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REG - Celebrus Tech - Final Results for the year ended 31 March 2025

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RNS Number : 0708Q  Celebrus Technologies PLC  08 July 2025

08 July 2025

Celebrus Technologies plc

 

Final Results for the year ended 31 March 2025

 

Celebrus Technologies plc (AIM: CLBS, "the Group", "Celebrus"), the data
solutions provider, announces its final results for the year ended 31 March
2025.

 

Financial Highlights

·    The Group results are presented in US Dollars for the first time.

·    From 1 April 2025, the Group is introducing a number of changes to
its  commercial contractual arrangements with customers which will impact
accounting for contracts including the definition of cost of sales, the
segmentation of revenue type and the move to straight line revenue recognition
of future license revenues.

·    Annual recurring revenue* (ARR) up 13.9% to $18.8 million (31 March
2024 restated: $16.5 million), as calculated under the new definition.

·    Total Revenue of $38.7 million (FY24: $40.9 million), with Software
Revenue (excluding third-party hardware) of $30.3 million (FY24: $27.7
million), an increase of 9.4%.

·    Gross profit margin of 61.9% (FY24: 52.9%) due to a lower proportion
of lower margin third party hardware revenue. Software revenue gross margin of
75.0% (FY24: 72.8%).

·    Adjusted profit before tax** of $8.7 million (FY24: $7.6 million),
and statutory profit before tax of $7.3 million (FY24: $7.0 million)

·    Adjusted diluted EPS of 18.24 cents (FY24: 13.39 cents) and diluted
basic EPS of 15.78 cents (FY24: 12.27 cents)

·    Proposed final dividend of 2.32p (FY24: 2.23p), making a total
dividend for the year of 3.27p (FY24: 3.15p), an increase of 3.8%.

·    Year-end cash position of $31.5 million (FY24: $38.5 million), with
the lower balance resulting from the unwinding of debtor and creditor
positions related to third party hardware.

 

Operational Highlights

·    Key new customer wins including a global airline and a major fintech
business, and strong upsells into existing customers including a financial
services customer in the US, another airline, and a financial institution in
APAC.

·    Alignment of the business to focus on three inputs to our pipeline:
marketing generated leads, partner sourced and influenced leads, and sales
direct prospecting leads.

·    The Group has fully transitioned to Celebrus Cloud as the primary
deployment option for customers as this provides a mutually beneficial
arrangement and aligns with our core strategy.

·    Continued investment into the Celebrus platform to maintain its
market-leading differentiation and to assist customers with their key use
cases and challenges.

·    The Group has continued to transition away from supporting and
reselling third-party software so as to align with our core strategy of
focusing on our own software sales as the core business driver.

Current trading and Outlook

·    The new financial year has started with a strong pipeline, new
customer wins boosting ARR to almost $20.0m and a good proportion of revenue
already committed to the current financial year.

 

* ARR (Annual Recurring Revenue) is redefined as the amount of revenue
contracted at a point in time, and derived from Celebrus software licenses and
Celebrus and non-Celebrus managed services, that is expected to recur within
the next twelve months, and excludes third-party software license revenue. The
prior year ARR has been restated on this basis. An adjustment was made to the
ARR definition to more closely align the Group's ARR definition with other
businesses in a similar sector .

** Adjusted profit before tax is calculated before amortization of
intangibles, restructuring costs, acquisition costs, foreign exchange
gains/losses and share based payment charges.

 

Bill Bruno, Chief Executive Officer commented:

 

"Overall, this was a year of continued progress offset by operational and
macroeconomic challenges, particularly some slowing down of customer decision
making in the second half of our financial year, as we described in the
trading update in April.  While we naturally focus on the challenges, and how
to improve upon our learnings, I believe our results show that the company and
team excelled in many areas and made significant progress in bringing to life
our strategic vision for Celebrus."

 

Inside Information: This announcement contains inside information for the
purposes of article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms
part of domestic law by virtue of the European Union (Withdrawal) Act 2018.
Upon the publication of this announcement via Regulatory Information Service,
this inside information is now considered to be in the public domain.

 

 Enquiries

 Celebrus Technologies plc                                        +44 (0) 1932 893333

 Bill Bruno, Chief Executive Officer                              investors@celebrus.com (mailto:investors@celebrus.com)

 Ash Mehta, Chief Financial Officer

 Cavendish (Nominated Adviser & Joint Broker)                     +44 (0) 20 7220 0500

 Julian Blunt / Edward Whiley / Elysia Bough, Corporate Finance

 Tim Redfern / Harriet Ward, Corporate Broking

 Canaccord Genuity (Joint Broker)                                 +44 (0) 20 7523 8000

 Simon Bridges / Andrew Potts

 

 

About Celebrus Technologies plc

 

Celebrus sets the gold standard globally for improving marketing effectiveness
and preventing fraud across all industries. We are laser-focused on improving
the relationships between brands and consumers via better data. This means
innovating better ways to manage digital identity and know your consumers,
even when they are not logged in. Celebrus provides frictionless data capture
across all digital channels and devices, ensures compliance by design, and
ultimately makes digital data instantly usable wherever required. We thrive on
solving complex digital data challenges to help businesses succeed.

Celebrus Technologies Plc is a global business operating in over 30 countries
today. We are quoted on the AIM Market of The London Stock Exchange (CLBS).

For more information, please see www.celebrus.com (http://www.celebrus.com/)
 .

 

Chairman's statement

 

Fiscal 2025 showed continued growth in our core Celebrus products despite the
impact of the uncertain global economic environment on our new business sales
efforts.  Key new customer wins during the year include a global airline and
a major fintech business.

Although the uncertainty persists, the pipeline continues to grow. We have
already recorded two new key wins in FY26; a European bank and a US trading
and brokerage technology company.  These wins demonstrate the strength of the
Celebrus platform value proposition.

We see a continuation of the market trends of stricter privacy regulations,
the deprecation of third-party cookies, and continued increases in instances
of online fraud and digital identity attacks. Against this backdrop our
customers continue to evaluate how best to respect the various privacy laws in
the territories in which they operate so that brands can satisfy their demand
for real-time customer intelligence while maintaining the trust of their
consumers.

In this environment we have continued to reinforce our market-leading position
as a result of ongoing investment into product innovation. During the year,
our product team made significant breakthroughs in compliant mobile data
capture while navigating the shifting landscape of data and privacy
regulations.

We have also continued to refine and mature our sales and go-to-market
activities, with clearer messaging, increased granularity and tracking of lead
generation and the ultimate outcomes of leads by source. This allows us to
fine-tune our approach and pivot more quickly to what activities produce the
best return on our sales and marketing investment.

We believe that the changes in our financial reporting which we announced in
April 2025, notably as a result of the changes to contracts, terms and
conditions and product services and the way in which we will now recognize
license revenue on a straight-line basis for new contracts will, along with
the revised definition of ARR, provide greater clarity into the operations of
the Group and allow investors a better view into the high-value
Celebrus-related components of revenue.

Finally, during the year we formalized a new set of values and are embedding
these into the organization to reinforce our company culture. We consider this
to be a key factor for any successful company's performance.

While we are undoubtably in a time of transition, the outlook is positive,
despite the global economy, and the pipeline continues to grow. We remain
confident that we can deliver long-term shareholder value in the coming years.

 

CEO Statement

 

Overall, this was a year of continued progress offset by operational and
macroeconomic challenges, particularly some slowing down of customer decision
making in the second half of our financial year, as we described in the
trading update in April.  While we naturally focus on the challenges, and how
to improve upon our learnings, I believe our results show that the company and
team excelled in many areas and made significant progress in bringing to life
our strategic vision for Celebrus.

 

We have now fully transitioned to Celebrus Cloud as the primary deployment
model for new customers choosing to put their faith in our software platform.
Our hosting has massively advanced in just a few short years, and we have
developed an incredible amount of innovation, scale, and automation to support
our customers deployed in these single-tenant, private cloud instances we
manage on their behalf. This is a win-win and has brought incredible
reliability and scale to our platform globally for brands.  For our customers
it means a shorter time to "go live", and ensures they are always running the
latest version of our platform. For us, it means simplified delivery of new
features which broadens usage, strengthens retention, and powers upsells.

 

The combination of exclusive Cloud delivery for new clients, the growth in
customers signing up for a managed service, and changes to the detail behind
how we contract with customers support our move to the new revenue recognition
model for Celebrus software license revenue. Historically, we would recognize
the full year value of the license on each of the anniversary dates of the
agreement irrespective of when in the financial year the anniversary occurred.
Now, beginning with FY26, we will recognize the software license revenue
monthly over the term. Our invoicing and cashflow remains annually up-front,
and our contracts continue to be a three-year term. This new model will also
be used for upsells, and renewals on a go-forward basis in FY26.

 

Over the past year, we have restructured and refined our global marketing
function, expanded our partners to include both tech and consulting
organizations, refined our direct sales team, and expanded our customer
success team. These functions are solely focused on growing our Celebrus
software revenues globally, and we are making additional adjustments starting
in FY26 to further sharpen that focus. For growth, we are now aligned on
creating three inputs to our pipeline: marketing generated leads, partner
sourced and influenced leads, and sales direct prospecting leads. These
pipelines, and the goals behind them, are how we will define and reward
success across the business.

 

As outlined in our trading update in April, we continue to focus on the sales
and service of proprietary Celebrus products. In FY26 we are aligning our
financial reporting and corporate objectives to reinforce this strategic
focus. While the reduced focus on third-party software will reduce near-term
revenue, we believe that over the medium term our investors will benefit from
our decision to move away from this non-Celebrus revenue as certain customer
agreements are renewed.  Any remaining third-party software revenue will be
clearly denoted in the 3(rd) party portion of our income statement and is now
excluded from our definition of ARR.

 

We have provided a refactored view of ARR which is solely focused on two key
components of revenue; 1) Celebrus Licenses and Celebrus Cloud, and 2) Managed
Services. Project revenues and third-party revenues will no longer be included
in our refined definition of ARR. We believe this provides the cleanest view
for investors as we believe they will value our business and monitor our
success in growing our own more valuable software revenues.  On this newly
defined basis we achieved 13.9% growth in ARR in FY25 to $18.8m (31 March 2024
restated: $16.5 million), with the difference from previously reported ARR
being largely impacted by third-party software licenses.

 

We continue to invest heavily in innovation, relying on strategic insights,
market/customer demand, and partner input.  We continue to provide two major
updates each year, delivering innovation faster than our competitors.
Significant innovations in FY25 include enhanced analytics capabilities,
advertising list building, and mobile data capture. A further advance took
place in early FY26 with the launch of v10 of our Celebrus platform.

 

We continue to learn, evolving our value proposition and associated messaging
as well as educating the team about how best to tell our story.  This
strengthened differentiation highlights the benefits of partnering with
Celebrus. It is a competitive market, and we continue to see our best success
with frustrated decision makers who have struggled to deliver important use
cases in both Marketing and Fraud. We are excited to see the success of these
learnings bring key wins across FY26.

 

Partners remain an important part of our go-to-market strategy.  We continued
to strengthen existing partnerships while also creating new ones based on
client needs or shared customers. Our approach is pragmatic, focusing on
partnerships that result in clear, joint differentiation in the market and
existing success stories. This is an important evolution of the partner
approach to ensure we are building a good flow of leads to support our sales
growth targets, as well as building a partner base which can assist in
delivering Celebrus projects to make our business more scalable.

 

We also continue to make investments in cybersecurity and compliance. In FY25
we launched key features such as our anonymized data collection, which pairs
nicely with our existing CX Vault feature. Compliance is paramount in the
world today and our software is now live in over 35 countries in some of the
most security-conscious verticals.  We will continue to make compliance a
priority for our first-party data platform so that our customers can build
better relationships with their consumers while remaining fully compliant with
the highest levels of data privacy regulations.

 

We remain open to a potential acquisition of intellectual property to bolster
the Celebrus Platform and will continue to monitor the market for
opportunities in FY26.

 

We have started FY26 with a strong pipeline, good momentum, and a solid
backlog. Moreover, contract wins in the first quarter of this financial year,
announced earlier today, have increased our ARR to almost $20.0 million. We
are confident in our ability to deliver in this new financial year and
continue to execute on our vision for this business globally.

 

Chief Financial Officer's review

Overview

The Group is pleased to present its results in US Dollars for the first time.
With the majority of the Group's revenues in US Dollars (for many global
customers as well as US customers), and expected future revenue growth also
expected to be predominantly in US Dollars, the change to reporting results in
US Dollars from the year commencing 1 April 2024 would both reduce the risk of
foreign exchange losses and also better reflect the focus of the Group's
business on US customers and large global customers who typically prefer to
contract in that currency.  These results also see some important changes to
our financial reporting which are detailed below.  Results for the year ended
31 March 2024 have been restated in accordance with these changes.

 

Income statement

Group Revenues for the year were $38.7 million (FY24: $40.9 million). Celebrus
Software derived revenues, comprising Celebrus license revenues and related
managed services, support and maintenance and implementation services
("Software Revenues"), were up 9.5% to $30.3 million (FY24: $27.7 million).
Third-party revenues, which are highly variable year to year, and comprise
mostly low margin revenue from the sale of hardware as part of certain
customers' installations were $8.4 million (FY24: $13.2 million). The Group
regards software revenues as being a more useful and consistent indicator of
the growth of the business.

The gross margin was 61.9% (FY24: 52.9%) due to a lower proportion of low
margin hardware revenues and a higher proportion of higher margin software
revenues. Excluding hardware revenues and the associated cost of sales, the
underlying Software Revenues gross margin was 75.0% (FY24: 72.8%).

Operating expenses rose 10.3% to $16.3 million (FY24: $14.8 million) due to
ongoing investment into sales, marketing and customer delivery.

Non-operating expenses of $1.3m (FY24: $0.6m) were incurred in relation to
share-based payments arising from share option grants during the year of $0.6
million (FY24: $1.0 million), amortization of intangible assets of $0.3
million (FY24: $0.2 million), foreign exchange losses of $0.1 million (FY24:
gain of $0.7 million) and restructuring costs of $0.3m (FY24: $0.1m).

The Group's cash balances were well managed and generated $1.1 million of
interest income.

The adjusted profit before tax (excluding non-operating expenses) was $8.7
million (FY24: $7.6 million), whilst the unadjusted profit before tax was $7.3
million (FY24: $7.0 million).

The average number of employees decreased slightly during the year to 151
(FY24: 154), as the Group continued to build efficiencies into how we operate.

Taxation

The group tax charge was lower at an effective rate of 14.2% (FY24: 28.0%).
This was driven by the successful utilization in the year of the patent box
regime for both FY24 and FY25 and was achieved despite the lower eligibility
for super deduction rates for research and development costs.

Financial position

The balance sheet remains strong with no debt and a cash balance at the
year-end of $31.5 million (FY24: $38.8 million). The previous year end cash
balance was unseasonably high due to the timing of working capital movements.
The Group had amounts of approximately $8.0 million due for payment in the
first quarter of FY25 relating to the purchase of hardware for customers and
other non-repeating payments, sums which have all now been paid.

The Goodwill balance of $12.2 million (FY24: $11.9 million) is comprised of
goodwill from the acquisition of Celebrus in 2015, and the acquisition of
Prickly Cactus in 2021. The Other intangible assets balance of $1.6 million
(FY24: $1.2 million) is comprised of purchased IPR, trade names and
capitalized development costs. The Group expenses the majority of its R&D
costs and capitalized just $0.6 million in the year (FY24: $0.4 million) which
met the criteria of development costs under IAS38. The amortization related to
non- acquisition related goodwill amounted to $0.3 million (FY24: $0.2
million).

Property, plant and equipment decreased to $1.6 million (FY24: $2.1 million)
due to lower spending on fixtures and equipment and the runoff of the
right-of-use assets.

The freehold property in Assets held for sale was successfully sold in the
year for $4.0 million and net proceeds broadly equated to book value, meaning
there was no loss or gain against book value.

Trade debtors were $5.0 million (FY24: $7.5 million) and of that amount, $4.3
million had been received by the end of June. Due to the Group's customer base
consisting primarily of  large typically multinational businesses, credit
risk is not a major risk for the Group and bad debt write-offs during the year
were nil (FY24: nil).

Trade creditors decreased to $2.0 million (FY24: $2.6 million), whilst
accruals decreased to $2.1 million (FY24: $7.5 million). Hardware inventory
stood at nil with all inventory held at the prior year end shipped to the
customer in April 2024 . The Group seeks to pay all suppliers within our
stated contractual terms (typically 30 days) and the supplier payment days at
the year-end were 26 days (FY24: 26 days). Deferred revenue fell to $7.1
million (FY24: $22.7 million) partly due to the delivery of the hardware that
had been held in inventory at the prior year end (together with the associated
software revenues), and partly due to the low number of three-year contract
renewals arising in the year.

Cash flow and funds

The Group generated operating cashflows of $7.1 million (FY24: $7.7 million)
before working capital outflows of $14.9 million (FY24: inflows of $13.2
million) relating to the deferred revenues mentioned above.

Investing activities resulted in an inflow of $4.2 million (FY24: outflow of
$0.2 million) due to the sale of the freehold property. With a healthy cash
balance, net interest income was $1.1 million (FY24: $0.8 million), set off
principally against capitalized development costs of $0.6 million (FY24: $0.4
million).

Financing activities in the year resulted in an outflow of $3.5 million (FY24:
$3.0 million) comprised mainly of normal dividends paid of $1.6 million (FY24:
$1.6 million), the exercise of share options of $1.2 million (FY24: $1,000)
and a net purchase of own shares of $0.4 million (FY24: $1.3 million). The
board is intending to make further share purchases during the current year
though this will be on a limited basis intended to negate the dilutive impact
of annual share option grants.

The Group continues to be debt free and maintains a robust financial position.
The healthy cash balance is important not just to enable the Group to invest
in future growth opportunities as appropriate, but also to counter any
concerns about vendor risk from our customers, who are typically large
multinational businesses.

 

Annual Recurring Revenue

ARR is a key alternative performance measure and is generally used to provide
assurance regarding the forward visibility of revenues and earnings. It has
previously been provided as a single metric in relation to all of the Group's
recurring activities.  As such that metric has incorporated elements of
recurring revenue not related to the Group's core Celebrus product offering.

With a view to making this metric more meaningful and reflective of the
Board's key strategic focus on growing Celebrus license and associated support
revenues, the definition of ARR has been changed to include solely recurring
revenues derived from Celebrus software licenses and both Celebrus and
non-Celebrus managed services. ARR now excludes third-party software license
income, which is an element of some of our legacy on-premises deployments.

On that basis, Group ARR grew by 13.9% to $18.8 million (FY24: $16.5 million)
during the year, of which $13.6 million relates to Celebrus customers and $5.2
million relates to non-Celebrus platform customers.

Of the growth of $2.3 million during the year, $2.8 million (equating to 16.9%
growth in the year) is from net contract wins (both new customers and upsell)
with a $0.5 million, 3.1% churn from the customer base.

In the first quarter of the current financial year, the closure of a number of
contracts including the two new Celebrus customer wins announced this morning,
result in an increase in Group ARR to almost $20.0 million.

Earnings per share

Adjusted profit attributable to owners of the parent was $7.4 million (FY24:
$5.5 million) assisted by a low tax charge as outlined above.

Basic EPS for the year was 16.20 cents (FY24: 12.62 cents and diluted basic
EPS was 15.78p (FY24: 12.27p). The basic figure has been calculated using the
weighted average number of shares in issue being 39,460,436 (FY24: 39,781,184)
and the diluted figure using 40,522,596 (FY24: 40,899,072).

Adjusted basic EPS was 18.73 cents (FY24: 13.77 cents) and adjusted diluted
EPS was 18.24 cents (FY24: 13.39 cents). following adjustments for
amortization, share-based payments, exceptional items, foreign exchange
expenses and the associated tax on these adjustments.

Dividend

During the year, the Company paid ordinary dividends of $1.6 million (FY24:
$1.6 million).

The Board is today proposing a final dividend, subject to shareholder approval
at the 2025 AGM, of 2.32p per share (FY24: 2.23p), which along with the
interim dividend of 0.95p per share (FY24: 0.92p) paid in January 2025 brings
the full year dividend to 3.28p per share (FY24: 3.15p), an increase of 3.8%.
The final dividend is expected to be paid on 26 August 2025 to shareholders on
the register as at the close of business on 25 July 2025.

Purchase of own shares

During the year, the Company again undertook a limited share buyback program
to acquire Ordinary shares of 2p in the capital of the Company. The shares are
held for the purpose of satisfying future obligations in relation to its
employees' or other share schemes, thereby mitigating dilution for existing
investors.

At 31 March 2025, 128,342 shares had been acquired in the year and following
the issue of 378,953 treasury shares to satisfy share option exercise this
brought the number of shares held in Treasury to 685,884 (FY24: 936,495).

Equity

At the year end, the Group had $42.6 million (FY24: $37.2 million)
attributable to the shareholders of the Company. The increase in the year was
principally made up of retained earnings in the year of $6.4 million (FY24:
$5.0 million) set off against dividends paid during the year of $1.6 million
(FY24: $1.6 million), share buybacks of $0.4 million (FY24: $1.3 million) with
the balance of $0.7 million (FY24: $0.9 million) attributable to share -based
payments.

 

 

Accounting changes effective 1 April 2025

As well as the change in definition of ARR described above, the group has
implemented other changes in the current financial year:

·    Revenue Recognition

 

o  The historic approach taken under IFRS 15 commonly resulted in the
recognition of software license revenue annually in a single lump sum for each
year of a term contract, initially upon acceptance and/or deployment of the
license and delivery of the license key, and then on each subsequent
acceptance and/or deployment for multi-year contracts usually on the
anniversary of the contract. Our standard contractual offer is a three-year
commitment.

 

o  The majority of Celebrus software proposals now include Celebrus Cloud
hosting and services. As a result of this together with some changes to
contractual terms and conditions, the Board has assessed these new contractual
terms against IFRS 15 and believes that a different recognition of revenue
under IFRS 15 is appropriate for these new contracts. In particular, it
believes that a more standardized approach of of recognizing the revenue
straight-line over the term of the license will be the relevant accounting
treatment for these new contracts

 

o  Managed services and support are currently recognized on a month-by-month
basis and this approach will not change.

 

o  The impact of these changes will be to slow down revenue recognition for
all contract wins, whether new customers or upsells or renewals, such that in
the year of the win only a number of months of revenue will be recognized
rather than a full twelve months.  This results in a dampening of revenues
and therefore profits during the transition which will last three years while
all contracts are renewed on the new terms. Another consequence of these
changes will be a more even recognition of these elements of revenue between
the first and second halves of the Group's financial year.

 

o  There is no impact on underlying cashflows, as customers will continue to
pay annually in advance, and therefore whilst adjusted profit before tax has
historically been a reasonable proxy for operating cash generation (before
working capital movements), under the new approach the cash generation will be
higher than the Adjusted PBT during the years of transition.

 

·    Cost of sales

 

o  Historically, the Group has reallocated a certain proportion of employee
costs from operating expenditure to cost of sales to reflect those employees
involved in delivering products and services to customers. The board believes
that this is unhelpful in terms of tracking the overall cost base of the Group
(which is largely fixed or semi-fixed in nature) as well as distorting to the
Group's gross margin and gross margin percentage.  Moreover, many software
companies do not allocate employee costs into cost of sales, and so this
change to reporting will allow easier comparison of the Group's results
against other companies.

 

o  In future there will be no such reallocation with cost of sales including
only software costs related to customer delivery and occasional costs for
hardware which cannot be sold to customers on an agency basis.

 

·    Revenue categories

 

o  The new categories for future reporting will provide greater clarity,
allowing shareholders to better see the more value-adding components of the
revenue mix. These new categories will be:

 

§ Celebrus Software

This will include Celebrus software licenses, product support and the managed
service, hosting, and support thereon. We will no longer routinely break out
the implementation services as a separate line because every contract will
contain an element of services to be utilized month by month over the life of
the contract; the implementation service will be just one element of that.
This bundled service reflects the stronger customer success relationships we
have with customers now in which customer specific changes and improvements
tend to be ongoing.  Therefore, these services will be recognized as part of
the total Celebrus software derived revenue on the basis that the cost to the
customer includes ongoing implementation services for additional projects
post-initial implementation. This category includes all project and services
work, which is normally non-ARR but can be repeating. There may be some
customers who will not want the services bundled and for those we will split
out implementation services and recognize these on a percentage complete
basis, but those contracts will also provide for general services support
through each year of the contract's duration.

§ Non-Celebrus managed services

For our non-Celebrus software customers, this will include the managed
services, and any other relevant support.

§ Professional Services

This category will include professional services provided to Celebrus clients
on a project basis (over and above day-to-day services incorporated into the
Celebrus service fee as outlined above)

§ Third Party Products

This will ordinarily include the agency margin on any hardware and third-party
software licenses sourced by the Group on behalf of customers.

 

The Group's new ARR metric includes contracts only relating to the first two
of these revenue categories.

Consolidated income statement for the year ended 31 March 2025

 

                                                            Note  2025          2024
                                                                  $'000         $'000
 Continuing operations
                  Revenue                                   3     38,675        40,886
                  Cost of sales                                   (14,740)      (19,266)
 Gross Profit                                                     23,935        21,620
                  Administration expenses                   4     (17,638)      (15,396)

 Profit from operations                                           6,297         6,224
                  Finance income                                  1,115         763
                  Financing costs                                 (71)          (22)
 Profit before tax                                          5     7,341         6,965
                  Tax                                             (948)         (1,947)
 Attributable to equity holders of the parent                     6,393         5,018

 

 

Earnings per share from continuing operations attributable to the equity
holders of the parent

 Statutory
            Basic (cents)      6  16.20      12.62
            Diluted (cents)    6  15.78      12.27

 

 

Consolidated statement of comprehensive income for the year ended 31 March
2025

 

                                                                              2025       2024
                                                                              $'000      $'000
 Attributable to equity holders of the parent                                 6,393      5,018
 Other comprehensive income:
 Items that will not be reclassified to profit or loss
 Exchange differences on translation of foreign operations                    264        658
 Total comprehensive income for the year attributable
 to equity holders of the parent                                              6,657      5,676

 

Consolidated statement of changes in equity attributable to

Equity Holders of the Parent for the year ended 31 March 2025

 

 

                                     Share capital  Share premium  Merger reserve  Revaluation reserve  Treasury shares  Retained earnings  Total
                                     $'000          $'000          $'000           $'000                $'000            $'000              $'000
 Balance at 1 April 2023             1,059          4,406          8,207           1,378                (1,833)          20,319             33,536
 Dividends paid                       -              -              -               -                    -               (1,553)            (1,553)
 Purchase of own shares               -              -              -               -                    (1,309)          -                 (1,309)
 Settlement of share-based payments   -              -             -                -                   558              (557)              1
 Share-based payment charge           -              -              -               -                    -               889                889
 Transactions with equity holders    -               -             -                -                   (751)            (1,221)            (1,972)
 Profit for the year                  -              -              -               -                    -               5,018              5,018
 Other comprehensive income           -              -              -              -                     -               658                658
 Total comprehensive income           -              -              -              -                     -               5,676              5,676
 Balance at 1 April 2024             1,059          4,406          8,207           1,378                (2,584)          24,774             37,240
 Dividends paid                       -              -              -               -                    -               (1,614)            (1,614)
 Purchase of own shares               -              -              -               -                    (405)            -                 (405)
 Settlement of share-based payments   -              -             -                -                   1,198            (1,528)            (330)
 Share-based payment charge           -              -              -               -                    -               1,056              1,056
 Disposal of Revaluation Reserve     -              -              -               (1,378)              -                1,378              -
 Transactions with equity holders    -               -             -               (1,378)              793              (708)              (1,293)
 Profit for the year                  -              -              -               -                    -               6,393              6,393
 Other comprehensive income           -              -              -              -                     -               264                264
 Total comprehensive income           -              -              -              -                     -               6,657              6,657
 Balance at 31 March 2025            1,059          4,406          8,207           -                    (1,791)          30,723             42,604

 

 

Consolidated statement of financial position as at 31 March 2025

 

 

                                                                                       Note       2025          2024
                                                                                                  $'000         $'000
 Non-current assets
                              Goodwill                                                            12,240        11,929
                              Other intangible assets                                             1,649         1,234
                              Property, plant and equipment                                       1,626         2,097
                              Trade and other receivables                   8                     -             294
                              Deferred tax assets                                                 323           304
                                                                                                  15,838        15,858
 Current assets
                              Inventories                                                         -             4,661
                              Trade and other receivables                   8                     9,231         10,951
                              Tax receivables                                                     135           115
                              Cash and cash equivalents                                           31,541        38,790
                                                                                                  40,907        54,517
 Assets in disposal groups classified as held for sale                                            -             3,788
 Total assets                                                                                     56,745        74,163

 Current liabilities
                              Trade and other payables                                 9          (4,518)       (10,772)
                              Tax liabilities                                                     (619)         (1,875)
                              Deferred revenue                                                    (7,128)       (22,271)
                              Lease obligations                                                   (345)         (253)
                                                                                                  (12,610)      (35,171)
 Non-current liabilities
                              Lease obligations                                                   (899)         (1,105)
                              Deferred revenue                                                    -             (100)
                              Deferred tax liabilities                                            (632)         (547)
                                                                                                  (1,531)       (1,752)
 Total liabilities                                                                                (14,141)      (36,923)

 Net assets                                                                                       42,604        37,240

 Equity
                              Share capital                                                       1,059         1,059
                              Share premium account                                               4,406         4,406
                              Merger reserve                                                      8,207         8,207
                              Revaluation reserve                                                 -             1,378
                              Own shares                                                          (1,791)       (2,584)
                              Retained earnings                                                   30,723        24,774
 Attributable to equity holders of the parent                                                     42,604        37,240

 

 

Consolidated cash flow statement for the year ended 31 March 2025

 

 

                                                                                                    2025          2024
                                                                                                    $'000         $'000
 Operating activities
                          Profit before tax                                                         6,655         6,965
 Adjustments for:
                          Depreciation of property, plant and equipment                             599           368
                          Amortization of intangible assets                                         276           207
                          Finance income                                                            (1,115)       (763)
                          Finance expense                                                           71            22
                          Share-based payments                                                      583           962
                          (Gain) / loss on sale of property, plant and equipment                    42            (21)

 Operating cash flows before movements in working capital                                           7,111         7,740
                          Decrease / (increase) in receivables                                      2,005         (751)
                          Decrease / (increase) in inventories                                      4,661         (4,661)
                          (Decrease) / increase  in payables                                        (21,471)      18,610
 Cash generated from operations                                                                     (7,694)       20,938
                          Taxes paid                                                                (652)         (176)
 Net cash generated from operating activities                                                       (8,346)       20,762
 Investing activities
                          Interest received                                                         1,115         763
                          Purchase of property, plant and equipment                                 (191)         (517)
                          Purchase of intangible fixed assets                                       (89)          (48)
                          Sale of Land and Buildings                                                3,972         -
                          Capitalization of development costs                                       (603)         (396)
 Net cash used in investing activities                                                              4,204         (198)
 Financing activities
                          Dividends paid                                                            (1,614)       (1,553)
                          Lease repayments                                                          (231)         (126)
                          Interest paid                                                             (71)          (22)
                          Purchase of own shares                                                    (405)         (1,309)
                          Exercise of share options                                                 (16)          1
 Net cash used in financing activities                                                              (2,337)       (3,009)
 Net increase in cash and cash equivalents                                                          (6,480)       17,555
                          Cash and cash equivalents at start of year                                38,790        21,218
                          Effect of translation                                                     (770)         17
 Cash and cash equivalents at end of year                                                           31,541        38,790

 

 

Notes to the financial statements

 

1.         General information

Celebrus Technologies plc is a public limited company incorporated and
domiciled in England and Wales and quoted on the AIM Market, hence there is no
ultimate controlling party.

2.         Significant accounting policies

Basis of preparation

The financial statements have been prepared in accordance with International
Accounting Standards adopted by the Companies Act 2006 applicable to companies
reporting under International Accounting Standards.

The presentation and functional currency of the financial statements is US
Dollars and amounts are rounded to the nearest thousand pounds. They are
presented for the first time in US Dollars, from GB Pounds previously, with
the change effective from 01 April 2024. As the majority of the Group's
revenues are in US Dollars (for many global customers as well as US
customers), and expected future growth also expected to be predominantly in US
Dollars, this reduces the risk of foreign exchange losses and also better
reflects the focus of the Group on large global customers who typically prefer
to contract in US Dollars.

The financial statements have been prepared under the historical cost
convention, with the exception of land and buildings which are held at
valuation.

The financial information contained in this announcement does not constitute
the Group's statutory accounts for the year ended 31 March 2025 but is derived
from those accounts which have been audited and which will be filed with the
Registrar of Companies in due course.

The auditors' report on the Annual Report and Financial Statements for the
year ended 31 March 2025 was unqualified, did not draw attention to any
matters by way of emphasis and did not contain a statement under s498(2) or
s498(3) of the Companies Act 2006.

Change in reporting currency

With effect from 1 March 2023, the reporting currency of the Group was changed
from sterling to US dollars. The change in presentation currency provides
investors and other stakeholders with greater transparency in relation to the
Group's performance and reduces foreign exchange volatility on earnings given
a large proportion of the Group's underlying operating profit originates in US
dollars. The amounts for prior periods have been translated into US dollars at
average exchange rates for the relevant periods for income statements and cash
flows, with spot rates used for significant transactions, and at the exchange
rates on the relevant balance sheet dates for assets and liabilities. Share
capital, share premium and other equity items have been translated into US
dollars at historical exchange rates either at 31 March 2022, or on the date
of each relevant transaction.

Going concern

The Group and Company's business activities, together with the factors likely
to affect its future development, performance and position and the risks and
uncertainties have been considered.

The Directors have reviewed stress tests for future cashflows over the 18
months to 30 September 2026 to ensure there are sufficient financial
resources, together with income from existing contracts with a number of
customers, to cover budgeted future cashflows. On this basis, the Directors
have adopted the going concern basis in preparing these accounts.

 

3.         Business and geographical segments

IFRS 8 Operating Segments requires these to be identified on the basis of
internal reports about components of the Group that are regularly reviewed by
the chief operating decision maker to allocate resources to the segments and
assess their performance.

Whilst having three product groups, the Group operates the business as a
single business with no separation into divisions or allocation or people or
assets to a particular division. The management team is responsible for all
three product groups with no individual having responsibility for a particular
product group. This is consistent with the internal reporting for management
purposes. Management does however monitor revenues by revenue type.

Information is presented to the Board on the revenue analysis below:

·      Licenses

·      Celebrus Cloud Hosting, support and maintenance

·      Services

·      Third party products

 

The revenue analysis set out below is consistent with that provided to the
Board of Directors.

                                                               2025        2024
                                                               $'000       $'000
   Licenses                                                    17,155      15,151
   Celebrus Cloud Hosting, support and maintenance             9,434       9,478
   Services                                                    3,742       3,060
   Software revenues                                           30,331      27,689
   Third party products                                        8,344       13,197
   Revenue                                                     38,675      40,886

 

 

Major customers over 10% of revenue:

                                                               2025            2024
                                                               $'000           $'000
                                                               Customer 1      Customer 1
   Licenses                                                    7,756           7,850
   Celebrus Cloud Hosting, support and maintenance             5,191           5,109
   Services                                                    2,239           1,269
   Software revenues                                           15,186          14,228
   Third party products                                        7,755           12,908
   Revenue                                                     22,941          27,136

 

 

This major customer is a channel partner with a number of end customers behind
it. The values shown above are the amounts invoiced to the channel partner for
onward billing to the end customer.

 

 Geographical information
                                            Group
                                            2025        2024
                                            $'000       $'000
            United States of America        29,535      31,879
            United Kingdom                  6,991       7,549
            Rest of Europe                  908         1,070
            Others                          1,241       388
                                            38,675      40,886

 

 

 

 

 

 

 

The geographical revenue analysis is determined by the domicile of the
customer.

 

4.         Administrative expenses

                                                          2025      2024
                                                          $'000     $'000
   Operating expenses                                     16,305    14,785
   Amortization of intangible assets                      276       206
   Share-based payments                                   583       962
   Net foreign exchange differences                       135       (679)
   Restructuring costs                                    339       122
   Administrative expenses                                17,638    15,396

 

 

 

 

 

 

 

5.         Adjusted profit before tax

                                                                2025        2024

                                                                $'000       $'000
                                                                $'000       $'000
    Profit before tax                                           7,341       6,965
    Amortization of intangible assets                           276         206
    Share-based payments                                        583         962
    Net foreign exchange differences                            135         (679)
    Restructuring costs                                         339         122
    Adjusted profit before tax                                  8,674       7,576

 

6.         Earnings per share

 The calculation of earnings per share is based on profit attributable to
 owners of the parent and the weighted average number of Ordinary shares in
 issue during the year. The adjusted earnings per share figures have been
 calculated based on earnings before adjusted items. These have been presented
 to provide shareholders with an additional measure of the Group's year-on-year
 performance.

 For diluted earnings per share, the weighted average number of Ordinary shares
 in issue is adjusted to assume conversion of all dilutive potential Ordinary
 shares arising from share options granted to employees where the exercise
 price is less than the market price of the Company's Ordinary shares at the
 year end.

 Details of the adjusted earnings per share are set out below:
                                                                                                    2025                 2024
                                                                                                    $'000                $'000
 Profit attributable to owners of the parent                                                        6,393                5,018
 Amortization of intangible assets                                                                  276                  206
 Share-based payment                                                                                583                  962
 Net foreign exchange differences                                                                   135                  (679)
 Restructuring costs                                                                    339                                       122
 Tax on the adjustments                                                                             (333)                (153)
 Adjusted profit attributable to owners of the parent                                               7,393                5,476
                                                                                                    2025

No.

                                                                                                                         2024

No.
 Basic weighted average number of shares, excluding own shares, in issue                            39,460,436           39,781,184
 Dilutive effect of share options                                                                   1,062,160            1,117,888
 Diluted weighted average number of shares, excluding own shares, in issue                          40,522,596           40,899,072

                                                                                                    2025                 2024
                                                                                                    Cents                Cents
 Basic Earnings per share                                                                           16.20                12.62
 Diluted Earnings per share                                                                         15.78                12.27
 Adjusted Basic Earnings per share                                                                  18.73                13.77
 Adjusted Diluted Earnings per share                                                                18.24                13.39

 

 

7.         Dividends

                                                                                                      2025       2024
                                                                                                      $'000      $'000
 Amounts recognized as distributions to equity holders
            Final dividend for the year ended 31 March 2024 of 2.23p (for the year ended              1,155      1,089
            31 March 2023: 2.15p) per share
            Interim dividend for the year ended 31 March 2025 of 0.95p (31 March 2024:                459        464
            0.92p) per share
                                                                                                      1,614      1,553

 

The proposed final dividend for the year ended 31 March 2025 of 2.32p is
subject to shareholder approval at the AGM and has not been included as a
liability in these financial statements. The final dividend is expected to be
paid on 26 August 2025 to shareholders on the register as at the close of
business on 25 July 2025.

 

8.         Trade and other receivables

 

 Current                       2025   2024
                               $'000  $'000
 Trade receivables             5,010  7,471
 Other debtors                 100    86
 Prepayments                   1,875  2,043
 Accrued Income                2,246  1,351
                               9,231  10,951

 Ageing of receivables         2025   2024
                               $'000  $'000
 Less than 30 days             2,237  1,587

 31 to 60 days                 347    5,572
 61 to 90 days                 -      156
 91 to 120 days                2,426  5
 More than 120 days            -      151
                               5,010  7,471

 

An amount of $4.3 million of the $5.0 million of trade receivables had been
received as at 30 June 2025.

The average credit period taken on sales of goods and services was 63 days
(FY24: 79 days).

In accordance with IFRS 9, the Group performed a year-end impairment exercise
to determine whether any write down in amounts receivable was required, using
an expected credit loss model. The expected loss rate for receivables less
than 120 days old is 0% and above 120 days has not been considered on the
basis of immateriality. In determining the recoverability of a trade
receivable, the Group considers any change in the credit quality of the trade
receivable from the date credit was initially granted up to the reporting
date.

 

9.         Trade and other payables

                                      2025   2024
                                      $'000  $'000
 Trade payables                       1,958  2,587
 Other taxes and social security      229    236
 Other creditors                      231    439
 Accruals                             2,100  7,510
                                      4,518  10,772

 

There is no material difference between the fair value of payables and their
carrying value.

Trade payables comprise amounts outstanding for trade purchases and ongoing
costs. The average credit period taken for trade purchases is 26 days (FY24:
26 days). Their carrying value approximates to their fair value.

 

10.       Investor presentation

The investor presentation will be available on the company's website
https://investors.celebrus.com/ (https://investors.celebrus.com/)  later
today. Bill Bruno (CEO) and Ash Mehta (CFO) will provide a live presentation
relating to the full-year results via the Investor Meet Company platform today
at 2pm BST.

Investors can sign up to Investor Meet Company for free and add to meet
Celebrus via the link below:

https://www.investormeetcompany.com/companies/celebrus-technologies-plc
(https://www.investormeetcompany.com/companies/celebrus-technologies-plc)

 

11          Annual Report and Accounts and Notice of AGM

The 2025 Annual Report and Accounts will be available on the company's website
https://investors.celebrus.com/ (https://investors.celebrus.com/) in the next
few days. The Notice of AGM will be made available on the company's website,
along with the shareholder proxy form, and a shareholder notification on 15
July when the notification will be posted to shareholders for the purposes of
the AIM Rules for Companies and in accordance with the Company's articles of
association. Hard copies will also be available from the Company's registered
office Elmbrook House, 18-19 Station Road, Sunbury-on-Thames, Middlesex, TW16
6SB.

 

12.       Annual General Meeting

The 2025 Annual General Meeting of the Company will be held at 9am BST on
Wednesday 20 August 2025 at the Company's registered office. This will
comprise formal business only. The directors plan to broadcast a Q&A
session later in the day at 2pm BST via the Investor Meet Company platform.
Investors can sign up to Investor Meet Company for free and add to meet
Celebrus via the link below:

https://www.investormeetcompany.com/companies/celebrus-technologies-plc
(https://www.investormeetcompany.com/companies/celebrus-technologies-plc)

 

 

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