 Property, plant and equipment               4,968                       4,828                       5,177
 Right-of-use assets                         1,625                       1,772                       1,657
 Deferred tax assets                         172                         5,884                       410
 Other receivables                     6     512                         969                         543
 Long-term financial assets                  396                         -                           396
 Non-current assets                          25,707                      32,088                      26,392

 Inventories                                 7,272                       7,987                       7,205
 Trade and other receivables           6     9,385                       9,150                       14,610
 Cash and cash equivalents             7     96,699                      94,760                      95,730
 Current assets                              113,356                     111,897                     117,545

 Total assets                                139,063                     143,985                     143,937

 Liabilities

 Lease liabilities                           303                         304                         294
 Trade and other payables              8     7,678                       6,347                       5,852
 Provisions                            9     42,650                      1,877                       6,818
 Current liabilities                         50,631                      8,528                       12,964
 Net current assets                          62,725                      103,369                     104,581

 Lease liabilities                           1,474                       1,573                       1,491
 Deferred tax liabilities                    1,247                       260                         1,281
 Trade and other payables              8     822                         173                         80
 Non-current liabilities                     3,543                       2,006                       2,852

 Total liabilities                           54,174                      10,534                      15,816

 Net assets                                  84,889                      133,451                     128,121

 Equity

 Share capital                         10    2,986                       2,907                       2,986
 Share premium                               39,095                      39,095                      39,095
 Own Shares                                  (13,085)                    (5,785)                     (10,101)
 Other reserves                              (97)                        (197)                       (93)
 Retained earnings                           55,990                      97,431                      96,234
 Total equity                                84,889                      133,451                     128,121

 

 

Unaudited condensed consolidated statement of changes in equity

for the six months ended 30 June 2025

 

                                            Share capital  Share premium  Own Shares  Other reserves  Retained earnings  Total

                                            £'000          £'000          £'000       £'000           £'000              equity

                                                                                                                         £'000

 Balance at 1 January 2024                  2,907          39,095         (4,276)     (249)           83,964             121,441
 Profit for the year                        -              -              -           -               2,422              2,422
 Other comprehensive income for the year    -              -              -           156             -                  156
 Total comprehensive income for the year    -              -              -           156             2,422              2,578

 Share-based payments                       -              -              -           -               9,599              9,599
 Deferred tax on share-based payments       -              -              -           -               249                249
 Issue of shares, net of share issue costs  79             -              -           -               -                  79
 Movement of shares in the EBT              -              -              (3,591)     -               -                  (3,591)
 Share buyback programme                    -              -              (2,234)     -               -                  (2,234)
 Balance at 31 December 2024                2,986          39,095         (10,101)    (93)            96,234             128,121

 Balance at 1 January 2024                  2,907          39,095         (4,276)     (249)           88,257             125,734
 Profit for the period                      -              -              -           -               3,937              3,937
 Other comprehensive income for the period

                                            -              -              -           52              -                  52
 Total comprehensive

 income for the period                      -              -              -           52              3,937              3,989

 Share-based payments                       -              -              -           -               5,720              5,720
 Deferred tax on share-based

 payments                                   -              -              -           -               (483)              (483)
 Issue of shares, net of share

 issue costs                                -              -              (1,509)     -               -                  (1,509)

 Balance at 30 June 2024                    2,907          39,095         (5,785)     (197)           97,431             133,451

 Balance at 1 January 2025                  2,986          39,095         (10,101)    (93)            96,234             128,121
 Loss for the period                        -              -              -           -               (28,836)           (28,836)
 Other comprehensive expense                -              -              -           (4)             -                  (4)

 for the period
 Total comprehensive                        -              -              -           (4)             (28,836)           (28,840)

 income for the period

 Share-based payments                       -              -              -           -               (11,170)           (11,170)
 Deferred tax on share-based payments       -              -              -           -               (238)              (238)
 Share buyback programme                    -              -              (2,984)     -               -                  (2,984)

 Balance at 30 June 2025                    2,986          39,095         (13,085)    (97)            55,990             84,889

 

Unaudited condensed consolidated statement of cash flows

for the six months ended 30 June 2025

                                                                     Unaudited six months ended 30 June 2025      Unaudited six months ended 30 June 2024      Audited

                                                                     £'000                                        £'000                                        Year ended 31 December 2024

                                                                                                                                                               £'000
                                                               Note

 Cash flows from operating activities

 (Loss)/profit before tax                                            (25,711)                                     4,043                                        5,450

 Adjustments for:

 Depreciation of property, plant and equipment                                                                                                                 4,234

                                                                     2,192                                        2,099
 Depreciation of right-of-use assets                                 131                                          117                                          244
 Amortisation of intangible assets                                   899                                          851                                          1,803
 Share-based payments (credit)/expense                         11    (11,170)                                     5,720                                        9,599
 Finance income                                                      (1,488)                                      (1,703)                                      (3,485)
 Finance expenses                                                    63                                           71                                           255

 Changes in:

 Inventories                                                         (67)                                         (781)                                        1
 Trade and other receivables                                         5,256                                        (1,264)                                      (4,549)
 Trade and other payables                                            1,431                                        798                                          705
 Provisions                                                          35,832                                       1,213                                        6,154
 Cash generated from operating activities                            7,368                                        11,164                                       20,411
 Taxes paid                                                          (1,985)                                      (1,635)                                      (3,656)
                                                                                                                                                               16,755

 Net cash flows from operating activities                            5,383                                        9,529

 Cash flows from investing activities

 Purchase of property, plant and equipment                           (33)                                         (86)                                         (153)
 Own work capitalised                                                (1,946)                                      (1,915)                                      (4,336)
 Capitalised development costs                                       (566)                                        (458)                                        (985)
 Purchase of intangible assets                                       (159)                                        -                                            -
 Interest received                                                   1,488                                        1,703                                        3,485
 Purchase of long-term financial assets                              -                                            -                                            (396)
 Net cash used in investing activities                               (1,216)                                      (756)                                        (2,385)

 Cash flows from financing activities

 Purchase of own shares                                              -                                            (1,509)                                      (3,591)
 Repayment of lease liabilities                                      (167)                                        (142)                                        (306)
 Interest paid                                                       (4)                                          (11)                                         (135)
 Treasury shares purchased via share buyback scheme                                                                                                            (2,234)

                                                                     (2,984)                                      -
 Cash flows from financing activities                                (3,155)                                      (1,662)                                      (6,266)

                                                                     1,102
 Net increase in cash and cash equivalents                           1,012                                        7,111                                        8,104
 Cash and cash equivalents at the beginning of the period                                                                                                      87,729

                                                                     95,730                                       87,729
 Effect of exchange rate changes on cash and cash equivalents                                                                                                  (103)

                                                                     (43)                                         (80)
 Cash and cash equivalents at the end of the period

                                                               7     96,699                                       94,760                                       95,730

 

Notes to the unaudited condensed interim consolidated financial statements

For the six months ended 30 June 2025

 

1.   General information and basis of preparation

 

Big Technologies PLC is a public limited company incorporated in the United
Kingdom, listed on the Alternative Investment Market ('AIM') of the London
Stock Exchange. The Company is domiciled in the United Kingdom and its
registered office is Talbot House, 17 Church Street, Rickmansworth, WD3 1DE.
The unaudited interim consolidated financial statements comprise the Company
and its subsidiaries (together referred to as the 'Group').

 

The principal activity of the Group is the development and delivery of remote
monitoring technologies and services to a range of domestic and international
customers.

 

The Directors confirm that, to the best of their knowledge, the interim
financial statements have been prepared in accordance with IAS 34 'Interim
Financial Reporting' as adopted by the United Kingdom and the AIM Rules for
Companies, and that the interim report includes a fair review of the
information required.

 

The condensed interim financial statements should be read in conjunction with
the Group's latest annual consolidated financial statements, for the year
ended 31 December 2024.

 

These interim financial statements do not include all of the information
required for a complete set of financial statements prepared in accordance
with IFRS Standards. However, selected explanatory notes are included to
explain events and transactions that are significant to an understanding of
the changes in the Group's financial position and performance since the last
annual consolidated financial statements.

 

The financial information provided for the six-month period ended 30 June 2025
is unaudited, however, the same accounting policies, presentation and methods
of computation have been followed in these interim financial statements as
those which were applied in the preparation of the Group's annual consolidated
financial statements for the year ended 31 December 2024.

 

These condensed consolidated interim financial statements for the six months
ended 30 June 2025 do not constitute statutory accounts as defined in section
434 of the Companies Act 2006.  A copy of the most recent statutory accounts
for the year ended 31 December 2024 has been delivered to the Registrar of
Companies.  The auditor's report on these accounts was unqualified and did
not contain a statement under section 498 of the Companies Act 2006.

 

These interim financial statements were authorised for issue by the Company's
board of directors on 29 September 2025.

 

1.1 Going concern

 

The Directors have, at the time of approving these interim financial
statements, a reasonable expectation that the Company and the Group have
adequate resources to continue in operation for the foreseeable future. The
Group's forecasts and projections, taking into account reasonable possible
changes in trading performance, show that the Group has sufficient financial
resources, together with assets that are expected to generate cash flow in the
normal course of business. Accordingly, the Directors have adopted the going
concern basis in preparing these interim financial statements.

 

2.   Segment reporting

The Group derives revenue from the delivery of remote monitoring technologies
and services to a range of domestic and international customers. The income
streams are all derived from the utilisation of these products which, in all
aspects except details of revenue, are reviewed and managed together within
the Group and as such are considered to be the only segment. The Group
operates across three regions: Europe, Asia Pacific and the Americas, and the
Board of Directors monitors revenue on this basis.

 

Revenue for each of the geographical areas is as follows:

 

               Unaudited      Unaudited      Audited

               H1 2025        H1 2024        FY 2024

               £'000          £'000          £'000

 Europe        4,063          3,950          7,409
 Asia-Pacific  16,557         15,960         32,618
 Americas      4,176          6,574          10,281
               24,796         26,484         50,308

 

Assets and liabilities by segment are not regularly reviewed by the Board of
Directors on a monthly basis and, therefore, are not used as a key
decision-making tool and are not disclosed here.

 

Revenues are disaggregated as follows:

 

                       Unaudited      Unaudited      Audited

                       H1 2025        H1 2024        FY 2024

                       £'000          £'000          £'000

 Sales of goods        41             67             119
 Delivery of services  24,755         26,417         50,189
                       24,796         26,484         50,308

 

The nature of the Group's operations mean that recorded financial performance
is not seasonal or cyclical in nature. The majority of revenues are derived
from delivery of services to customers over time under long-term contracts.

 

 

 

3.   Alternative performance measures

 

These items are included in normal operating costs of the business, but are
significant cash and non-cash expenses that are separately disclosed because
of their size, nature or incidence. It is the Group's view that excluding them
from operating profit gives a better representation of the underlying
performance of the business in the period.

 

                                                            Unaudited      Unaudited      Audited

                                                            H1 2025        H1 2024        FY 2024

                                                            £'000          £'000          £'000

 Amortisation of acquired intangibles                       233            234            468
 Legal and other litigation-related costs                   42,559         3,097          9,021
 Foreign exchange loss on repatriation                      3,996          -              -
 Other exceptional costs                                    671            -              -
 Acquisition related costs                                  358            -              864
 Employer's National Insurance refund                       -              -              (1,076)
 Total adjusting operating items                            47,817         3,331          9,277
 Share-based payments (credit)/expense                      (11,162)       5,738          9,692
 Total adjusting items and share-based payments before tax  36,655         9,069          18,969
 Tax effect of adjusting items and share-based payments     1,429          (1,099)        (1,516)
 Total adjusting items and share-based payments after tax   38,084         7,970          17,453

 

Share-based payments expense

These costs are excluded from the adjusted results of the Group since the
costs are non-cash charges arising from recognition of the fair value of share
options and other share-based incentives granted to employees of the Group. As
such, they are not considered reflective of the core trading performance of
the Group.

 

Amortisation of acquired intangibles

These costs are excluded from the adjusted results of the Group since the
costs are non-cash charges arising from investment activities. As such, they
are not considered reflective of the core trading performance of the Group.

 

Legal and other litigation-related costs

These costs are excluded from the adjusted results of the Group since the
costs are not considered reflective of the core trading performance of the
Group. Further details in relation to the ongoing litigation can be found in
Notes 9, 14 and 16.

 

Foreign exchange on repatriation

The Group held a significant cash balance in US Dollars at 31 December 2024 in
anticipation of a potential US acquisition in early 2025. With the acquisition
not proceeding, the cash has now been repatriated. As such, they are not
considered to be a component of the core trading performance of the Group.

 

Other exceptional costs

These costs, which are related to the impact of Sara Murray's departure, are
excluded as they do not relate to the core trading performance of the Group.

 

Acquisition-related costs

These costs relate to the due diligence exploring possible value-enhancing
opportunities and are excluded from the adjusted results of the Group since
the costs are not considered reflected of the core trading performance of the
Group.

 

 

Employer's National Insurance refund

A reversal of the previously adopted tax treatment of a share warrant
exercised during 2021, which is no longer considered to be an
employment-related security.

 

4.   Taxation

 

Current tax is charged at 25% for the period, representing the best estimate
of the average annual effective current tax rate expected to apply for the
full year, applied to the pre-tax income for the current period. An exception
has been made for the increase in legal provision, for which the full tax
impact has been recognised in H1 2025, to match the recognition of the
provision, rather than being pro-rated across the year.

Deferred tax recognised in the period relates to share-based payments,
acquired intangible assets and fixed asset timing differences.

 

The Group continues to assess the tax impact, if any, in relation to ongoing
litigation proceedings referred to in Notes 9, 14 and 16.

                                                           Unaudited      Unaudited      Audited

                                                           H1 2025        H1 2024        FY 2024

                                                           £'000          £'000          £'000
 Current tax
 For the financial period                                  3,163          1,205          1,515
 Adjustments in respect of prior periods                   -              -              961
                                                           3,163          1,205          2,476
 Deferred tax
 Origination and reversal of temporary timing differences  58             (44)           52
 Related to share-based payments                           (20)           (1,055)        495
 Adjustments in respect of prior years                     -              -              5
                                                           (38)           (1,099)        552

 Total taxation                                            3,125          106            3,028

 

In addition to taxation recognised in the consolidated income statement, the
following amounts relating to tax have been recognised directly in equity:

 

                                               Unaudited      Unaudited      Audited

                                               H1 2025        H1 2024        FY 2024

                                               £'000          £'000          £'000
 Deferred tax
 Related to share-based payments               (238)          (483)          249
 Total taxation recognised directly in equity  (238)          (483)          249

 

 

5.   (Loss)/earnings per share

 

The calculation of the basic and diluted earnings per share is based on the
following data:

 

                                                                                                                                           Unaudited                Unaudited                Audited

                                                                                                                                           H1 2025                  H1 2024                  FY 2024

                                                                                                                                           £'000                    £'000                    £'000

 (Loss)/profit for the purpose of basic and diluted earnings per share being                                                               (28,836)                 3,937                    2,422
 net profit attributable to equity holders of the parent

 Adjustments for:
 Adjusting items                                                                                                                           47,817                   3,331                    9,277
 Share-based payments (credit)/expense                                                                                                     (11,162)                 5,738                    9,692
 Tax effect of adjusting items and share-based payments                                                                                    1,429                    (1,099)                  (1,516)

 Adjusted earnings                                                                                                                         9,248                    11,907                   19,875

                                                                                 Unaudited                                                             Unaudited                      Audited

                                                                                 H1 2025                                                               H1 2024                        FY 2024

                                                                                 No. shares                                                            No. shares                     No. shares

 Weighted average number of ordinary shares                                      298,568,721                                                           290,650,082                    293,787,248
 Less own shares  held (weighted average)                                        (9,201,223)                                                           (3,462,221)                    (4,390,189)
 Weighted average number of Ordinary shares for the purpose of basic earnings    289,367,498                                                           287,187,861                    289,397,059
 per share
 Effect of dilutive potential Ordinary shares/share options                      -                                                                     18,465,044                     15,126,768

 Weighted average number of Ordinary shares for the purpose of diluted earnings  289,367,498                                                           305,652,905                    304,523,827
 per share

 Effect of dilutive potential Ordinary shares/share options for the purpose of   3,528,264                                                             -                              -
 calculating adjusted diluted earnings per share

 Weighted average number of Ordinary shares for the purpose of adjusted diluted  292,895,762                                                           305,652,905                    304,523,827
 earnings per share

                                                                                                               Unaudited                                     Unaudited                Audited

 Basic earnings per share                                                                                      H1 2025                                       H1 2024                  FY 2024

                                                                                                               Pence                                         Pence                    Pence

 Basic earnings per share                                                                                      (10.0)                                        1.4                      0.8
 Adjustments for:
 Adjusting items                                                                                               16.5                                          1.1                      3.2
 Share-based payments expense                                                                                  (3.8)                                         2.0                      3.3
 Tax effect of adjusting items and share-based payments                                                        0.5                                           (0.4)                    (0.5)
 Adjusted basic earnings per share                                                                             3.2                                           4.1                      6.8

                                                                                                               Unaudited                                     Unaudited                Audited

 Diluted earnings per share                                                                                    H1 2025                                       H1 2024                  FY 2024

                                                                                                               Pence                                         Pence                    Pence

 Diluted earnings per share                                                                                    (10.0)                                        1.3                      0.8
 Adjustments for:
 Adjusting items                                                                                               16.4                                          1.1                      3.0
 Share-based payments expense                                                                                  (3.8)                                         1.9                      3.2
 Tax effect of adjusting items and share-based payments                                                        0.5                                           (0.4)                    (0.5)
 Adjusted diluted earnings per share                                                                           3.1                                           3.9                      6.5

The adjusted earnings per share has been calculated on the basis of profit
before adjusting items and share-based payments, net of tax. The Directors
consider that this calculation gives a better understanding of the Group's
earnings per share in the current and prior periods.

 

6.   Trade and other receivables

 

                                      Unaudited      Unaudited      Audited

                                      H1 2025        H1 2024        FY 2024

                                      £'000          £'000          £'000

 Trade receivables - net              6,395          5,841          6,596
 Corporation tax receivable           669            -              1,850
 Other taxation and social security   1,470          886            4,741
 Prepayments                          435            293            366
 Other receivables                    928            1,432          1,600
 Directors' loans                     -              1,667          -
                                      9,897          10,119         15,153
 Due for settlement within 12 months  9,385          9,150          14,610
 Due for settlement after 12 months   512            969            543
                                      9,897          10,119         15,153

7.   Cash and cash equivalents

The carrying amounts of the cash and cash equivalents are denominated in the
following currencies:

 

                     Unaudited      Unaudited      Audited

                     H1 2025        H1 2024        FY 2024

                     £'000          £'000          £'000

 Pounds Sterling     73,068         47,705         29
 US Dollar           2,147          9,736          77,791
 Australian Dollar   10,582         21,097         8,790
 New Zealand Dollar  8,918          14,113         8,394
 Colombian Peso      84             1,017          230
 Euro                1,421          252            88
 Canadian Dollar     175            604            32
 Other               304            236            376
                     96,699         94,760         95,730

 

At 31 December 2024, the Group held a significant cash balance in US Dollars
in anticipation of a potential US acquisition in early 2025. With the
acquisition not proceeding, the cash has now been repatriated.

 

 

Net cash

 

Net cash comprises cash and cash equivalents and lease liabilities.

 

                            Unaudited      Unaudited      Audited

                            H1 2025        H1 2024        FY 2024

                            £'000          £'000          £'000

 Cash and cash equivalents  96,699         94,760         95,730
 Lease liabilities          (1,777)        (1,877)        (1,785)
                            94,922         92,883         93,945

 

8.   Trade and other payables

                                      Unaudited      Unaudited      Audited

                                      H1 2025        H1 2024        FY 2024

                                      £'000          £'000          £'000

 Trade payables                       1,728          2,120          1,768
 Accruals                             3,302          1,670          1,157
 Other payables                       964            1,269          1,358
 Other taxation and social security   506            501            582
 Contract liabilities                 2,000          960            1,067
                                      8,500          6,520          5,932
 Due for settlement within 12 months  7,678          6,347          5,852
 Due for settlement after 12 months   822            173            80
                                      8,500          6,520          5,932

9.   Provisions

The movements were as follows:

                                       Unaudited      Unaudited      Audited

                                       H1 2025        H1 2024        FY 2024

                                       £'000          £'000          £'000

 At the start of the period            6,818          664            664
 Charged/(credited) to profit or loss  42,559         1,600          6,818
 Utilised                              (6,727)        (387)          (664)
 At the end of the period              42,650         1,877          6,818

Litigation outside the ordinary course of business

 

For details of the latest status of ongoing litigation outside the ordinary
course of business, see Note 16.

 

The Buddi Litigation

 

The Group continues to incur legal fees to defend the Buddi Litigation. The
Group has made a provision for estimated legal fees to be incurred to settle
the Buddi Litigation, which remains the Group's preferred method of resolving
these proceedings and which the Group intends to continue working towards.
Total legal fees provided for at 30 June 2025 in relation to the Buddi
Litigation were £3.4m (H1 2024: £1.6m).

 

The Group has also provided against an outflow of £35.0m (H1 2024: £nil) in
relation to the Buddi Litigation. Including in light of the matters set out in
Note 14 below, the Group has considered the Claimants' position as pleaded in
the Buddi Litigation in assessing what it currently considers to be the
potential financial exposure. Taking into account the possible quantification
of liability based on the value of Buddi Limited's shares by reference to (i)
a transaction involving those shares which took place in 2019 (which is
currently estimated at £15.0m) and (ii) the placement price at IPO (which is
currently estimated at £55.0m), a provision has been recognised at the
mid-point of the estimated range of those outcomes. The Claimants'
quantification of their loss is expected to be significantly higher than the
amounts set out above. None of what is set out above should be taken as the
Group's acceptance of the quantification of any loss in the Buddi Litigation,
which remains entirely reserved. The outcome of the litigation is highly
uncertain and any outflow may differ from the current provision. The Group
remains committed to pursuing the SM Proceedings to recover any outflow in
relation to the Buddi Litigation, whether through litigation or a consensual
outcome on acceptable terms.

 

The SM Proceedings

 

The Group continues to incur legal fees in relation to the pursuit of the SM
Proceedings. The Group has made a provision for estimated legal fees to be
incurred to settle the SM Proceedings. Total legal fees provided at 30 June
2025 in relation to the SM proceedings were £4.3m (H1 2024: £nil).

 

Other ongoing litigation in the ordinary course of business

 

The Company and its subsidiaries are, from time to time, parties to legal
proceedings and claims which arise in the ordinary course of business. The
Directors do not anticipate that the outcome of these proceedings and claims
will have a material adverse effect on the Group's financial position or on
the results of its operations.

 

10.  Share capital

The allotted, called up and fully paid share capital is made up of 298,568,721
ordinary shares of £0.01 each.

 

Investment in own shares

 

At 30 June 2025, the Company held in the Employee Benefit Trust 5,439,379 (H1
2024: 3,478,654) of its own shares, with a nominal value of £53,849 (H1 2024:
£34,787). The Employee Benefit Trust has waived any entitlement to the
receipt of dividends in respect of its holding of the Company's ordinary
shares. The market value of these shares at 30 June 2025 was £5,051,077 (H1
2024: £5,409,307). In the current period, nil (H1 2024: 1,500,000) were
repurchased and transferred into the Employee Benefit Trust, with 15,000 (H1
2024: 158,650) reissued on exercise of share options.

 

11.  Share-based payments

The Group has a number of equity-settled share-based payment arrangements in
operation, the details of which are disclosed in note 24, on pages 99-101 of
the 2024 Annual Report and Accounts. The schemes were established to reward
and incentivise the senior management team and employees to deliver share
price growth. The charge made in respect of share-based payments is as
follows:

 

 

 

                                                           Unaudited      Unaudited      Audited

                                                           H1 2025        H1 2024        FY 2024

                                                           £'000          £'000          £'000

 LTIP                                                      61             154            26
 Growth Share Plan                                         (11,231)       5,566          9,573
 Share-based payments charge (IFRS 2)                      (11,170)       5,720          9,599
 Employers' tax charge in relation to share awards         8              18             93
 Total (credit)/charge in respect of share-based payments  (11,162)       5,738          9,692

12.  Principal risks and uncertainties

The principal risks and uncertainties impacting the Group are described on
pages 34-37 of the 2024 Annual Report and Accounts and remain applicable at 30
June 2025.

 

They include: reliance on key customers, failure to manage growth, change in
government policy, failure to develop new products, competitor actions,
reliance on third-party technology and communication systems, reputational
risk, dependence on partners, loss of key personnel, supply chain, product
liability, foreign exchange risk, credit risk, business taxation, bid
pricing/key financial terms, cyber security/business interruption,
intellectual property/patents and operating in global markets.

 

Additionally, a further principal risk and uncertainty to the Group includes
ongoing litigation outside of the ordinary course of business in relation the
Buddi Litigation. Further information in relation to the ongoing litigation
can be found in Note 16.

 

13.  Related party transactions

Transactions between the Company and its subsidiaries have been eliminated on
consolidation and therefore not disclosed separately.

 

Other than the remuneration of key management personnel, which comprised the
Directors, the Group's other related party transactions were as follows:

 

£50,000 (H1 2024: £50,000) was paid to TFM Developments Ltd, a company of
which Sara Murray is a director. The transaction related to a license fee paid
in respect of a patent owned by the company, used by the Group as part of its
continuing research and development activities. The facts and circumstances
surrounding the intellectual property in relation to the license fee charged
by TFM Developments Ltd is subject to ongoing litigation, see Note 16.

 

£116,000 (H1 2024: £nil) was paid to Brennan and Partners Limited, a company
controlled by Alexander Brennan, for additional fees payable to Mr Brennan
over and above his normal contracted days for his role as Non-Executive Chair
of the Company. The arrangement ceased on 31 May 2025.

 

The related party transactions for the year ended 31 December 2024 as defined
by International Accounting Standard No 24 'Related Party Disclosures' are
disclosed in note 25 of the Big Technologies plc Annual Report for the year
ended 31 December 2024.

 

14.  Events after the reporting period

 

On 12 September 2025, the Group announced that certain new information had
come to light regarding the conduct of Sara Murray and persons associated with
her that have material adverse implications for the Company's position in the
Buddi Litigation.

 

Notwithstanding that the Group continues to defend the Buddi Litigation, the
Company has concluded that it and Buddi Limited are now unlikely to be able to
successfully defend material elements of the claim in the Buddi Litigation.
However, the Claimants' case is still, in the Company's view, flawed and is
therefore denied on a number of other bases, including in relation to the
extent of the loss of the Claimants and the remedy that may be available to
them. There can be no certainty at this stage as to the precise outcome of the
Buddi Litigation, however the Company would like to achieve a consensual
outcome, if possible on acceptable terms.

 

The Group remains resolved to recover from Sara Murray and others any
liabilities of the Group in relation to the Buddi Litigation.

 

The new information outlined in the 12 September 2025 announcement has
strengthened the Group's position in the SM Proceedings and the Company has
provided draft re-amended particulars of claim to the defendants in the SM
Proceedings on this basis. The Company has nonetheless offered to Sara Murray
and others that the SM Proceedings be addressed through alternative dispute
resolution, as an alternative to what will otherwise be protracted litigation.

 

Following the period end, the Group has incurred £3.1m in legal fees up to 31
August 2025. Of the £3.1m incurred, £1.1m related to the Buddi Litigation
and £2.0m related to the SM Proceedings.

 

 

15.  Reconciliation of alternative performance measures

 

                                                            Unaudited      Unaudited      Audited

                                                            H1 2025        H1 2024        FY 2024

                                                            £'000          £'000          £'000

 Statutory operating (loss) / profit                        (27,136)       2,412          2,220
 Amortisation of acquired intangibles                       233            234            468
 Litigation and associated costs                            42,559         3,097          9,021
 Foreign exchange loss                                      3,996          -              -
 Other exceptional costs                                    671            -              -
 Acquisition related costs                                  358            -              864
 Employer's National Insurance refund                       -              -              (1,076)
 Share-based payments (credit)/expense                      (11,162)       5,738          9,692
 Total adjusting items and share-based payments before tax  36,655         9,069          18,969

 Adjusted operating profit                                  9,519          11,481         21,189

 

16.  Ongoing litigation

 

Litigation outside the ordinary course of business

 

The Buddi Litigation

 

Noting the events after the reporting period set out at Note 14, the Group
continues to defend the Buddi Litigation.

 

On 31 March 2025 the Group announced that, in the context of the Buddi
Litigation, Sara Murray had provided untrue information to the Group and its
lawyers (and the court in providing statements of truth in filed documents) in
relation to her interests in and relationship with, certain former
shareholders of Buddi Limited.

Following the emergence of new information after the reporting period
referenced in Note 14, the Company has concluded that it and Buddi Limited are
now unlikely to be able to successfully defend material elements of the claim
in the Buddi Litigation. However, the Claimants' case is still, in the Group's
view, flawed and is therefore denied on a number of other bases, including in
relation to the extent of the loss of the Claimants and the remedy that may be
available to them. There can be no certainty at this stage as to the precise
outcome of the Buddi Litigation, however the Group would like to achieve a
consensual outcome, if possible on acceptable terms.

The Group remains resolved to recover from Sara Murray and others any
liabilities of the Group in relation to the Buddi Litigation.

 

In the first six months of the year, the Group incurred £1.7m of legal costs
(H1 2024: £1.5m) defending the Buddi Litigation.

 

The SM Proceedings

 

The Group continues to pursue the SM Proceedings, including in respect of Sara
Murray:

 

-     Failing to disclose her interests in, and relationship with, Zinc
Limited, Monitoring Partners Limited, RCP Limited and Romelle Limited (the
"Disputed Companies") and therefore failing to disclose properly the extent of
her interest in the Company at the time of the IPO;

-     Providing untrue information to the Group and its lawyers (and the
Court in providing statements of truth in filed documents) in the Buddi
Litigation, in relation to her interests in and relationships with the
Disputed Companies; and

-     Improperly diverting or extracting significant sums of money
(currently thought to be in excess of £19 million) from the Group to herself
or persons connected with her, including the Disputed Companies.

 

Following the emergence of new information after the reporting period
referenced in Note 14, the Group's position has strengthened in the SM
Proceedings and the Group has provided draft re-amended particulars of claim
to the defendants in the SM Proceedings on this basis. The Company has
nonetheless offered to Sara Murray and others that the SM Proceedings be
addressed through alternative dispute resolution, as an alternative to what
will otherwise be protracted litigation.

 

In the first half of the year, the Group incurred £5.0m (H1 2024: £nil) of
legal costs in respect of pursuing and/or matters associated with the SM
Proceedings. The costs incurred in pursuing the SM proceedings are spent to
recover losses incurred by the Group, including but not limited to, outflows
in respect of the Buddi Litigation, diversion or extraction of the Group's
assets, and costs spent in pursuing the litigation.

 

Undertakings have been provided to the High Court by Sara Murray, TFM
Developments Limited and TFM Inventions Limited agreeing not to dissipate
assets in relation to the SM Proceedings. Undertakings have also been provided
by other current Defendants to the SM Proceedings and/or the trustee of the
Murray Trust to the High Court and/or Guernsey Court.

 

Other ongoing litigation in the ordinary course of business

 

The Company and its subsidiaries are, from time to time, parties to legal
proceedings and claims which arise in the ordinary course of business. The
Directors do not anticipate that the outcome of these proceedings and claims
will have a material adverse effect on the Group's financial position or on
the results of its operations.

 

 

 

 

 

 

17.  Statement of directors' responsibilities

 

The Directors confirm that these condensed interim financial statements have
been prepared in accordance with International Accounting Standard 34,
'Interim Financial Reporting', as adopted by the United Kingdom and that the
interim management report includes a fair review of the information required
by DTR 4.2.7 and DTR 4.2.8, namely:

-     An indication of important events that have occurred during the
first six months and their impact on the condensed set of financial
statements, and a description of the principal risks and uncertainties for the
remaining six months of the financial year; and

-     Material related party transactions in the first six months and any
material changes in the related party transactions described in the last
annual report.

The Directors of Big Technologies plc are listed in the Big Technologies plc
Annual Report for 31 December 2024. A list of current directors is maintained
on the Big Technologies plc website: https://www.buddi.com/investors/
(https://www.buddi.com/investors/)

Copies of this statement are available on the investor relations page of our
website (https://www.buddi.com/investors/ (https://www.buddi.com/investors/) )

By order of the Board

 

 

 

Mike
Johns

Chief Financial Officer

29 September 2025

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