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REG - CPPGroup PLC - HALF YEAR REPORT FOR SIX MONTHS ENDED 30 JUNE 2025

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RNS Number : 1028B  CPPGroup PLC  29 September 2025

CPPGroup Plc

("CPP Group"; "the Group"; or "the Company")

 

HALF YEAR REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2025

 

TRANSFORMATION INTO AN INSURTECH BUSINESS

CPP Group (AIM: CPP), provider of real-time, digitally delivered assistance
products which reduce disruptions to everyday life for millions of people
across the world, is pleased to announce its half year results for the six
months ended 30 June 2025.

 

Operational Highlights:

·      CPP Turkey sold in June for combined proceeds totalling £6.1
million.

·      CPP India sold, after the reporting date, for a total consideration
of c.£14.4 million.

·      Business now focused solely on scaling the Group's InsurTech
platform, Blink.

·      New Blink CEO, Brian Barter, appointed to lead the next phase of
growth.

·      Central restructure to a lower cost platform announced and
underway.

·      Change Management Programme ("CMP") completed.

 

Financial Highlights:

The financial results below reflect the separation of discontinued operations
(including CPP India and CPP Turkey) from the Group's ongoing core business,
or "continuing operations".

 

Group:

·      Revenue from continuing operations of £0.9 million (H1 2024
restated: £1.4 million).

·      EBITDA loss from continuing operations of £2.9 million (H1 2024
restated: £3.9 million loss).

·      Loss before tax from continuing operations of £3.5 million (H1
2024 restated: £4.5 million).

·      Cash balance of £8.1 million(3) at 30 June 2025 (H1 2024: £11.6
million; 31 December 2024: £9.7 million).

 

Blink:

·      ARR increased by 83% to £2.3 million (H1 2024: £1.3 million).

·      Revenue increased by 61% to £0.8 million (H1 2024: £0.5 million).

·      EBITDA loss of £1.2 million (H1 2024: £1.0 million loss).

 

 

Simon Pyper, CEO of CPP Group, commented:

"The first half of 2025 has been a defining stage in CPP's journey. With the
disposal of our remaining legacy assistance businesses and the completion of
the Change Management Programme, the Group has largely transformed into the
focused InsurTech business that was the objective set three years ago. At the
centre of this transformation is Blink, our global parametric technology
platform,  which continues to scale at pace, and which represents the future
of the Group. The legacy UK back-book, made up of residual contracts is being
run-off with a view to being closed in the next three years.

 

Following this strategic transformation, Blink is well positioned to capture
the significant growth opportunities in our two core markets of travel
disruption and consumer cyber-security. With strong recurring revenues, a
growing pipeline of opportunities, and a new CEO in place, we remain confident
in Blink's ability to deliver sustainable growth and shareholder value."

 

 

 

 

 

Financial highlights - continuing operations

 £ millions                    Six months to 30 June 2025  Six months to 30 June 2024  Change

                                                           (Restated(1))
 Group
 Revenue                       0.9                         1.4                         (35)%
 EBITDA(2)                     (2.9)                       (3.9)                       25%
 Operating loss                (3.5)                       (4.5)                       23%
 Loss before tax               (3.5)                       (4.5)                       22%
 Loss after tax                (3.5)                       (4.5)                       22%
 Basic loss per share (pence)  (38.33)                     (50.79)                     25%
 Cash and cash equivalents(3)  8.1                         11.6                        (31)%

 Blink
 Revenue                       0.8                         0.5                         61%
 EBITDA                        (1.2)                       (1.0)                       (24)%

1.     Restated to reflect India, Turkey and Globiva as discontinued
operations. Refer to note 2 of the condensed consolidated financial
statements.

2.     EBITDA represents earnings before interest, taxation, depreciation,
amortisation, and exceptional items.

3.     Includes £6.0 million of cash held in India, which is included in
Assets Held for Sale as at 30 June 2025 (H1 2024: n/a). Refer to the
consolidated cash flow statement.

 

 

Enquiries:

CPP Group plc

Simon Pyper, Chief Executive Officer               via Alma Strategic
Communications

David Bowling, Chief Financial Officer

 

Panmure Liberum

(Nominated Adviser and Sole Broker)               Tel: +44 (0)20 3100
2000

Stephen Jones

Atholl Tweedie

Will King

 

Alma Strategic Communications
CPP@almastrategic.com

Josh Royston
     Tel: +44 (0)20 3405 0205

Andrew Jaques

David Ison

 

 

About CPP Group:

CPP Group is a technology-driven assistance company that creates embedded,
ancillary, and real-time assistance products and resolution services that
reduce disruption to everyday life for millions of people across the world, at
the time and place they are needed. CPP Group is listed on AIM, operated by
the London Stock Exchange.

For more information on CPP visit https://corporate (https://corporate)
.cppgroup.com/

 

Chief Executive Officer Statement

 

Overview & Context

The first half of 2025 has represented a pivotal period for CPP Group, during
which we have made further progress in the execution of our strategy to divest
of legacy assistance businesses and to concentrate exclusively on Blink, our
global parametric technology platform.

The disposals of CPP Turkey (June 2025) and CPP India (September 2025),
together with the recently announced restructuring of the Group's central
operations, constitute the final elements of the Change Management Programme
("CMP") initiated in the spring of 2022. As a result, the Group has now
realised the strategic transformation it set out to achieve three years ago,
establishing itself as a focused InsurTech business operating across two
substantial global markets, travel disruption and consumer cyber-security,
each of which presents significant long-term growth potential.

First Half Performance: Blink

With the disposal of CPP Turkey in June and with CPP India "Held for Sale" at
the reporting date, the commentary which follows is focused on Blink, the
Group's sole trading entity within continuing operations.

 

Our strategic priority is to scale Blink by partnering with major global and
regional insurance companies across multiple geographies and product
verticals. Progress has been encouraging; Blink now provides travel disruption
solutions to 29 partners across 23 geographies.

 

For the six-month period, Blink increased revenues by 61% to £0.8 million (H1
2024: £0.5 million) and reported an EBITDA loss of £1.2 million (H1 2024:
£1.0 million loss).

 

 Blink                                               30 June 2025  30 June 2024  Change

 Key Highlights

 Key Performance Indicators
 Annual Recuring Revenues (£'m)                      2.3           1.3           83%
 Number of Partners                                  29            24            21%
 Number of Markets                                   23            13            77%
 Policies with Blink technology embedded (millions)  1.8           1.1           56%

 Key Financials (£'m)
 Revenues                                            0.8           0.5           61%
 Gross Profit                                        0.7           0.4           69%
 Gross Profit Margin (%)                             86.6%         82.5%         4ppt
 Overheads                                           (1.9)         (1.4)         (37)%
 EBITDA loss                                         (1.2)         (1.0)         (24)%

Annual Recurring Revenues

Growth in annual recurring revenues ("ARR") has been driven by strong organic
momentum including the signing of a new three-year licensing agreement with
Mehrwerk GmbH ("Mehrwerk") to distribute Blink's cyber-security solution
across pre-agreed markets. The pipeline of new business opportunities remains
robust, and we expect continued progress in the second half of 2025 and
beyond. As detailed in our shareholder circular on 29 July 2025, Blink is
forecast to increase its ARR to at least £3.0 million by 31 December 2025 and
for ARR to continue to grow strongly in 2026 to at least £5.0 million by 31
December 2026.

 

Alongside ARR growth, contract renewal rates are an important performance
indicator for a business such as Blink. High renewal rates highlight the
proven utility of Blink's solutions for both business partners and end
consumers. Our embedded offering delivers measurable benefits (new customer
acquisition, high retention, and improved margins) for our partners, resulting
in upper-quartile renewal rates for Blink.

 

Number of Partners

Sustained growth will depend on securing new business in addition to
maintaining high levels of renewals. Given the scale and complexity of the
partners we are targeting, conversion requires time, persistence, and rigorous
execution. During the six-month period we have added two new partners and
moved several further through our pipeline, the benefit of which is expected
in H2.

 

Key Financials

Blink is an operationally geared business with a relatively high level of
fixed costs relative to current reported revenues. Over time, as ARR and
revenues continue to grow, we expect a far greater proportion of incremental
revenues to translate into profit, enhancing operational leverage and driving
margin expansion.

 

First Half Performance: Other Divisions

 

CPP Turkey and CPP India

The results of both CPP Turkey, which was sold on 17 June 2025, and CPP India,
which was held for sale on the reporting date and subsequently sold on 17
September 2025, have been recognised as discontinued operations and do not
consequently form part of the Group's continuing operations.

Legacy Business

The legacy business which is in run-off was EBITDA breakeven (H1 2024: £0.5
million loss). However, the UK Legacy business remains cash consumptive as
costs remain to service the remaining book of policies. The EBITDA performance
primarily reflects the unwind of contract liabilities (non-cash benefit) and
the unwind of onerous contract provisions (income statement neutral, but cash
consumptive). The UK legacy business is currently anticipated to consume cash
in the region of £2.5 million through to closure.

 

Central Overheads

Overheads have reduced by £0.7 million (30%) to £1.7 million (H1 2024: £2.4
million) reflecting the benefit of the completion of the CMP and a focus on
cost reduction.

 

Taxation

Following the transfer of CPP India and CPP Turkey to discontinued operations,
the Group's tax charge from continuing operations is £nil (H1 2024 restated:
£nil). The Group's continuing operations currently consists of solely
loss-making businesses, which carry substantial available tax losses;
therefore, the Group does not expect to incur a tax charge in the medium- to
long-term.

 

Cash Flow

The Group had cash balances at 30 June 2025 of £8.1 million (H1 2024: £11.6
million; 31 December 2024: £9.7 million) which included £6.0 million cash
balances in India which are included in Assets Held for Sale. Although cash
benefitted from the disposal of CPP Turkey, the balance has reduced by £1.6
million since the year end as the Group continues to fund the UK legacy
run-off, Blink growth and central costs.

 

As part of the disposal of CPP Turkey, the Group agreed to reduce its
revolving credit facility ("RCF") by 50% to £2.5 million. The RCF has
subsequently been repaid and withdrawn following the disposal of CPP India in
September, there was £1.5 million drawn on the RCF prior to cancellation. The
Group's immediate funding requirements, including growth investment in Blink,
will be satisfied by cash proceeds from the sale of CPP India and CPP Turkey.
Continued commercial progress in Blink and the full cost benefits of central
restructuring will improve operational cash flows.

 

Balance Sheet

At 30 June 2025, the Group had net assets of £0.4 million which was an
increase of £0.4 million from the 31 December 2024 net liabilities position
of £0.0 million. The disposal of CPP India, which completed on 17 September
2025 represents a material subsequent event and has changed the shape of the
Group's balance sheet significantly. In isolation, the transaction will
improve the Group's existing net assets position by approximately £9.6
million, as detailed in the pro forma statement of consolidated assets below.
Further detail on the transaction is included in note 12 to the condensed
consolidated financial statements.

 

The unaudited pro forma statement of consolidated assets below has been
produced for illustrative purposes only and by its nature addresses a
hypothetical situation and, therefore, does not represent the continuing
Group's actual financial position or results.

 

                                          30 June 2025  Sale of India (notes 1, 2, 3)  Transaction fees  Pro forma continuing Group

                                          £'m           £'m                            (notes 4, 5)      £'m

                                                                                       £'m
 Non-current assets                       1.0           -                              -                 1.0
 Current assets
 Trade and other receivables              2.0           3.6                            -                 5.6
 Cash and cash equivalents                2.1           9.0                            (1.4)             9.7
 Assets classified as held for sale       17.4          (17.4)                         -                 -
 Total assets                             22.5          (4.8)                          (1.4)             16.3
 Current liabilities
 Trade and other payables                 (4.3)         -                              0.4               (3.9)
 Other current liabilities                (1.9)         -                              -                 (1.9)
 Liabilities classified as held for sale  (15.4)        15.4                           -                 -
 Non-current liabilities                  (0.5)         -                              -                 (0.5)
 Total liabilities                        (22.1)        15.4                           0.4               (6.3)
 Net assets                               0.4           10.6                           (1.0)             10.0

1.     The cash movement of £9.0 million on the sale of India reflects
proceeds on completion of £10.8 million less £1.8 million capital gains tax
("CGT") withheld by the buyer in line with Indian legislation.

2.     The CGT withheld is on the total transaction value of approximately
£14.4 million and therefore includes tax on the deferred consideration to be
paid.

3.     £3.6 million trade and other receivables movement reflects Indian
deferred consideration payable within 12 months.

4.     The remaining transaction fees to be paid on the disposal of India
and Turkey is £1.4 million. Transaction fees for both disposals are expected
to total £1.8 million with £0.4 million already paid at 30 June 2025.

5.     £0.4 million trade and other payables movement reflects the
transaction fees invoiced or accrued at 30 June 2025 but not paid. The payment
of these is included in £1.4 million remaining transaction fees to be paid
referenced in footnote 4.

 

Events after the balance sheet date

On 23 July 2025, the Group announced that it had agreed terms for the disposal
of CPP India for total cash consideration of US$21.0 million, with US$15.8
million payable on completion and US$5.2 million payable by two equal
instalments at six- and 12-months post completion, subject to certain
performance targets. Consent to the disposal was passed by shareholders at a
general meeting on 14 August 2025.

 

On 15 September 2025, the Group confirmed that it had agreed to an Amended and
Restated sale and purchase agreement which revised the total consideration
payable to US$20.0 million, with US$15 million payable on completion and US$
5.0 million payable by two equal instalments at six and 12 months post
completion, subject to certain revised performance targets.

 

The disposal completed on 17 September 2025.

 

Group Legacy Activities

The Group's legacy operations in the UK are in run-off with only 31,000
three-year Card Protection policies remaining open at 30 June 2025. These
three-year policies will have expired by 31 December 2026. The Group has
ring-fenced an experienced streamlined team to service the remaining policies
until their expiry. The legacy businesses are expected to close during 2028.

 

Central Restructure

On 25 September 2025, the Group announced a reorganisation of central
functions and cost reductions as it transitions to a leaner, Blink-focused
organisation. The associated restructure includes a reduction in fees paid to
the non-executive directors, a reduction in executive headcount, including the
departure of David Bowling (Group CFO) and Eleanor Sykes (Group COO), and
other reductions to central function headcount. Additionally, I will be
stepping down as Group CEO and will take on reduced responsibilities, at a
lower cost, for the Group Finance function and management of the Legacy
Businesses which run independently to Blink.

The various actions taken by the Group in recent years is expected to see
central costs (before recharges to business units) come down from £10.1
million in 2023 to a run rate in the region of £2.5 million per year,
subsequent to the most recent round of cost cutting.

 

People

To lead Blink through its next phase of growth, Brian Barter was appointed CEO
of Blink on 5 June 2025. Brian brings significant experience in scaling global
fintech and SaaS platforms, having previously held leadership roles at
Accenture, Bank of Ireland, and BoatyardX. His appointment underlines the
Group's commitment to establishing Blink as a globally relevant, always-on
InsurTech platform, delivering innovation and long-term value for partners and
shareholders alike.

Brian will be appointed to the board of directors of CPP Group, subject to the
satisfactory completion of customary due diligence by the Company's nominated
adviser. A further announcement regarding Brian's appointment will be made in
due course.

 

Outlook

Blink has matured rapidly into a scalable, high-margin SaaS InsurTech platform
with global reach. Our two core markets, travel disruption and cyber-security
are set for continued expansion, underpinned by strong structural tailwinds.

 

The Group is now fully aligned behind Blink, enabling us to:

 

1.   Deepen strategic partnerships with global insurers;

 

2.   Accelerate commercialisation; and

 

3.   Scale a next-generation platform designed for worldwide deployment.

 

With a robust partner base, strong recurring revenues, and an experienced
leadership team, we are confident in Blink's long-term sustainable growth
prospects and ability to deliver shareholder return.

 

Acknowledgement

I extend my sincere gratitude to David Bowling and Eleanor Sykes, whose
dedication and leadership have been instrumental in delivering the Group's
transformation. Their hard work and commitment over the past three years have
made this pivotal moment possible.

 

 

 

 

 

Simon Pyper

Chief Executive Officer

26 September 2025

 

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

CONSOLIDATED INCOME STATEMENT

                                                     Note  6 months ended 30 June 2025    6 months ended 30 June 2024    Year ended 31 December 2024

                                                           (Unaudited)                    (Restated**) (Unaudited)       (Restated*)

                                                           £'000                          £'000                          (Audited)

                                                                                                                         £'000
 Continuing operations
 Revenue                                             3     926                            1,418                          2,415
 Cost of sales                                             (129)                          (278)                          (383)
 Gross profit                                              797                            1,140                          2,032
 Administrative expenses                                   (4,298)                        (5,680)                        (10,377)
 Operating loss                                            (3,501)                        (4,540)                        (8,345)

 Analysed as:
 EBITDA                                              3     (2,908)                        (3,856)                        (6,608)
 Depreciation and amortisation                             (252)                          (187)                          (337)
 Exceptional items                                   4     (341)                          (497)                          (1,400)

 Investment revenues                                       39                             138                            177
 Finance costs                                             (51)                           (91)                           (204)
 Loss before taxation                                      (3,513)                        (4,493)                        (8,372)
 Taxation                                            5     -                              -                              17
 Loss for the period from continuing operations            (3,513)                        (4,493)

                                                                                                                         (8,355)

 Discontinued operations
 Profit for the period from discontinued operations        1,962                          4,307                          4,743

                                                     6
 Loss for the period                                       (1,551)                        (186)                          (3,612)

 Attributable to:
 Equity holders of the Company                             (1,551)                        (344)                          (3,590)
 Non-controlling interests                                 -                              158                            (22)
                                                           (1,551)                        (186)                          (3,612)

 Basic & diluted (loss)/earnings per share                 Pence                          Pence                          Pence
 Continuing operations                               7     (38.33)                        (50.79)                        (92.78)
 Discontinued operations                             7     21.41                          46.90                          52.92
                                                     7     (16.92)                        (3.89)                         (39.86)

 

* Restated to reflect India and Turkey as discontinued operations. See note 2.

** Restated to reflect India, Turkey and Globiva as discontinued operations.
See note 2.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

                                                                                                       6 months ended 30 June 2025             6 months ended 30 June 2024           Year ended

                                                                                                                                                                                     31 December 2024
                                                                                                       £'000                                   £'000                                 £'000
                                                                                                       (Unaudited)                             (Unaudited)                           (Audited)

                               Loss for the period                                                     (1,551)                                 (186)                                 (3,612)

                               Items that may be reclassified subsequently to profit or loss:
                               Exchange differences on translation of foreign operations               (585)                                   (353)                                 (425)
  Items that have been reclassified to profit or loss:
                               Exchange differences reclassified on disposal of foreign operations     2,805                                   (2,005)                               (1,626)

                               Other comprehensive income/(expense) for the period net of taxation     2,220                                   (2,358)                               (2,051)
                               Total comprehensive income/(expense) for the period                     669                                     (2,544)                               (5,663)

                               Attributable to:
                               Equity holders of the Company                                           669                                     (2,708)                               (5,540)
                               Non-controlling interests                                               -                                       164                                   (123)
                                                                                                       669                                     (2,544)                               (5,663)

 

CONSOLIDATED BALANCE SHEET

                                                             30 June 2025    30 June 2024    31 December 2024
                                                             £'000           £'000           £'000
                                                       Note  (Unaudited)     (Unaudited)     (Audited)
 Non-current assets
 Goodwill                                                    -               514             -
 Other intangible assets                                     801             6,746           6,031
 Property, plant and equipment                               77              829             372
 Right-of-use assets                                         123             2,657           1,062
 Deferred tax assets                                         -               707             586
 Contract assets                                             -               201             206
                                                             1,001           11,654          8,257
 Current assets
 Contract assets                                             -               6,211           5,567
 Trade and other receivables                                 1,976           13,060          5,422
 Cash and cash equivalents                                   2,107           11,636          9,650
                                                             4,083           30,907          20,639
 Assets classified as held for sale                          17,402          -               -
                                                             21,485          30,907          20,639
 Total assets                                          3     22,486          42,561          28,896
 Current liabilities
 Borrowings                                                  37              -               -
 Income tax liabilities                                      (981)           (999)           (1,128)
 Trade and other payables                                    (4,348)         (19,126)        (14,703)
 Provisions                                            8     (612)           (1,576)         (1,211)
 Lease liabilities                                           (178)           (953)           (277)
 Contract liabilities                                        (111)           (10,230)        (9,436)
                                                             (6,193)         (32,884)        (26,755)
 Liabilities classified as held for sale                     (15,388)        -               -
                                                             (21,581)        (32,884)        (26,755)
 Net current liabilities                                     (96)            (1,977)         (6,116)
 Non-current liabilities
 Borrowings                                                  -               86              66
 Deferred tax liabilities                                    -               (644)           (398)
 Trade and other payables                                    (107)           -               -
 Provisions                                            8     (358)           (1,011)         (574)
 Lease liabilities                                           -               (2,463)         (751)
 Contract liabilities                                        (14)            (429)           (510)
                                                             (479)           (4,461)         (2,167)
 Total liabilities                                           (22,060)        (37,345)        (28,922)
 Net assets                                                  426             5,216           (26)
 Equity
 Share capital                                         9     24,574          24,257          24,574
 Share premium account                                       45,225          45,225          45,225
 Merger reserve                                              (100,399)       (100,399)       (100,399)
 Translation reserve                                         (1,081)         (3,715)         (3,301)
 ESOP reserve                                                18,532          18,659          18,735
 Retained earnings                                           13,575          18,768          15,140
 Equity attributable to equity holders of the Company        426             2,795           (26)
 Non-controlling interests                                   -               2,421           -
 Total equity                                                426             5,216           (26)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

                                                            Share capital      Share premium account      Merger reserve      Translation reserve      ESOP reserve      Retained earnings      Total              Non-controlling interests      Total equity
                                                      Note  £'000              £'000                      £'000               £'000                    £'000             £'000                  £'000              £'000                          £'000
 6 months ended

 30 June 2025

 (Unaudited)
 At 1 January 2025                                          24,574             45,225                     (100,399)           (3,301)                  18,735            15,140                 (26)               -                              (26)
 Loss for the period                                        -                  -                          -                   -                        -                 (1,551)                (1,551)            -                              (1,551)
 Other comprehensive income for the period                  -                  -                          -                   2,220                    -                 -                      2,220              -                              2,220
 Total comprehensive income/(expense) for the period        -                  -                          -                   2,220                    -                 (1,551)                669                -                              669
 Equity-settled share-based payment credit                  -                  -                          -                   -                        (203)             -                      (203)              -                              (203)
 Effects of hyperinflation                                  -                  -                          -                   -                        -                 (14)                   (14)               -                              (14)
 At 30 June 2025                                            24,574             45,225                     (100,399)           (1,081)                  18,532            13,575                 426                -                              426

 6 months ended

 30 June 2024

 (Unaudited)
 At 1 January 2024                                          24,257             45,225                     (100,399)           (1,351)                  18,334            19,192                 5,258              2,257                          7,515
 Loss for the period                                        -                  -                          -                   -                        -                 (344)                      (344)             158                         (186)
 Other comprehensive expense for the period                 -                  -                          -                   (2,364)                  -                 -                          (2,364)          6                            (2,358)
 Total comprehensive expense for the period                 -                  -                          -                   (2,364)                  -                 (344)                      (2,708)          164                          (2,544)
 Equity-settled share-based payment charge                  -                  -                          -                   -                        325               -                      325                -                              325
 Effects of hyperinflation                                  -                  -                          -                   -                        -                 (80)                   (80)               -                              (80)
 At 30 June 2024                                            24,257             45,225                     (100,399)           (3,715)                  18,659            18,768                 2,795              2,421                          5,216

 Year ended

 31 December 2024 (Audited)
 At 1 January 2024                                          24,257             45,225                     (100,399)           (1,351)                  18,334            19,192                 5,258              2,257                          7,515
 Loss for the year                                          -                  -                          -                   -                        -                 (3,590)                (3,590)            (22)                           (3,612)
 Other comprehensive expense for the year                   -                  -                          -                   (1,950)                  -                 -                      (1,950)            (101)                          (2,051)
 Total comprehensive expense for the period                 -                  -                          -                   (1,950)                  -                 (3,590)                (5,540)            (123)                          (5,663)
 Disposal of non-controlling interests                      -                  -                          -                   -                        -                 -                      -                  (2,134)                        (2,134)
 Equity-settled share-based payment charge                  -                  -                          -                   -                        649               -                      649                -                              649
 Exercise of share options                                  317                -                          -                   -                        -                 (317)                  -                  -                              -
 Purchase of own shares                                     -                  -                          -                   -                        (248)             -                      (248)              -                              (248)
 Effects of hyperinflation                                  -                  -                          -                   -                        -                 (145)                  (145)              -                              (145)
 At 31 December 2024                                        24,574             45,225                     (100,399)           (3,301)                  18,735            15,140                 (26)               -                              (26)

 

CONSOLIDATED CASH FLOW STATEMENT

                                                                   Note                     6 months ended    6 months ended    Year ended

                                                                                            30 June 2025      30 June 2024      31 December 2024
                                                                                            £'000             £'000             £'000
                                                                                            (Unaudited)       (Unaudited)       (Audited)

 Net cash used in operating activities                             10                       (3,219)           (8,641)           (9,738)

 Investing activities
 Interest received                                                                          188               494               447
 Purchases of property, plant and equipment                                                 (33)              (170)             (270)
 Purchases of intangible assets                                                             (197)             (1,282)           (1,769)
 Sale of equity investment                                                                  -                 2,651             2,651
 Cash consideration in respect of sale of discontinued operations                           3,064             434               4,237
 Costs associated with disposal of discontinued operations                                  (250)             (20)              (92)
 Cash disposed of with discontinued operations                                              (333)             (151)             (3,275)

 Net cash from investing activities                                                         2,439             1,956             1,929

 Financing activities
 Repayment of the lease liabilities                                                         (117)             (638)             (966)
 Interest paid                                                                              (122)             (32)              (77)
 Purchase of own shares                                                                     -                 -                 (248)

 Net cash used in financing activities                                                      (239)             (670)             (1,291)
 Net decrease in cash and cash equivalents                                                  (1,019)           (7,355)           (9,100)

 Effect of foreign exchange rate changes                                                    (562)             (10)              (251)
 Cash and cash equivalents at start of period                                               9,650             19,001            19,001

 Cash and cash equivalents at end of period                                                 8,069             11,636            9,650

 Analysed as:
 Continuing operations                                                                      2,107             11,636            9,650
 Discontinued operations                                                                    5,962             -                 -

                                                                                            8,069             11,636            9,650

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

1 General information

 

The condensed consolidated interim financial statements for the six months
ended 30 June 2025 do not constitute statutory accounts as defined under
Section 434 of the Companies Act 2006. The Annual Report and Financial
Statements (the 'Financial Statements') for the year ended 31 December 2024
were approved by the Board on 25 March 2025 and have been delivered to the
Registrar of Companies. The Auditor, PKF Littlejohn LLP, reported on these
financial statements; their report was unqualified, did not contain an
emphasis of matter paragraph and did not contain statements under s498 (2) or
(3) of the Companies Act 2006.

 

2 Accounting policies

 

Basis of preparation

 

The unaudited condensed consolidated interim financial statements for the six
months ended 30 June 2025 have been prepared in accordance with IAS 34 Interim
Financial Reporting. They do not include all the information required for full
annual financial statements and should be read in conjunction with the Group's
consolidated financial statements for the year ended 31 December 2024 which
were prepared in accordance with international accounting standards in
conformity with the requirements of the Companies Act 2006 and UK-adopted
International Accounting Standards (UK IASs). The condensed consolidated
interim financial statements were approved for release on 26 September 2025.

 

The accounting policies adopted in the preparation of the condensed
consolidated interim financial statements are consistent with those followed
in the preparation of the Group's consolidated financial statements for the
year ended 31 December 2024, except as detailed below.

 

New standards

Amendments to IAS 21 is applicable for the first time in the current period.
There has been no material impact to the Group on adoption.

 

Restatement of disclosures

On 17 June 2025, the Group completed the sale of its wholly owned subsidiary
CPP Sigorta Aracilik Hizmetleri Anonim Sirketi (Turkey) (see note 6). This has
consequently been classified as discontinued and the comparatives restated to
reflect this.

 

As at 30 June 2025 negotiations were advanced for the sale of CPP Assistance
Services Private Limited (India) and the disposal was judged as 'highly
probable', in accordance with IFRS 5 Non-current Assets Held for Sale and
Discontinued Operations, accounting criteria. The intended sale was announced
to the stock market on 18 June 2025. Accordingly, India has been classified as
held for sale and presented as a discontinued operation, as at 30 June 2025
with comparative periods restated to reflect this. Exceptional restructuring
costs in the prior period, which were in the Central Functions segment but
related to the disposal of India and Turkey, have been reclassified from the
continuing to discontinued operations.

 

Discontinued operations in the prior periods also contain, Globiva, Spain,
Portugal and Italy which were disposed of in the year ended 31 December 2024.
Globiva had not been classified as discontinued as at 30 June 2024, so the
prior periods have also been restated to reflect this.

 

The adjustments related to the restatement for Turkey and India for the 31
December 2024 accounts have not been audited. Restatements have been made to
the consolidated income statement information for the six months ended 30 June
2024 and year ended 31 December 2024 and associated disclosure notes.

 

Core and Legacy disclosures

In 2022, the Group adopted a multi-column format on the face of the
Consolidated Income Statement and associated notes which split the results
into Core and Legacy operations. Core and Legacy operations have now reduced
following the disposal and closure of various entities, with Legacy having
substantially reduced so only the UK operations remain which are immaterial.
Consequently, the Core and Legacy split no longer remains appropriate and has
been removed in the current accounting period. Further detail is provided in
the segmental reporting tables (note 3). India, Turkey and Globiva were
previously included within the Core presentation. Italy, Spain and Portugal
were previously included within the Legacy presentation. The remaining
business units are Blink, Central Functions and UK Legacy.

 

Hyperinflation

The Group had operations within Turkey, which continued to meet the criteria
to be classified as a hyperinflationary economy, whereby inflation has
continued to be over 100% over the past three years. The three-year inflation
rate as at 30 June 2025 is 220%. Therefore, the results of our Turkish
subsidiary up to the date of disposal (17 June 2025) have been adjusted for
the changes in inflation in each reporting period shown and are stated at the
exchange rate at the end of each reporting period. The price index in Turkey
(source: Turkish Statistical Institute) has shown inflation for the six-month
period to 30 June 2025 of 17% (H1 2024: 25%; and year ended 31 December 2024:
44%).

 

Going concern

In reaching their view on the preparation of the condensed consolidated
interim financial statements on a going concern basis, the Directors are
required to consider whether the Group can continue in operational existence
for a period of at least 12 months from the date of this report.

 

The Group has a formalised process of budgeting, reporting and review along
with procedures to forecast its profitability and cash flows. The plans
provide information to the Directors which are used to ensure the adequacy of
resources available for the Group to meet its business objectives, both in the
short-term and in relation to its strategic priorities. The Group's revenue,
profit and cash flow forecasts are subject to robust downside stress testing
which involves modelling the impact of a combination of plausible adverse
scenarios focused on crystallisation of the Group's key business risks. This
is done to identify risks to liquidity and enable management to formulate
appropriate and timely mitigation strategies.

 

Taking the analysis into consideration, the Directors are satisfied that the
Group has the necessary resources to continue in operational existence for a
period of at least 12 months from the date of this report. Accordingly, they
continue to adopt the going concern basis in preparing the condensed
consolidated interim financial statements.

 

3    Segmental analysis

 

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

 

The Group is managed on the basis of three broad business units:

• Blink;

• Central Functions - central cost base required to provide expertise and
operate a listed group. Central Functions is stated after the recharge of
certain central costs that are appropriate to transfer to the relevant
geographies for statutory purposes; and

• Legacy (UK Legacy and UK MGA)

 

In June 2025, the India and Turkey segments were classified as discontinued,
the prior period comparatives have been restated accordingly (see note 2).

 

 

Segment revenue and performance for the current and comparative periods are
presented below:

                                                                                Blink        Central Functions      Legacy      Total
 Six months ended 30 June 2025 (Unaudited)                                      £'000        £'000                  £'000       £'000
 Continuing operations
 Revenue - external sales                                                       812          -                      114         926
 Cost of sales                                                                  (109)        -                      (20)        (129)
 Gross profit                                                                   703          -                      94          797
 Administrative expenses excluding depreciation, amortisation, and exceptional  (1,944)      (1,667)                (94)        (3,705)
 items
 EBITDA                                                                         (1,241)      (1,667)                -           (2,908)
 Depreciation and amortisation                                                  (128)        (124)                  -           (252)
 Exceptional items (note 4)                                                     (183)        (133)                  (25)        (341)
 Operating loss                                                                 (1,552)      (1,924)                (25)        (3,501)
 Investment revenues                                                                                                            39
 Finance costs                                                                                                                  (51)
 Loss before taxation                                                                                                           (3,513)
 Taxation                                                                                                                       -
 Loss for the period from continuing operations                                                                                 (3,513)
 Discontinued operations
 Profit for the period from discontinued operations (note 6)                                                                    1,962
 Loss for the period                                                                                                            (1,551)

 

 

                                                                                Blink         Central Functions      Legacy       Total
 Six months ended 30 June 2024 (Restated*) (Unaudited)                          £'000         £'000                  £'000        £'000
 Continuing operations
 Revenue - external sales                                                       504           -                      914          1,418
 Cost of sales                                                                  (88)                                 (190)        (278)

                                                                                              -
 Gross profit                                                                   416           -                      724          1,140
 Administrative expenses excluding depreciation, amortisation, and exceptional  (1,419)       (2,369)                (1,208)      (4,996)
 items
 EBITDA                                                                                                              (484)        (3,856)

                                                                                (1,003)       (2,369)
 Depreciation and amortisation                                                  (59)          (127)                  (1)          (187)
 Exceptional items (note 4)                                                     (44)          (236)                  (217)        (497)
 Operating loss                                                                 (1,106)       (2,732)                (702)        (4,540)
 Investment revenues                                                                                                              138
 Finance costs                                                                                                                    (91)
 Loss before taxation                                                                                                             (4,493)
 Taxation                                                                                                                         -
 Loss for the period from continuing operations                                                                                   (4,493)
 Discontinued operations
 Profit for the period from discontinued operations (note 6)                                                                      4,307
 Loss for the period                                                                                                              (186)

* Restated to reflect Turkey, India and Globiva as discontinued operations.
See note 2.

 

                                                                                Blink        Central Functions                   Total

                                                                                                                    Legacy
 Year ended 31 December 2024 (Restated)* (Audited)                              £'000        £'000                  £'000        £'000
 Continuing operations
 Revenue - external sales                                                                                                        2,415

                                                                                1,065        -                      1,350
 Cost of sales                                                                  (253)        -                      (130)        (383)
 Gross profit                                                                                                                    2,032

                                                                                812          -                      1,220
 Administrative expenses excluding depreciation, amortisation, and exceptional  (3,517)      (3,534)                (1,589)      (8,640)
 items
 EBITDA                                                                         (2,705)      (3,534)                (369)        (6,608)
 Depreciation and amortisation                                                  (145)        (191)                  (1)          (337)
 Exceptional items (note 4)                                                     (78)         (1,078)                (244)        (1,400)
 Operating loss                                                                 (2,928)      (4,803)                (614)        (8,345)
 Investment revenues                                                                                                             177
 Finance costs                                                                                                                   (204)
 Loss before taxation                                                                                                            (8,372)
 Taxation                                                                                                                        17
 Loss for the period from continuing operations                                                                                  (8,355)
 Discontinued operations
 Profit for the period from discontinued operations (note 6)                                                                     4,743
 Loss for the period                                                                                                             (3,612)

* Restated to reflect Turkey and India as discontinued operations. See note 2.

 

Segmental assets

 

                                             30 June 2025      30 June 2024       31 December 2024
                                             £'000             £'000              £'000
                                             (Unaudited)       (Unaudited)**      (Audited)*

 Blink                                       1,560             928                1,247
 Central Functions                           1,748             1,831              1,531
 Legacy                                      1,776             3,854              1,934
 Total segment assets                        5,084             6,613              4,712
 Unallocated assets                          -                 1,221              586
 Assets relating to discontinued operations  17,402            34,727             23,598
 Consolidated total assets                   22,486            42,561             28,896

 

Goodwill and deferred tax assets are not allocated to segments.

 

* Restated to reflect India and Turkey as discontinued operations. See note 2.

** Restated to reflect India, Turkey and Globiva as discontinued operations.
See note 2.

 

 

4 Exceptional items

 

                                                                             6 months ended 30 June 2025      6 months ended 30 June 2024    Year ended 31 December 2024

                                                                             (Unaudited)                      (Restated**) (Unaudited)       (Restated*) (Audited)

                                                                               £'000                          £'000                           £'000
 Continuing operations
 Restructuring and closure costs                                             341                              375                            851
 Onerous contracts                                                           -                                (91)                           (25)
 DBP charges                                                                 -                                213                            574
 Exceptional charge included in operating profit                             341                              497                            1,400
 Tax on exceptional items                                                    -                                -                              (6)
 Total exceptional charge after tax for continuing operations                341                              497                            1,394
 Discontinued operations
 Exceptional charge/(gain) from discontinued operations net of tax (note 6)  69                               (1,874)                        (642)
 Total exceptional charge/(gain) after tax                                   410                              (1,377)                        752

 

* Restated to reflect Turkey and India as discontinued operations. See note 2.

** Restated to reflect Turkey, India and Globiva as discontinued operations.
See note 2.

 

Restructuring and closure costs of £341,000 from continuing operations (H1
2024 restated: £375,000; year ended 31 December 2024 restated: £851,000)
primarily relate to redundancy and associated costs in Blink and Central
Functions, as well as necessary retention provisions as the UK Legacy runs-off
to closure and Central functions are simplified.

 

Prior period DBP charges - relating to an exceptional deferred bonus plan
ceased in December 2024 and there has been no revision to the onerous contract
provision in the current period.

 

5  Taxation

The current period tax charge of £nil (H1 2024 restated: £nil; year ended 31
December 2024 restated: £17,000) is reflective of the losses made in our
continuing businesses. Tax relief is not yet able to be recognised against the
losses. As Blink moves to profitability it is expected to be able to recognise
a deferred tax asset, which will reflect historic losses or group relief
available.

 

6 Discontinued operations

 

On 17 June 2025, the Group completed the sale of its 100% shareholding in CPP
Sigorta Aracilik Hizmetleri Anonim Sirketi for cash consideration of
£4,564,000, comprising £3,064,000 paid on completion with £1,000,000
deferred for one year and £500,000 deferred for two years. The deferred
amounts have been discounted by £145,000 to a total present value of
£1,355,000 resulting in income statement proceeds of £4,419,000.

 

As at 30 June 2025, CPP Assistance Services Private Limited (India) is
classified as held for sale. Therefore, these operations have been presented
as discontinued.

Profit from discontinued operations comprises the following:

 

(i)         Income statement

 

 Six months ended 30 June 2025               Turkey       India         Total
 (Unaudited)                                 £'000        £'000         £'000

 Revenue                                     5,786        69,484        75,270
 Cost of sales                               (3,578)      (62,930)      (66,508)
 Gross profit                                2,208        6,554         8,762
 Administrative expenses                     (1,283)      (4,776)       (6,059)
 Operating profit                            925          1,778         2,703
 Analysed as:

 EBITDA                                      975          2,872         3,847

 Depreciation and amortisation               (145)        (930)         (1,075)

 Exceptional items                           95           (164)         (69)
 Investment revenues                         48           101           149
 Finance costs                               (110)        (3)           (113)
 Profit before taxation                      863          1,876         2,739
 Taxation                                    (262)        (515)         (777)
 Profit for the period                       601          1,361         1,962

 

 

 Six months ended 30 June 2024   Turkey     India       Globiva      Italy     Spain           Total
 (Unaudited) (restated*)         £'000      £'000       £'000        £'000         £'000       £'000

 Revenue                         3,210      76,401      8,114        687       53              88,465
 Cost of sales                   (1,698)    (68,684)    (6,377)      (308)     (2)             (77,069)
 Gross profit                    1,512      7,717       1,737        379       51              11,396
 Administrative expenses         (883)      (5,168)     (1,378)      63        (637)           (8,003)
 Operating profit/(loss)         629        2,549       359          442       (586)           3,393
 Analysed as:

 EBITDA                          705        3,444       866          99        (131)           4,983

 Depreciation and amortisation   (76)       (895)       (507)        (37)      -               (1,515)

 Exceptional items               -          -           -            380       (455)           (75)
 Investment revenues             222        56          109          -         -               387
 Finance costs                   (15)       (1)         (147)        (1)       (2)             (166)
 Other gains and losses          -          -           -            -         1,949           1,949
 Profit before taxation          836        2,604       321          441       1,361           5,563
 Taxation                        (329)      (757)       (170)        -         -               (1,256)
 Profit for the period           507        1,847       151          441       1,361           4,307

 

* Restated to reflect Turkey, India and Globiva as discontinued operations.
See note 2.

 

 Year ended 31 December 2024     Turkey     India        Globiva      Italy     Spain     Other     Total
 (Unaudited) (restated*)         £'000      £'000        £'000        £'000     £'000     £'000     £'000

 Revenue                         8,610      145,401      10,790       687       53        -         165,541
 Cost of sales                   (5,037)    (130,198)    (8,446)      (309)     (2)       -         (143,992)
 Gross profit                    3,573      15,203       2,344        378       51        -         21,549
 Administrative expenses         (2,634)    (10,596)     (2,305)      63        (653)     -         (16,125)
 Operating profit/(loss)         939        4,607        39           441       (602)     -         5,424
 Analysed as:

 EBITDA                          1,406      6,630        1,211        98        (135)     -         9,210

 Depreciation and amortisation   (215)      (1,883)      (661)        (37)      -         -         (2,796)

 Exceptional items               (252)      (140)        (511)        380       (467)     -         (990)
 Investment revenues             -          153          117          -         -         -         270
 Finance costs                   (58)       (15)         (205)        -         (3)       -         (281)
 Other gains and losses          -          -            -            -         1,949     33        1,982
 Profit/(loss) before taxation   881        4,745        (49)         441       1,344     33        7,395
 Taxation                        (195)      (1,750)      (674)        -         (33)      -         (2,652)
 Profit/(loss) for year          686        2,995        (723)        441       1,311     33        4,743

 

* Restated to reflect Turkey and India as discontinued operations. See note 2.

 

Other discontinued operations include Portugal, Malaysia and Bangladesh which
have all been wound up and were part of the Legacy segment.

 

(ii)        Exceptional items

 

 Six months ended 30 June 2025                   Note             Turkey      India       Total
 (Unaudited)                                                      £'000       £'000       £'000

 Profit on disposal                              6 (iii)          95          -           95
 Disposal costs                                                   -           (164)       (164)
 Exceptional items included in operating profit                   95          (164)       (69)
 Total exceptional items after tax                                95          (164)       (69)

 

 Six months ended 30 June 2024                                         Italy     Spain           Total
 (Unaudited)                                                           £'000         £'000       £'000
 Profit on disposal                                         6 (iii)    380       -               380
 Write down of assets on wind up of discontinued operation             -         (414)           (414)
 Restructuring costs                                                   -         (41)            (41)
 Exceptional items included in operating profit/(loss)                 380       (455)           (75)
 Other gains and losses                                                -         1,949           1,949
 Total exceptional items after tax                                     380       1,494           1,874

 

 

 Year ended 31 December 2024                                Turkey    India     Globiva      Italy     Spain           Other     Total
 (Unaudited) (restated*)                                    £'000     £'000     £'000        £'000         £'000       £'000     £'000
 (Loss)/profit on disposal                                  -         -         (511)        380       -               -         (131)
 Write down of assets on wind up of discontinued operation  -         -         -            -         (414)           -         (414)
 Disposal costs                                             (252)     (140)     -            -         (53)            -         (445)
 Exceptional items included in operating (loss)/profit      (252)     (140)     (511)        380       (467)           -         (990)
 Other gains and losses                                     -         -         -            -         1,949           33        1,982
 Tax on exceptional items                                   -         -         (350)        -         -               -         (350)
 Total exceptional items after tax                          (252)     (140)     (861)        380       1,482           33        642

* Restated to reflect Turkey and India as discontinued operations. See note 2.

 

(iii)         Profit/(loss) on disposal

The Group has recognised a profit on the disposal of Turkey as follows:

 

 Six months ended 30 June 2025                                 Total
 (Unaudited)                                                   £'000
                                                               (Unaudited)
 Cash consideration                                            3,064
 Deferred consideration                                        1,355
 Proceeds                                                      4,419
 Net assets sold                                               (1,219)
 Costs associated with disposal                                (300)
 Currency translation differences on disposal                  (2,805)
 Profit on disposal                                            95

 

On an undiscounted basis the consideration totals £4,564,000 comprising
£3,064,000 paid on completion with £1,000,000 deferred for one year and
£500,000 deferred for two years. The deferred amounts have been discounted by
£145,000  to a total present value of £1,355,000 resulting in the
discounted proceeds total of £4,419,000.

 

The Group recognised a (loss)/profit on the disposal in the year ended 31
December 2024:

 

 Year ended 31 December 2024                           Globiva  Italy   Total
                                                       £'000    £'000   £'000

 Proceeds                                              3,804    433     4,237
 Net assets                                            (6,103)  (5)     (6,108)
 Non-controlling interest on disposal                  2,134    -       2,134
 Costs associated with disposal                        -        (72)    (72)
 Currency translation differences on disposal          (346)    24      (322)
 (Loss)/profit on disposal                             (511)    380     (131)

 

For the six months ended 30 June 2024 only the profit on the disposal of Italy
of £380,000 was recognised (for detail see Italy analysis above for the year
ended 31 December 2024).

 

Information about major customers

Revenue from customers of one business partner in India ,which is classified
as discontinued, represented approximately £56,505,000 (H1 2024:
£64,725,000; year ended 31 December 2024: £122,988,000) of the Group's total
revenue.

7 (Loss)/earnings per share

 

Basic and diluted (loss)/earnings per share (EPS) has been calculated in
accordance with IAS 33 Earnings per share. Underlying (loss)/earnings per
share has also been presented to give a better understanding of the
performance of the business. In accordance with IAS 33, potential ordinary
shares are only considered dilutive when their conversion would decrease the
EPS or increase the loss per share attributable to equity holders.

 

                                                                              Continuing operations  Discontinued operations  Total

 Six months ended 30 June 2025 (Unaudited)
 (Loss)/earnings                                                              £'000                  £'000                    £'000

 (Loss)/earnings for the purposes of basic and diluted loss per share         (3,513)                1,962                    (1,551)
 Exceptional items (net of tax)                                               341                    69                       410
 (Loss)/earnings for the purposes of basic and diluted underlying             (3,172)                2,031                    (1,141)
 (loss)/earnings per share

 Number of shares                                                                                                             Number
                                                                                                                              (thousands)
 Weighted average number of ordinary shares for the purposes of basic                                                         9,165
 (loss)/earnings per share and basic underlying (loss)/earnings per share
 Effect of dilutive ordinary shares: share options                                                                            1,279
 Weighted average number of ordinary shares for the purposes of diluted                                                       10,444
 (loss)/earnings per share and diluted underlying (loss)/earnings per share

 (Loss)/earnings per share                                                    Continuing operations  Discontinued operations  Total
                                                                              pence                  pence                    pence

 Basic and diluted (loss)/earnings per share                                  (38.33)                21.41                    (16.92)

 Basic and diluted underlying (loss)/earnings per share                       (34.61)                22.16                    (12.45)

 

 

                                                                              Continuing operations  Discontinued operations  Total

 Six months ended 30 June 2024 (Restated*) (Unaudited)
 (Loss)/earnings                                                              £'000                  £'000                    £'000

 (Loss)/earnings for the purposes of basic and diluted (loss)/earnings per    (4,493)                4,149                    (344)
 share
 Exceptional items (net of tax)                                               497                    (1,874)                  (1,377)
 (Loss)/earnings for the purposes of underlying basic and diluted             (3,996)                2,275                    (1,721)
 (loss)/earnings per share

 Number of shares                                                                                                             Number
                                                                                                                              (thousands)

 Weighted average number of ordinary shares for the purposes of basic                                                         8,847
 (loss)/earnings per share and basic underlying (loss)/earnings per share
 Effect of dilutive ordinary shares: share options                                                                            1,223
 Weighted average number of ordinary shares for the purposes of diluted                                                       10,070
 (loss)/earnings per share and diluted underlying (loss)/earnings per share

 (Loss)/earnings per share                                                    Continuing operations  Discontinued operations  Total
                                                                              pence                  pence                    pence

 Basic and diluted (loss)/earnings per share                                  (50.79)                46.90                    (3.89)

 Basic and diluted underlying (loss)/earnings per share                       (45.17)                25.71                    (19.46)

 

* Restated to reflect Turkey, India and Globiva as discontinued operations.
See note 2.

 

                                                                              Continuing operations  Discontinued operations  Total

 Year ended 31 December 2024 (Restated*) (Unaudited)
 (Loss)/earnings                                                              £'000                  £'000                    £'000

 (Loss)/earnings for the purposes of basic and diluted (loss)/earnings per    (8,355)                4,765                    (3,590)
 share
 Exceptional items (net of tax)                                               1,394                  (642)                    752
 (Loss)/earnings for the purposes of basic and diluted underlying             (6,961)                4,123                    (2,838)
 (loss)/earnings per share

 Number of shares                                                                                                             Number
                                                                                                                              (thousands)

 Weighted average number of ordinary shares for the purposes of basic                                                         9,005
 (loss)/earnings per share and basic underlying (loss)/earnings per share
 Effect of dilutive ordinary shares: share options                                                                            1,369
 Weighted average number of ordinary shares for the purposes of diluted                                                       10,374
 (loss)/earnings per share and diluted underlying (loss)/earnings per share

 (Loss)/earnings per share                                                    Continuing operations  Discontinued operations  Total
                                                                              pence                  pence                    pence

 Basic and diluted (loss)/earnings per share                                  (92.78)                52.92                    (39.86)

 Basic and diluted underlying (loss)/earnings per share                       (77.30)                45.79                    (31.51)

 

* Restated to reflect Turkey and India as discontinued operations. See note 2.

8 Provisions

 

                                                                                  30 June 2025                           30 June 2024                          31 December 2024

                                                                                 £'000                                  £'000                                  £'000
 At 1 January                                                                                         1,785             3,465                                  3,465

 Utilised in the period                                                          (902)                                  (855)                                  (1,679)
 Released in the period                                                          -                                      (91)                                   (145)

 Interest                                                                        87                                     68                                     144
 Total                                                                           970                                                         2,587                                  1,785

 

At the balance sheet date there are provisions for onerous contracts due to
the closure of the Legacy business. The provisions are expected to be settled
as follows:

                       30 June 2025    30 June 2024   31 December 2024

                      £'000           £'000           £'000
 Within one year      612             1,576           1,211
 Outside of one year  358             1,011           574
 Total                970             2,587           1,785

 

9 Share capital

 

Share capital at 30 June 2025 is £24,574,000 (30 June 2024: £24,257,000; 31
December 2024: £24,574,000).

 

The total number of ordinary shares in issue at 30 June 2025 is 9,164,804 of
which 9,159,804 are fully paid and 5,000 are partly paid.

 

The CPP Employee Benefit Trust holds 149,405 shares (30 June 2024: nil; 31
December 2024: 149,405).

 

10 Reconciliation of operating cash flows

 

                                                          6 months ended 30 June 2025      6 months ended    Year ended

                                                                                           30 June 2024      31 December 2024
                                                          £'000                            £'000             £'000
                                                          (Unaudited)                      (Unaudited)       (Audited)

 Loss for the period                                      (1,551)                          (186)             (3,612)
 Adjustments for:
 Depreciation and amortisation                            1,327                            1,672             3,133
 Share-based payment (credit)/charge                      (188)                            354               709
 Loss on disposal of property, plant and equipment        -                                -                 54
 (Profit)/loss on disposal of discontinued operations     (95)                             (383)             131
 Other gains and losses                                   -                                (1,959)           (1,982)
 Effects of hyperinflation                                (106)                            (207)             (70)
 Investment revenues                                      (188)                            (494)             (447)
 Finance costs                                            164                              225               485
 Income tax charge                                        777                              1,256             2,635
 Operating cash flows before movement in working capital  140                              278               1,036
 Decrease/(increase) in inventories                       -                                5                 (3)
 Decrease in contract assets                              137                              259               1,044
 (Increase)/decrease in receivables                       (123)                            (856)             3,232
 Decrease in payables                                     (1,441)                          (4,881)           (8,157)
 Decrease in contract liabilities                         (414)                            (1,018)           (1,974)
 Decrease in insurance liabilities                        -                                (77)              (62)
 Decrease in provisions                                   (902)                            (946)             (1,824)

 Cash used in operations                                  (2,603)                          (7,236)           (6,708)

 Income taxes paid                                        (616)                            (1,405)           (3,030)

 Net cash used in operating activities                    (3,219)                          (8,641)           (9,738)

 

11 Related party transactions

 

Transactions with related parties

 

There have been no related party transactions in the current period.

 

Remuneration of key management personnel

 

The remuneration of the Directors, who are the key management personnel of the
Group, is set out below:

 

                                         6 months ended    6 months ended    Year ended

                                         30 June 2025      30 June 2024      31 December 2024
                                         £'000             £'000             £'000
                                         (Unaudited)       (Unaudited)       (Audited)

 Short-term employee benefits            653               613               1,275
 Post-employment benefits                14                11                22
 Share-based payments                                      176               399

                                         (179)

                                         488               800               1,696

 

 

12 Events after the balance sheet date

 

On 23 July 2025, the Group announced that it had agreed terms for the disposal
of CPP India for total cash consideration of US$21.0 million, with US$15.8
million payable on completion and US$5.2 million payable by two equal
instalments at six- and 12-months post completion, subject to certain
performance targets. Consent to the disposal was passed by shareholders at a
general meeting on 14 August 2025.

 

On 15 September 2025, the Group confirmed that it had agreed to an Amended and
Restated sale and purchase agreement which revised the total consideration
payable to US$20.0 million, with US$15 million payable on completion and US$
5.0 million payable by two equal instalments at six and 12 months post
completion, subject to certain revised performance targets. The disposal
completed on 17 September 2025.

 

On 25 September 2025, the Group announced a reorganisation of central
functions and cost reductions. The changes include Simon Pyper stepping down
as Group CEO and assuming a new role of CFO & Managing Director of Legacy
Operations, alongside the planned departures of David Bowling (CFO) and
Eleanor Sykes (COO).  These steps, along with other reductions in Board costs
and closure of the Leeds Office are designed to align costs with the Group's
new size and focus following the disposals of CPP Turkey and CPP India.

 

 

 

 

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