REG - Brave Bison Grp PLC - Interim Results
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RNS Number : 8679Y Brave Bison Group PLC 11 September 2025
The information contained within this announcement is deemed by the Company to
constitute inside information pursuant to Article 7 of EU Regulation 596/2014
as it forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 as amended. Upon the publication of this announcement
via a Regulatory Information Service, this inside information is now
considered to be in the public domain.
11 September 2025
Brave Bison Group plc
("Brave Bison" or the "Company", together with its subsidiaries "the Group")
Interim Results
19% increase in net revenue, 6% increase in Adj. EBITDA
FY25 trading ahead of market expectations
and FY26 expectations upgraded
Five acquisitions including transformational purchase of MiniMBA and
oversubscribed £15.5m fundraising
Brave Bison, the next-generation marketing and technology partner for global
brands, today reports its unaudited interim results for the six months ending
30 June 2025.
Commenting on the results, Oliver Green, Executive Chairman, said:
"We have had a busy 2025 so far. Having not made an acquisition for almost two
years, we have now announced five transactions in 2025 year to date, improving
our competitive position and entering new markets with the acquisition of
MiniMBA. We completed our largest ever fundraising and are delighted to
welcome new shareholders and strategic partners including global media company
News Corp., industry legend Mark Ritson and a number of new institutional
shareholders."
Financial Highlights
Unaudited H1 2025 H1 2024 Change FY24
Net Revenue £12.0m £10.1m +19% £21.3m
Adj. EBITDA ((1)) £2.3m £2.1m +6% £4.5m
Adj. EBITDA Margin 19% 21% (2%) 21%
Adj. Profit Before Tax ((2)) £1.9m £1.8m +2% £3.9m
Adj. Basic EPS ((3)) 0.14p 0.14p (1%) 0.30p
Adj. Basic EPS (pre-consolidation) ((3)) 0.14p 0.14p (1%) 0.30p
Profit Before Tax £0.1m £1.2m (91%) £2.2m
Net Cash excl. Lease Liabilities £3.9m £6.8m (43%) £7.5m
Small apparent errors due to rounding
(1) Adj. EBITDA is defined as earnings before interest, taxation,
depreciation and amortisation, and after adding back acquisition costs,
restructuring costs and share-based payments. Under IFRS16 most of the costs
associated with the Company's property leases are classified as depreciation
and interest, therefore Adj. EBITDA is stated before deducting these costs.
(2) Adj. Profit Before Tax is stated after adding back acquisition costs,
restructuring costs, impairments, amortisation of acquired intangibles and
share-based payments, and is after the deduction of costs associated with
property leases.
(3) Adj. Profit After Tax divided by the weighted average number of
ordinary shares in issue. Pursuant to a share consolidation approved by Brave
Bison shareholders on 14 July 2025, the Company's issued ordinary share
capital was consolidated on a 20 for 1 basis on 15 July 2025
· Net revenue of £12.0m (H1 2024: £10.1m), growth of 19%
year-on-year as a result of acquisitions made during the period and better
than expected trading in Brave Bison's performance and media network divisions
· Adj. EBITDA of £2.3m (H1 2024: £2.1m) and Adj. Profit Before
Tax of £1.9m (H1 2024: £1.8m), a year-on-year increase of 6% and 2%,
respectively
· Adj. EBITDA margin reduced from 21% to 19% year-on-year following
the acquisitions of Engage Digital Partners and The Fifth, both of which were
loss-making at the time of completion but are expected to contribute
positively within 12 months
· Statutory profit before tax of £0.1m (H1 2024: £1.2m).
Exceptional acquisition, restructuring and integration costs totalled £1.5m
(H1 2024: £0.2m), with four acquisitions announced in the period, and a fifth
announced separately today
· Net cash, excluding lease liabilities, of £3.9m at 30 June 2025
(31 December 2024: £7.5m, 30 June 2024: £6.8m). Cash outflow of £3.6m as a
result of acquisitions completed during the period
· Adj. Basic EPS for the period of 0.14p, pre share consolidation
(H1 2024: 0.14p, a 1% decrease year-on-year. Acquisition consideration of
40,000,000 ordinary Brave Bison shares (pre share consolidation) was issued to
News Corp. as part of the acquisition of The Fifth in April 2025, , increasing
the Company's issued ordinary share capital by 3%
· Equity fundraising of £15.5m announced in June 2025 to fund the
acquisition of MiniMBA. Fundraising was oversubscribed at the issue price of
49p per share and was supported by new strategic shareholder Professor Mark
Ritson and both a number of new institutional investors and existing
shareholders alike
· New 3-year revolving credit facility agreed with Barclays,
increasing the facility size to £10m. The facility charges an interest margin
of 1.75% above Base Rate up to 1x net leverage / Adjusted EBITDA, and 1.85%
above Base Rate above 1x. The facility does not have a non-utilisation fee.
Strategic & Operational Highlights
· Transformational acquisition of MiniMBA for £19m from Centaur
Media completed post period end. The purchase price is equivalent to 5.3x
expected MiniMBA EBITDA for FY25
· MiniMBA is a marketing skills and training platform providing
MBA-level education through an online learning portal. Almost 6,000 marketing
professionals take MiniMBA courses every year and the platform has trained
40,000 delegates since inception
· MiniMBA sells directly to marketers through its website, as well
as to enterprise customers looking to upskill their teams including American
Express, McDonald's, Google, British Airways, Nestle and Salesforce
· MiniMBA will form the cornerstone of a new skills and
capabilities practice that will sit alongside, but operate independently from,
Brave Bison's existing marketing and technology services operations. This new
practice will allow Brave Bison to better service CMOs, cementing the Company
as the marketing and technology partner-of-choice for future-focused brands
· Further bolt on acquisitions made in sports marketing and fan
engagement (Engage Digital Partners in December 2024), performance marketing
(Builtvisible in March 2025) and influencer marketing (The Fifth in May 2025)
· Acquisition of The Fifth saw a strategic investment from News
Corp., the global media and information company. News Corp. is now a top 10
shareholder in Brave Bison and a strategic partner for social and influencer
marketing
· Brave Bison has today separately announced the acquisition of
MTM, a commercial strategy and audience insight consultancy, the Company's
fifth acquisition in nine months
· Brave Bison's social and influencer marketing agency SocialChain
appointed global social media agency of record for Primark following a
competitive pitch process
· Substantial new business activity across Brave Bison saw a number
of other wins including Tottenham Hotspur FC, Guiness World Records, Estee
Lauder, EQT, Royal Mail and ATP
· Brave Bison's flagship artificial intelligence product
AudienceGPT was awarded Best Operational Use of AI at the Campaign Tech Awards
in June 2025, beating competition from Unilever and specialist AI companies
Trading Update & Outlook
· As a result of stronger than anticipated trading in the second
half of 2025 and the acquisition of MTM announced separately today, the Board
now expects the Group to exceed current market forecasts for FY25 and
increases Board expectations for FY26((1))
(1) Cavendish Capital Markets research dated 25 June 2025. FY25 net
revenue of £29.2m and adj. EBITDA of £5.7m, FY25 pro-forma net revenue of
£36.5m and adj. EBITDA of £8.1m
For further information please contact:
Brave Bison Group
plc
via Cavendish
Oliver Green, Executive
Chairman
Theo Green, Chief Growth Officer
Philippa Norridge, Chief Financial Officer
Cavendish Capital
Markets
Tel: +44 (0) 20 7220 0500
Nominated Adviser & Broker
Ben Jeynes / Teddy Whiley / Elysia Bough - Corporate Finance
Michael Johnson / Sunila de Silva - ECM
About Brave Bison
Brave Bison is a marketing and technology partner for global brands. With
operations across eight countries including the UK, India, Australia and
Egypt, Brave Bison provides customers with digital services, digital media and
marketing skills training.
The Group operates through two divisions: Digital Services and Digital
Content.
Digital Services comprises the Group's digital marketing operations. Trading
through dedicated brands including Brave Bison (performance media),
SocialChain (social & influencer marketing), Engage (Sport &
Entertainment) and MTM (strategy & insight), the Group works with global
brands and media rights holders across consultancy and execution. Customers
include New Balance, Primark and Google, as well as Formula 1, Real Madrid and
New Zealand Rugby.
Digital Content comprises the Group's operations to monetise digital content
through training and advertising. This division includes the Brave Bison media
network of YouTube, Facebook and Snap channels, as well as MiniMBA, a
marketing skills and training platform that provides MBA-level education
through an online learning portal. Almost 6,000 marketing professionals take
MiniMBA courses every year and the platform has trained 40,000 delegates since
inception. MiniMBA sells directly to marketers through its website, as well as
to enterprise customers looking to upskill their teams including American
Express, McDonald's, Google, British Airways, Nestle and Salesforce.
H1 2025 Financial & Strategic Review
The first half of 2025 has seen significant progress towards our mission of
becoming the marketing and technology partner of choice for global brands. We
have improved our competitive position through several targeted bolt-on
acquisitions, as well as entered new markets through the acquisition of
MiniMBA.
We have also diversified our capital base and welcomed a raft of new
shareholders; strategic in the form of global media company News Corp. and
marketing professor Mark Ritson, as well as a number of institutional
investors.
Trading Summary
Trading in the first half of 2025 was in-line with expectations. Brave Bison
reported Net Revenue of £12.0m (H1 2024: £10.1m), growth of 19%
year-on-year, Adj. EBITDA of £2.3m (H1 2024: £2.1m) and Adj. Profit Before
Tax of £1.9m (H1 2024: £1.8m).
Net revenue growth was primarily driven by acquisitions made during the
period, as well as a healthy trading in the Company's performance marketing
and media network divisions. Towards the end of the period SocialChain
announced that it had been appointed as global social media agency of record
for Primark. This appointment follows a competitive pitch against a number of
network and independent competitors, and is expected to be a multi-year
agreement. Additionally, new engagements were won with Tottenham Hotspur FC,
Guiness World Records, ATP, EQT and EA Games across the business.
Brave Bison's flagship artificial intelligence product AudienceGPT was awarded
Best Operational Use of AI at the Campaign Tech Awards in June 2025, beating
competition from Unilever and specialist AI companies. AudienceGPT uses large
language models to create AI personas - silicon audiences - that mirror real
life consumers with 90th percentile accuracy, providing a window into customer
behaviour that can be accessed instantly. Uptake from existing clients has
been strong, and our reputation as a leading-edge performance media house is
driving new business enquiries.
Adj. EBITDA margin reduced from 21% to 19% year-on-year as a result of the
consolidation of two loss-making acquisitions: Engage Digital Partners and The
Fifth. Both Engage and The Fifth have now been substantially restructured and
are expected to contribute positively in H2 2025 having been integrated into
the Brave Bison operating platform.
Statutory profit before tax of £0.1m (H1 2024: £1.2m) showed a significant
reduction year-on-year. The primary driver for this is the exceptional costs
associated with the acquisitions announced in the period. Acquisition costs,
primarily relating to due diligence costs, fundraising costs and other
professional fees totalled £1.0m (H1 2024: £33k) and restructuring costs,
primarily relating to employment costs for terminated employees, expiring
software licenses costs and redundant property costs totalled £0.5m (H1 2024:
£0.2m). Amortisation of acquired intangibles was £0.2m (H1 2024: £0.2m) and
share-based payments was £0.1m (H1 2024: £0.2m), both non-cash items and
broadly consistent with prior years.
An analysis of the profit before tax is shown below:
£'000 H1 FY25 H1 FY24
Adj. EBITDA 2,250 2,127
Finance income 83 128
Finance costs (108) (96)
Depreciation (366) (333)
Adj. Profit Before Tax 1,859 1,826
Adjusting Items:
Acquisition Costs 991 33
Restructuring Costs 511 193
Amortisation of Acquired Intangibles 188 194
Share Based Payments 65 230
Profit Before Tax 104 1,176
Net cash, excluding lease liabilities, at the period end was £3.9m (31
December 2024: £7.5m, 30 June 2024: £6.8m). Cash outflow of £3.6m was the
result of £1.9m in acquisition payments, alongside the unwinding of
liabilities on acquired balance sheets.
Existing lender Barclays agreed to increase the size of the Company's
revolving credit facility from £3m to £10m to finance the acquisition of
MiniMBA. Reflecting Brave Bison's increased creditworthiness, the interest
margin on the facility reduced from 2.75% over Base Rate to 1.75% over Base
Rate.
Bolt-on Acquisitions
In January 2025, Brave Bison announced the completion of the acquisition of
Engage Digital Partners, a sports marketing and fan engagement business that
works with world's largest sports brands including Formula 1, ICC, Real Madrid
and New Zealand Rugby. The acquisition of Engage significantly enhances Brave
Bison's offering for rights holders and sports federations, and a number of
cross selling opportunities have already been realised. Engage also benefits
from a global workforce, including a 40-person operation in Bangalore, India,
which is now being leveraged across Brave Bison and SocialChain to increase
profit margin for creative services work.
The second acquisition of the period was Builtvisible, completing in March
2025. Builtvisible was established in 2009 and has grown into a leading
performance marketing agency specialising in organic performance strategies
through the use of search engine optimisation to drive outcomes for clients
including Aviva, Avis, Icelandair, Specsavers and Very Group. Builtvisible has
been integrated into Brave Bison's performance operations and will cease to
trade under a separate brand from 2026.
In April 2025, Brave Bison acquired The Fifth, the influencer marketing
division of News Corp., the global media and information company. The Fifth
was founded in 2019 and delivers influencer marketing, social strategy and
end-to-end creator-led campaigns for brands including YouTube, Disney+, UKTV,
FOX Entertainment, The Times, TSB and SamsungTV. As part of the transaction,
News Corp. has become a top 10 shareholder in Brave Bison will continue to
work with SocialChain as influencer marketing partner.
Brave Bison has today separately announced the entry of binding agreements for
the bolt-on acquisition of MTM, a strategy and insights consultancy. Customers
include global technology and media companies such as Google, Figma, Saumsing
and Spotify, as well as sports rights holders including Formula 1 and ECB.
MiniMBA
In June 2025, Brave Bison announced the transformational acquisition of
MiniMBA from Centaur Media plc. MiniMBA is a marketing skills and training
platform that provides MBA-level education through an online learning portal.
Almost 6,000 marketing professionals take MiniMBA courses every year and the
platform has trained 40,000 delegates since inception. MiniMBA sells directly
to marketers through its website, as well as to enterprise customers looking
to upskill their teams including American Express, McDonald's, Google, British
Airways, Nestle and Salesforce.
MiniMBA courses are taught by prize-winning business school professor Mark
Ritson (ex-MIT Sloan, London Business School and University of Melbourne).
Mark Ritson will continue to teach MiniMBA courses post-completion and has
become a top 10 shareholder in Brave Bison as part of a substantial equity
investment.
MiniMBA will form the cornerstone of a new skills and capabilities practice
that will sit alongside, but operate independently from, Brave Bison's
existing marketing and technology services operations. This new practice will
allow Brave Bison to better service CMOs, cementing the Company as the
marketing and technology partner-of-choice for future-focused brands.
In order to finance the acquisition, Brave Bison announced a £15.5m equity
fundraising at an issue price of 49p per share, representing a 4% discount to
the undisturbed share price. The fundraising was oversubscribed and was well
supported by existing shareholders, new institutional investors and Mark
Ritson, founder of MiniMBA, who has, together with future investment,
committed £4.0m.
Outlook
Based on progress to date, 2025 looks to be a transformational year for Brave
Bison. Our competitive position as a marketing and technology partner for
global brands is stronger than ever, and pro-forma revenues have more than
doubled as we enter new markets and double-down on our strongest business
units.
The acquisition of MiniMBA represents our largest ever investment in growth
and we look forward to updating shareholders on further progress.
On behalf of the Board
Oliver Green
Chairman
10 September 2024
BRAVE BISON GROUP PLC
CONDENSED CONSOLIDATED INCOME STATEMENT AND CONSOLIDATED STATEMENT OF
COMPREHENSIVE INCOME
For the six months ended 30 June 2025
(unaudited) (unaudited) (audited)
6 months to 6 months to Year to 31
Note 30 June 30 June December
2025 2024 2024
£000's £000's £000's
Revenue 3 17,799 15,582 32,828
Cost of sales (5,758) (5,459) (11,487)
Gross profit 12,041 10,123 21,341
Administration expenses (11,912) (8,979) (19,446)
Operating (loss)/profit 129 1,144 1,895
Finance income 83 128 252
Finance costs (108) (96) (195)
Profit(loss) before tax 104 1,176 1,952
Analysed as
Adjusted EBITDA 2,250 2,127 4,491
Finance income 83 128 252
Finance costs (108) (96) (195)
Depreciation (366) (333) (644)
Adjusted profit before tax 1,859 1,826 3,904
Restructuring costs (511) (193) (927)
Acquisition costs (991) (33) (255)
Amortisation of acquired intangibles (188) (194) (387)
Equity settled share based payments (65) (230) (383)
Profit/(loss) before tax 104 1,176 1,952
Income tax credit 43 43 309
Profit/(loss) attributable to equity holders of the parent 147 1,219 2,261
Statement of Comprehensive Income
Profit/(loss) for the period/year 147 1,219 2,261
Items that may be reclassified subsequently to profit or loss
Exchange gain/(loss) on translation of foreign subsidiaries 41 (9) (9)
Total comprehensive profit/(loss) for the period/year attributable to owners 2,252
of the parent
188 1,210
Profit per share (basic and diluted)
Basic profit/(loss) per ordinary share (pence) 5 0.01p 0.09p 0.18p
Diluted profit/(loss) per ordinary share (pence) 5 0.01p 0.09p 0.16p
Adjusted basic operating earnings per ordinary share (pence) 5 0.14p 0.14p 0.30p
Adjusted diluted operating earnings per ordinary share (pence) 5 0.13p 0.13p 0.28p
BRAVE BISON GROUP PLC
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2025
(unaudited) (unaudited) (audited)
Note At At At 31
30 June 30 June December 2024
2025 2024
£000's £000's £000's
Non-current assets
Intangible assets 6 21,396 12,467 12,274
Property, plant and equipment 7 1,800 2,176 1,962
Deferred tax asset 2,432 2,183 2,426
25,628 16,826 16,662
Current assets
Trade and other receivables 8,837 7,389 8,434
Cash and cash equivalents 4,160 6,889 7,603
12,997 14,278 16,037
Current liabilities
Trade and other payables (11,786) (8,333) (8,741)
Contingent acquisition liabilities <1 year 11 (227) - -
Bank loans <1 year 12 (182) (19) (19)
Lease liabilities 9 (342) (211) (249)
(12,537) (8,563) (9,009)
Non-current liabilities
Lease liabilities 9 (1,259) (1,605) (1,463)
Deferred tax liability (599) (632) (596)
Contingent acquisition liabilities >1 year 11 (319) - -
Bank loan >1 year 12 (107) (110) (116)
Other liabilities (67) - -
Provisions for liabilities (14) (159) (224)
(2,365) (2,506) (2,399)
Net assets 23,723 20,035 21,291
Equity
Share capital 8 1,334 1,288 1,292
Share premium 971 89,095 -
Capital redemption reserve - 6,660 -
Merger reserve (24,060) (24,060) (24,060)
Merger relief reserve - 62,624 -
Distributable reserve 158,169 - 158,436
Retained deficit (112,888) (115,728) (114,533)
Translation reserve 197 156 156
Total equity 23,723 20,035 21,291
BRAVE BISON GROUP PLC
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
For the six months ended 30 June 2025
(unaudited) (unaudited) (audited)
6 months to 6 months to Year to 31
30 June 2025 30 June 2024 December 2024
£000's £000's £000's
Operating activities
Profit/(loss) before tax 104 1,176 1,952
Adjustments:
Depreciation, amortisation and impairment 554 527 1,031
Finance income (83) (128) (252)
Finance costs 108 96 195
Share based payment charges 65 230 383
(Increase)/decrease in trade and other receivables 1,528 (866) (1,261)
(Decrease)/increase in trade and other payables (4,038) (885) (418)
Tax (paid)/received 30 - (7)
Cash inflow/(outflow) from operating activities (1,732) 150 1,623
Investing activities
Acquisition of subsidiaries (1,940) - -
Net cash acquired on acquisition 39 - -
Loan granted on acquisition exchange 650 - (650)
Purchase of property, plant and equipment (67) (70) (167)
Interest received 83 128 252
Cash inflow/(outflow) from investing activities (1,235) 58 (565)
Cash flows from financing activities
Issue of share capital 21 - 61
Interest paid (108) (96) (195)
Dividends paid (267) - -
Repayment of borrowings (53) (24) (18)
Repayment of lease liability (111) (110) (214)
Cash (outflow)/inflow from financing activities (518) (230) (366)
Net change in cash and cash equivalents (3,484) (22) 692
Movement in net cash
Cash and cash equivalents, beginning of period 7,603 6,920 6,920
(Decrease)/increase in cash and cash equivalents (3,484) (22) 692
Movement in foreign exchange 41 (9) (9)
Cash and cash equivalents, end of period 4,160 6,889 7,603
BRAVE BISON GROUP PLC
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six months ended 30 June 2025
Share Capital redemption Distributable Reserves Retained Total
Share premium Reserve Merger Reserve Merger relief Reserve Translation deficit equity
Capital Reserve
£000's £000's £000's £000's £000's £000's £000's £000's £000's
At 1 January 2024 (audited) 1,288 89,095 6,660 (24,060) 62,624 165 - (117,177) 18,595
Shares issued during the period - - - - - - - - -
Equity settled share based payments - - - - - - - 230 230
Transactions with owners - - - - - - - 230 230
Other Comprehensive Income
Profit and total comprehensive income for the period - - - - - (9) - 1,219 1,210
At 30 June 2024 (unaudited) 1,288 89,095 6,660 (24,060) 62,624 156 - (115,728) 20,035
At 1 January 2024 (audited) 1,288 89,095 6,660 (24,060) 62,624 165 - (117,177) 18,595
Shares issued during the year 4 57 - - - - - - 61
Equity settled share based payments - - - - - - - 383 383
Capital Restructure - (89,152) (6,660) - (62,624) - 158,436 - -
Transactions with owners 4 (89,095) (6,660) - (62,624) - 158,436 383 444
Other Comprehensive Income
Profit and total comprehensive income for the period - - - - - (9) - 2,261 2,252
At 31 December 2024 (audited) 1,292 - - (24,060) - 156 158,436 (114,533) 21,291
At 1 January 2025 (audited) 1,292 - - (24,060) - 156 158,436 (114,533) 21,291
Shares issued during the period 42 971 - - - - - - 1,013
Equity settled share based payments - - - - - - - 65 65
Equity capital contribution - - - - - - - 1,433 1,433
Dividends - - - - - - (267) - (267)
Transactions with owners 42 971 - - - - (267) 1,498 2,244
Other Comprehensive Income
Profit and total comprehensive income for the period - - - - - 41 147 188
At 30 June 2025 (unaudited) 1,334 971 - (24,060) - 197 158,169 (112,888) 23,723
BRAVE BISON GROUP PLC
NOTES TO THE UNAUDITED INTERIM FINANCIAL STATEMENTS
For the six months ended 30 June 2025
1 General information
The information for the year ended 31 December 2024 does not constitute
statutory accounts as defined in section 435 of the Companies Act 2006. A
copy of the statutory accounts has been delivered to the Registrar of
Companies. The auditors reported on those accounts: their report was
unqualified, did not draw attention to any matters by way of emphasis and did
not contain a statement under section 498 (2) or (3) of the Companies Act
2006. The interim financial statements have not been audited or reviewed by
the Group's auditor.
2 Accounting policies
Basis of preparation
The annual financial statements of Brave Bison Group plc are prepared in
accordance with IFRS as adopted by the European Union. The condensed set of
financial statements included in this half yearly report has been prepared in
accordance with International Accounting Standard 34 "Interim Financial
Reporting", as adopted by the European Union.
The interim statement has been prepared on a going concern basis, which
assumes that the Group will be able to meet its liabilities for the
foreseeable future. The Group is dependent for its working capital
requirements on cash generated from operations, cash holdings and from equity
markets. The cash holdings of the Group at 30 June 2025 were £4.2 million.
The Directors have prepared detailed cash flow projections ("the Projections")
which are based on their current expectations of trading prospects. The board
forecasts that the Group will achieve positive cash inflows in the second half
of 2025 and 2026. Accordingly, the Directors have concluded that it is
appropriate to continue to adopt the going concern basis in preparing these
financial statements. The Directors are confident that the Group's forecasts
are achievable and are committed to taking any actions available to them to
ensure that any shortfall in forecast revenues is mitigated by cost savings.
The Directors also continue to maintain rolling forecasts which are regularly
updated.
Significant accounting policies
The accounting policies applied by the Group in this condensed set of
consolidated financial statements are the same as those applied by the Group
in its consolidated financial statements as at and for the year ended 31
December 2024.
Other pronouncements
Other accounting pronouncements which have become effective from 1 January
2025 and therefore have been adopted do not have a significant impact on the
Group's financial results or position.
3 Segment reporting
The Group has identified two geographic areas (United Kingdom & Europe and
Rest of the world) and the information is presented based on the customers'
location.
Geographic reporting
The information is presented based on the customers' location.
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
£000's £000's £000's
United Kingdom & Europe 15,179 14,141 29,862
Rest of the World 2,620 1,441 2,966
Total Revenue 17,799 15,582 32,828
The Group identifies two revenue streams, Media and Technology and Content.
The analysis of revenue by each stream is detailed below.
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
Revenue £000's £000's £000's
Media and Technology 8,595 6,423 12,623
Content 9,204 9,159 20,205
Total revenue 17,799 15,582 32,828
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
Gross profit £000's £000's £000's
Media and Technology 6,534 5,312 10,331
Content 5,507 4,811 11,010
Total gross profit 12,041 10,123 21,341
Timing of revenue recognition
The following table includes revenue from contracts disaggregated by the
timing of recognition.
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
£000's £000's £000's
Products and services transferred at a point in time 4,844 4,333 8,659
Products and services transferred over time 12,955 11,249 24,170
Total revenue 17,799 15,582 32,828
4 Restructuring
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
£000's £000's £000's
Restructuring costs 511 193 927
Restructuring costs in 2024 relate to termination payments and legal costs for
the closure of our US office, unused property leases acquired with
SocialChain, duplicated IT contracts now replaced, restructuring costs in
relation to our Commerce division, corporate reorganisation costs and
professional fees associated with reduction in capital. Restructuring costs in
2025 relate to unused property leases acquired with Builtvisible, duplicate IT
contracts now replaced, and termination payments in relation to staff
restructuring as a result of the recent acquisitions.
5 Earnings per share
Both the basic and diluted earnings per share have been calculated using the
profit after tax attributable to shareholders of Brave Bison Group plc as the
numerator, i.e. no adjustments to profits were necessary in 2024 or 2025. The
calculation of the basic earnings per share is based on the profit
attributable to ordinary shareholders divided by the weighted average number
of shares in issue during the year.
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
Weighted average number of ordinary shares 1,304,201,958 1,288,147,280 1,289,619,958
Dilution due to share options 103,595,276 91,483,392 81,300,060
Total weighted average number of ordinary shares 1,407,797,234 1,379,630,672 1,370,920,018
Basic profit/(loss) per ordinary share (pence) 0.01p 0.09p 0.18p
Diluted profit/(loss) per ordinary share (pence) 0.01p 0.09p 0.16p
Adjusted basic profit per ordinary share (pence) 0.14p 0.14p 0.30p
Adjusted diluted profit per ordinary share (pence) 0.13p 0.13p 0.28p
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
£000's £000's £000's
Profit/(loss) for the year attributable to ordinary shareholders 147 1,219 2,261
Equity settled share based payments 65 230 383
Restructuring costs 511 193 927
Acquisition costs 991 33 255
Impairment charge - - -
Amortisation of acquired intangibles 188 194 387
Tax credit (43) (43) (309)
Adjusted operating profit for the period attributable to the equity 1,859 1,826 3,904
shareholders
6 Intangible Assets
Goodwill Online Channel Content Technology Customer Relation-ships Total
Brands
£000's £000's £000's £000's £000's £000's
Cost
At 30 June 2024 45,177 2,034 5,213 1,119 22,020 75,563
Additions - - - - - -
Reallocation of Goodwill - - - - - -
At 31 December 2024 45,177 2,034 5,213 1,119 22,020 75,563
Additions 9,310 - - - - 9,310
At 30 June 2025 54,487 2,034 5,213 1,119 22,020 84,873
Amortisation and impairment
At 30 June 2024 35,075 2,008 5,213 858 19,942 63,096
Charge for the period - 16 - 37 140 193
Impairment charge - - - - - -
At 31 December 2024 35,075 2,024 5,213 895 20,082 63,289
Charge for the period - 10 - 37 141 188
At 30 June 2025 35,075 2,008 5,213 858 19,942 63,096
Net Book Value
At 30 June 2024 10,102 26 - 261 2,078 12,467
At 31 December 2024 10,102 10 - 224 1,938 12,274
At 30 June 2025 19,412 - - 187 1,797 21,396
7 Property, plant and equipment
Right of Use asset Leasehold Improvement Computer Equipment Fixtures & Total
Fittings
£000's £000's £000's £000's £000's
Cost
At 30 June 2024 1,900 356 452 31 2,739
Additions - 50 47 - 97
At 31 December 2024 1,900 406 499 31 2,836
Additions - 2 65 - 67
Acquisition of subsidiary - - 120 17 137
At 30 June 2025 1,900 408 684 48 3,040
Depreciation and impairment
At 30 June 2024 213 101 233 16 563
Charge for the period 200 44 62 5 311
At 31 December 2024 413 145 295 21 874
Charge for the period 199 62 95 10 366
At 30 June 2025 612 207 390 31 1,240
Net Book Value
At 30 June 2024 1,687 255 219 15 2,176
At 31 December 2024 1,487 261 204 10 1,962
At 30 June 2025 1,288 201 294 17 1,800
Included in the net carrying amount of property, plant and equipment are
right-of-use assets as follows:
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
£000's £000's £000's
Right-of-use-asset 1,288 1,687 1,487
Total right-of-use asset 1,288 1,687 1,487
8 Share capital
At 30 June 2025
Ordinary share capital
Number £000's
Ordinary shares of £0.001 1,333,585,397 1,334
Total ordinary share capital of the Company 1,334
Rights attributable to ordinary shares
The holders of ordinary shares are entitled to receive notice of and attend
and vote at any general meeting of the Company.
9 Leases
Lease liabilities are presented in the statement of financial position as
follows:
(unaudited) (unaudited) (audited)
At At At 31
30 June 30 June December 2024
2025 2024
£000's £000's £000's
Current 343 211 249
Non-current 1,259 1,605 1,463
1,602 1,816 1,712
With the exception of short-term leases and leases of low-value underlying
assets, each lease is reflected on the balance sheet as a right-of-use asset
and a corresponding lease liability.
The table below describes the nature of the Group's leasing activities by type
of right-of-use asset recognised on the statement of financial position:
No. of right-of-use assets leased Range of remaining term Average remaining lease term No. of leases with extension options No. of leases with termination options
Office building 3 1 - 4.5 years 2.25 years - -
The lease liabilities are secured by the related underlying assets. Future
minimum lease payments at 30 June 2025 were as follows:
Within one year One to five Total
years
£000's £000's £000's
Lease payments 476 1,458 1,934
Finance charges (133) (325) (458)
Net present values 343 1,133 1,476
The Group does not have any liabilities for short term leases.
At 30 June 2025 the Group had not committed to any leases which had not yet
commenced excluding those recognised as a lease liability.
10 Financial Instruments
(unaudited) (unaudited) (audited)
Categories of financial instruments As at 30 As at 30 As at 31
June June December
2025 2024 2024
£000's £000's £000's
Financial assets at amortised cost
Trade and other receivables 9,958 5,975 9,473
Cash and bank balances 4,160 6,889 7,603
13,918 12,864 17,076
Financial liabilities at amortised cost
Trade and other payables 10,923 6,588 8,146
Lease liabilities 1,601 1,816 1,712
Bank Loans 289 129 135
12,813 8,533 9,993
Brave Bison categorises all financial assets and liabilities as level 1 for
fair value purposes which means they are valued using quoted prices
(unadjusted) in active markets for identical assets or liabilities.
11 Contingent Acquisition Liabilities
The terms of an acquisition may provide that the value of the purchase
consideration, which may be payable in cash or shares or other securities at a
future date, depends on uncertain future events such as the future performance
of the acquired company. The Directors estimate that the liability for
payments that may be due is as follows:
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
£000's £000's £000's
Acquisition obligations <1 year 227 - -
Acquisition obligations >1 year 319 - -
546 - -
12 Bank Loans
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
£000's £000's £000's
Loan <1 year 182 19 19
Loan >1 year 107 110 116
289 129 135
The Group's previous £3m RCF with an interest margin of 2.75% over Base Rate
has been replaced by a £10m RCF with an interest margin of between 1.75% and
1.85% over Base Rate, depending on the leverage ratio. The RCF has a 3 year
term, however the amount of the facility will reduce to £5m after the first
year. The facility remains undrawn at the period end. The Group has a
Bounce Back Loan Agreement which is due to be fully repaid in 2026. The
repayment amount and timing of each instalment is based on a fixed interest
rate of 2.5% payable on the outstanding principal amount of the loan and
applicable until the final repayment date. This loan is unsecured. The Group
also has a U.S. Small Business Administration loan which was acquired as part
of the SocialChain acquisition which is due to be fully repaid in 2050. The
repayment amount and timing of each instalment was based on a fixed interest
rate of 3.75% per annum payable on the outstanding principal amount of the
loan and applicable until the final repayment date. The Group also has a
Coronavirus Business Interruption Loan ("CBIL") which was acquired as part of
the Builtvisible acquisition which is due to be fully repaid in 2026. The
repayment amount and timing of each instalment is based on a fixed interest
rate of 4.35% per annum payable on the outstanding principal amount of the
loan and applicable until the final repayment date.
13 Transactions with Directors and other related parties
Oliver Green and Theodore Green are directors and shareholders in Tangent
Marketing Services Limited and directors of The Printed Group Limited.
Tangent Marketing Services and The Printed Group both rent office space from
Brave Bison at its London headquarters.
Tangent Marketing Services pays Brave Bison a salary recharge for certain
employees in the HR, IT and facilities departments.
The Printed Group is a client of Brave Bison, whereby Brave Bison provides
search engine optimisation services to The Printed Group.
All related party transactions are undertaken on an arms-length basis and are
approved beforehand by the Group's independent directors. A copy of the
Group's related party policy is available at bravebison.com/investors.
Transactions with associates and related parties during the period were:
(audited)
(unaudited) (unaudited) 12 months
6 months ended 6 months ended ended 31
June 2025 June 2024 December
2024
£000's £000's £000's
Amounts charged to Tangent Marketing Services Limited by Brave Bison
Recharge for HR related salary 21 18 35
Recharge for IT related salary - 9 9
Recharge for facility staff salary 4 5 10
Recharge for other expenses - 1 1
Charge for marketing related costs - 8 8
Charge for property related costs 38 38 77
Charge for client related work 10 3 58
Charge for IT related costs - - -
Recharge of other staff costs - - -
73 82 198
Amounts charged to Brave Bison by Tangent Marketing Services Limited
Charge for client related work 15 - -
15 - -
Amounts charged to The Printed Group Limited by Brave Bison
Charge for property related costs 19 19 38
Charge for client related work 10 52 66
29 71 104
(unaudited) (unaudited) (audited)
6 months to 6 months to Year to 31
30 June 2025 30 June 2024 December 2024
£000's £000's £000's
Amounts owed to Tangent Marketing Services Limited 18 - -
Amounts owed by Tangent Marketing Services Limited 12 24 89
Amounts owed by The Printed Group Limited 3 9 1
14 Acquisitions
On 3 January 2025, the Company acquired the entire issued share capital of
Engage Digital Partners Limited ("Engage"). The consideration was financed by
existing cash balances. Engage is a global sports marketing company that
works with the world's largest sports brands and federations including Formula
1, ICC, Real Madrid and New Zealand Rugby.
The provisional fair value of the assets acquired and liabilities assumed were
as follows:
Book value Fair value adjustments Fair value
£000's £000's £000's
Goodwill 3,420 - 3,420
Tangible Assets 106 - 106
Trade and other receivables 1,372 - 1,372
Cash and cash equivalents 465 - 465
Current Liabilities (4,510) - (4,510)
Non-current liabilities (192) - (192)
Deferred tax (29) - (29)
632 - 632
The consideration for the acquisition is as follows:
£000's
Initial cash consideration 44
Equity consideration 588
Deferred contingent cash consideration -
632
The company acquired the entire issued share capital of Engage for an initial
cash payment of £0.04m, contingent equity consideration of up to £2m and
deferred contingent cash consideration of up to £6.5m over 3 years subject to
performance conditions.
The fair value of the financial assets includes trade and other receivables
with a fair value of £1.4 million and a gross contractual value of £1.4
million. The best estimate at acquisition date of the contractual cash flows
not to be collected is £0.0 million. The goodwill represents the acquired
accumulated workforce and the synergies expected from integrating Engage into
the Group's existing business. The Group has carried out an interim fair
value adjustment exercise and will be completing a full exercise within the
one year measurement period from the date of the acquisition in accordance
with IFRS3, and alongside the completion of the integration. At the interim
valuation stage the Group has not been able to reliably estimate the fair
value of acquired intangibles and therefore the excess of consideration over
fair value of other identifiable assets and liabilities has been allocated to
goodwill. Once the full valuation exercise has been completed additional
intangible assets may be recognised separately from goodwill.
Engage contributed £2.6 million revenue and £0.0 million to the Group's
profit for the period between the date of acquisition and the reporting date.
On 26 March 2025, the Company acquired the entire issued share capital of
Builtvisible Holdings Limited ("Builtvisible"). The consideration was financed
by existing cash balances. Builtvisible was established in 2009 and has
grown into a leading performance marketing agency specialising in organic
performance strategies through the use of search engine optimisation to drive
outcomes for clients including Aviva, Avis, Icelandair, Specsavers and Very
Group.
The provisional fair value of the assets acquired and liabilities assumed were
as follows:
Book value Fair value adjustments Fair value
£000's £000's £000's
Goodwill 3,643 - 3,643
Tangible Assets 32 - 32
Trade and other receivables 463 - 463
Cash and cash equivalents 225 - 225
Current Liabilities (785) - (785)
Non-current liabilities (207) - (207)
Deferred tax (10) - (10)
3,359 - 3,359
The consideration for the acquisition is as follows:
£000's
Initial cash consideration 1,512
Deferred guaranteed cash consideration 1,009
Deferred contingent cash consideration 461
Equity consideration 256
Completion accounts adjustment 121
3,359
The company acquired the entire issued share capital of Builtvisible for an
initial cash consideration of £1.5 million, deferred cash consideration of
£1m payable over 18 months, deferred contingent cash consideration of up to
£0.5m payable over 2 years, and contingent equity consideration of up to
approximately £0.5m based on the share price at the date of acquisition.
The fair value of the financial assets includes trade and other receivables
with a fair value of £0.5 million and a gross contractual value of £0.5
million. The best estimate at acquisition date of the contractual cash flows
not to be collected is £0.0 million. The goodwill represents the acquired
accumulated workforce and the synergies expected from integrating Builtvisible
into the Group's existing business. The Group has carried out an interim
fair value adjustment exercise and will be completing a full exercise within
the one year measurement period from the date of the acquisition in accordance
with IFRS3, and alongside the completion of the integration. At the interim
valuation stage the Group has not been able to reliably estimate the fair
value of acquired intangibles and therefore the excess of consideration over
fair value of other identifiable assets and liabilities has been allocated to
goodwill. Once the full valuation exercise has been completed additional
intangible assets may be recognised separately from goodwill.
Builtvisible contributed £1.1 million revenue and £0.2 million to the
Group's profit for the period between the date of acquisition and the
reporting date.
On 8 May 2025, the Company acquired the entire issued share capital of The
Fifth Limited ("The Fifth"). The consideration was financed by existing cash
balances. The Fifth is an award-winning influencer marketing agency,
previously owned by News UK. It was founded in 2019 and delivers influencer
marketing, social strategy, and end-to-end creator-led campaigns for brands
including YouTube, Disney+, UKTV, FOX Entertainment, The Times, and Samsung
TV.
The provisional fair value of the assets acquired and liabilities assumed were
as follows:
Book value Fair value adjustments Fair value
£000's £000's £000's
Goodwill 1,660 - 1,660
Tangible Assets - - -
Trade and other receivables 96 - 96
Cash and cash equivalents - - -
Current Liabilities (446) - (446)
Non-current liabilities - - -
Deferred tax - - -
1,310 - 1,310
The consideration for the acquisition is as follows:
£000's
Initial cash consideration 225
Equity consideration 1,000
Deferred contingent cash consideration 85
1,310
The company acquired the entire issued share capital of The Fifth for an
initial cash consideration of £0.2 million, equity consideration of £1m and
a deferred contingent cash consideration of up to £6m based on profits
generated over the next three years.
The condensed consolidated Statement of Comprehensive Income includes £0.04
million of acquisition costs.
The fair value of the financial assets includes trade and other receivables
with a fair value of £0.1 million and a gross contractual value of £0.1
million. The best estimate at acquisition date of the contractual cash flows
not to be collected is £0.0 million. The goodwill represents the acquired
accumulated workforce and the synergies expected from integrating The Fifth
into the Group's existing business. The Group has carried out an interim
fair value adjustment exercise and will be completing a full exercise within
the one year measurement period from the date of the acquisition in accordance
with IFRS3, and alongside the completion of the integration. At the interim
valuation stage the Group has not been able to reliably estimate the fair
value of acquired intangibles and therefore the excess of consideration over
fair value of other identifiable assets and liabilities has been allocated to
goodwill. Once the full valuation exercise has been completed additional
intangible assets may be recognised separately from goodwill.
The Fifth contributed £0.8 million revenue and £0.03 million to the Group's
profit for the period between the date of acquisition and the reporting date.
The condensed consolidated Statement of Comprehensive Income includes £1.0m
of acquisition costs
15 Post Balance Sheet Events
On 18(th) July 2025, the Company acquired the entire issued share capital of
The Mini Training Company Limited ("MiniMBA"). The consideration was funded
by drawing down £6 million from the £10 million revolving credit facility
with Barclays, alongside a raise of £13.5 million by way of an oversubscribed
placing and subscription. MiniMBA is a marketing skills and training
platform that provides MBA-level education through an online learning
portal. MiniMBA sells directly to marketers through its website, as well as
to enterprise customers looking to upskill their teams including American
Express, McDonald's, Google, British Airways, Nestle and Salesforce.
The provisional fair value of the assets acquired and liabilities assumed were
as follows:
Book value Fair value adjustments Fair value
£000's £000's £000's
Goodwill 18,202 - 18,202
Intangible Assets 753 - 753
Trade and other receivables 146 - 146
Cash and cash equivalents 1,387 - 1,387
Current Liabilities (2,255) - (2,255)
Non-current liabilities - - -
Deferred tax - - -
18,233 - 18,233
It is noted however that the completion balance sheet has not yet been
prepared and agreed so these numbers are expected to be amended once that
process is completed. At this stage the Group has not been able to reliably
estimate the fair value of acquired intangibles, and therefore the excess of
consideration over fair value of other identifiable assets and liabilities has
been allocated to goodwill. Once the full valuation exercise has been
completed additional intangible assets may be recognised separately from
goodwill.
The consideration for the acquisition is as follows:
£000's
Initial cash consideration 18,233
18,233
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