REG - Defence Holdings PLC - Annual results

Defence HoldingsAnnouncement

21/07/2025 07:00

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RNS Number : 8290R  Defence Holdings PLC   21 July 2025

 

The information contained within this announcement is deemed by the Company to
constitute inside information stipulated under the Market Abuse Regulation
(EU) No. 596/2014, as retained as part of the law of England and Wales. Upon
the publication of this announcement via the Regulatory Information Service,
this inside information is now considered to be in the public domain.

 

FOR IMMEDIATE RELEASE
21 July 2025

London, UK

Defence Holdings PLC

("Defence" or "the Company")

 

Annual results

 

Defence Holdings PLC (ALRT) announces its audited 18-month period ended 31
March 2025.

 

The full Annual Report of the Company is available on the Company's website:
https://www.defencetechnologies.com/investors
(https://www.defencetechnologies.com/investors) .

 

About Defence Holdings PLC (ALRT)

Headquartered in London, Defence Holdings PLC is a publicly listed company
trading under the stock ticker (ALRT) dedicated to delivering high-performance
defence and security solutions for the UK and European markets. Leveraging
deep capital-markets expertise and a network of technology partners, the
Company intends to develop and acquire advanced sensors, AI-driven analytics,
secure communications and autonomous platforms that enhance the operational
advantage of its customers across land, sea, air, space and cyber domains.

Website: (http://www.defencetechnologies.com) www.defencetechnologies.com
(http://www.defencetechnologies.com)

Media Enquiries
 Name - Director, Brian  Stockbridge

 Defence Holdings PLC

 Tel: +44 (0)20 3855 5551 · Email: press@defencetechnologies.com

 

Caution regarding forward looking statements

Certain statements in this announcement, are, or may be deemed to be, forward
looking statements.  Forward looking statements are identified by their use
of terms and phrases such as ''believe'', ''could'', "should" ''envisage'',
''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect",
''will'' or the negative of those, variations or comparable expressions,
including references to assumptions.  These forward-looking statements are
not based on historical facts but rather on the Directors' current
expectations and assumptions regarding the Company's future growth, results of
operations, performance, future capital and other expenditures (including the
amount, nature and sources of funding thereof), competitive advantages,
business prospects and opportunities.  Such forward looking statements
reflect the Directors' current beliefs and assumptions and are based on
information currently available to the Directors.

 

Such statements are based on current expectations and assumptions and are
subject to a number of risks and uncertainties that could cause actual events
or results to differ materially from any expected future events or results
expressed or implied in these forward-looking statements.  Persons receiving
and reading this announcement should not place undue reliance on
forward-looking statements.  Unless otherwise required by applicable law,
regulation or accounting standard, the Company does not undertake to update or
revise any forward-looking statements, whether as a result of new information,
future developments or otherwise.

 

Directors' Responsibility Statement

The directors are responsible for preparing the Annual Report and the
financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each
financial period. Under that law the directors have prepared the Company
financial statements in accordance with UK-adopted international accounting
standards. Under company law the directors must not approve the financial
statements unless they are satisfied that they give a true and fair view of
the state of affairs of the Company and of the profit and loss of the Company
for that period.

In preparing these financial statements, the directors are required to:

•  Select suitable accounting policies and then apply them consistently;

•  Make judgements and accounting estimates that are reasonable and
prudent;

•            State whether applicable accounting standards have
been followed, subject to any material departures disclosed and explained in
the financial statements; and

•  Prepare the financial statements on the going concern basis unless it is
in inappropriate to  presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Company's transactions and disclose with
reasonable accuracy at any time the financial position of the Company and
enable them to ensure that the financial statements comply with the Companies
Act 2006. They are also responsible for safeguarding the assets of the Company
and hence for taking reasonable steps for the prevention and detection of
fraud and other irregularities.

Website Publication

The directors are responsible for ensuring the annual report and the financial
statements are made available on a website. Financial statements are published
on the Company's website in accordance with legislation in the United Kingdom
governing the preparation and dissemination of financial statements, which may
vary from legislation in other jurisdictions. The maintenance and integrity of
the Company's website is the responsibility of the directors. The directors'
responsibility also extends to the ongoing integrity of the financial
statements contained therein.

Directors' responsibilities pursuant to DTR4 (Disclosure and Transparency
Rules)

Each of the directors confirm to the best of their knowledge:

•            The Company financial statements have been prepared
in accordance with UK-adopted international accounting standards and give a
true and fair view of the assets, liabilities, financial position and profit
and loss of the Company; and

•            The Annual report includes a fair review of the
development and performance of the business and financial position of the
Company together with a description of the principal risks and uncertainties
that it faces.

 

Chairman's Report

The 2025 financial period marked a period of significant challenge and
transformation for Defence Holdings plc. Under the previous business, trading
as Guild Esports plc, the business did not perform well during the period and
it was not possible to attract sufficient investment to allow the Company to
continue with its plan. The Board made the strategic decision to sell the
company's existing business, assets, and liabilities. This decisive action was
taken to address persistent operational underperformance and to reset the
company's strategic direction.

Total revenues declined by 21.5% for the 18 month period ended 31 March 2025
to £4.33m (2023: 5.53m) and, whilst costs were cut during the perioid,
operating losses amounted to £2.91m (2023: £4.25m).

As Guild Esports plc, the Company experienced ongoing financial challenges,
with persistent losses and mounting liabilities despite efforts to streamline
costs and pursue new revenue streams. The company's interim results and
regulatory announcements highlighted a continued underperformance, including a
loss before tax of £1.8 million for the six months ended 31 March 2024, and a
share price decline of nearly 90% over the preceding year. These difficulties
led the board to conduct a strategic review and ultimately conclude that the
business could not continue operating in its existing form. After exhausting
alternative fundraising and financing options, Guild Esports plc agreed to
sell all its assets and liabilities to DCB Sports LLC. The transaction,
completed in October 2024, saw DCB Sports acquire 100% of Guild's assets for a
cash payment of £100,000 and the assumption of over £2 million in
liabilities. The Guild brand is now operated under a new entity, Guild Esports
& Gaming Ltd., with DCB Sports providing the working capital needed to
stabilize and develop the business further.

 

All employees, except for the non-executive directors, were either transferred
with the business or have departed from the Company.

 

Strategic Overhaul: From Esports to Defence Technology

 

Over the past fifteen months, the Company underwent a comprehensive strategic
transformation. In October 2024, it completed the disposal of all
esports-related operations, assets, and associated liabilities to DCB Sports
LLC. This transaction removed over £2 million in liabilities from the balance
sheet and generated £100,000 in cash proceeds. During the transition,
non-executive directors explored a range of strategic alternatives. After
extensive discussions, the non-executive Directors resolved to pursue a
refocused strategy in the defence sector, recognising the long-term
opportunity and national importance of this domain.

 

In May 2025, the Company changed its name to Defence Holdings plc and began
trading under the ticker symbol ALRT.

 

Launch of the Five-Year Strategic Plan

 

On 29 May 2025, the Company published its 2025-2030 Strategic Plan, aiming to
position Defence Holdings plc as a leader in the software-defined, AI-driven
defence era.

The strategy is structured around four core technology pillars:

·           Drone Warfare & Aggregation

·           AI Agents for Defence Operations

·           Information & Influence Warfare

·           Critical Infrastructure Defence

 

Each pillar is grounded in analysis of current conflict dynamics, with a focus
on the lessons from Ukraine and other recent theatres, highlighting the impact
of low-cost drones, AI-enabled logistics, synthetic media, and integrated
cyber-physical threats. The platform is designed to deliver sovereign, modular
capabilities to address asymmetric and rapidly evolving challenges.

 

Strengthened Financial Platform

 

To support the new strategy, the Company conditionally raised £3.45 million
via an oversubscribed placing and subscription at 0.325 pence per share,
announced on 30 May 2025. The non-executive Directors contributed an
additional £350,000 to the raise, reflecting confidence in the new direction.

 

The funding will support:

·      Recruitment of key technical and operational personnel

·      Rapid development of prototypes across all four technology
pillars

·      Initial deployments and pilot programmes with government and
defence partners

·      Expansion of research partnerships with UK and European
innovation ecosystems

 

The Company now operates with a streamlined cost base and no significant
legacy liabilities, allowing for focused capital deployment and growth.

 

On behalf of the Board, sincere thanks are extended to shareholders, partners,
and supporters for enabling this bold transition. Defence Holdings plc is now
focused on building a next-generation defence technology platform,
contributing to the security and resilience of the United Kingdom and its
allies. This marks only the beginning of a new chapter for the Company.

 

 

 

Mr D Lew

Non-Executive Chairman

 

 

 

 

 

 

 

 

 

 

 

 

 

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