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REG - Defence Holdings PLC - Interim results

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RNS Number : 9697M  Defence Holdings PLC   16 June 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
16 June 2025

London, UK

Defence Holdings PLC

("Defence" or "the Company")

 

Interim results

 

Defence Holdings PLC (ALRT) Announces Unaudited 15-Month Results to 31
December 2024

Defence Holdings PLC (ALRT) has announced its unaudited financial results for
the 15-month period ending 31 December 2024. This interim report also includes
the previously reported audited results for the year ended 30 September 2023.

Chairman's Statement

 

For the 15‑Month Period Ended 31 December 2024

 

1. Strategic Overhaul: From e-sports to Defence Technology

Over the past fifteen months, the Company has undergone a comprehensive
strategic transformation.

Following a detailed strategic review, the Board unanimously resolved to
reposition the Company as a publicly listed defence technology platform,
situated at the heart of Europe's defence innovation ecosystem. In May 2025,
we launched a bold and urgent vision to build a mission-led, capital-efficient
business focused on national and allied security innovation. As part of this
transformation, the Company changed its name to Defence Holdings plc and
commenced trading under the ticker symbol ALRT.

The Company previously operated in the esports sector under the name Guild
Esports PLC. 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. All employees, with the exception of the
non-executive directors, were either transferred with the business or have
departed from the Company.

During the transition, the non-executive directors actively pursued a range of
strategic alternatives. Following extensive discussions with a number of
parties, the Board ultimately resolved to implement the Company's own
refocused strategy in the defence sector, recognising the long-term
opportunity and national importance of this domain.

2. Launch of Our Five-Year Strategic Plan

On 29 May 2025, we published our 2025-2030 Strategic Plan, outlining a clear
roadmap to position Defence Holdings plc as a leader in the software-defined,
AI-driven defence era. Our 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 extensive analysis of contemporary conflict, with
particular reference to the multi-domain dynamics observed in Ukraine and
beyond recently. This conflict has highlighted how low-cost drones, AI-enabled
logistics, synthetic media, and integrated cyber-physical threats are
fundamentally reshaping the character of modern warfare.

In response, our platform is designed to deliver sovereign, modular
capabilities that address these asymmetric and fast-evolving challenges,
ensuring adaptability, resilience, and operational relevance.

Our strategic thesis is built on three core realities:

·      Software is outpacing hardware in delivering marginal advantage
on the modern battlefield

·      Sovereignty is non-negotiable, as UK and EU customers
increasingly prioritise indigenous intellectual property

·      Agility outperforms legacy, with lean, focused platforms more
likely to secure innovation budgets across NATO and EU member states

3. Strengthened Financial Platform

To enable the delivery of our 2025-2030 Strategic Plan, we have conditionally
raised £3.45 million via an oversubscribed placing and subscription,
announced on 30 May 2025, at a price of 0.325 pence per share. Reflecting
their confidence in the Company's new direction, members of the Board
contributed an additional £350,000 as part of the raise.

This funding provides the necessary capital to support the early execution of
our strategy, including:

·      Accelerated recruitment of key technical and operational
personnel

·      Rapid development of prototypes across all four technology
pillars

·      Initial deployments and pilot programmes, in collaboration with
prospective government and defence partners

·      Expansion of research partnerships, including early-stage
engagement with UK and European innovation ecosystems

Crucially, this fundraise comes at a time when the Company has reset its
financial foundation. Following the divestment of our former esports business,
we now operate with a streamlined cost base and no significant legacy
liabilities. This allows us to deploy capital with a clear focus on growth and
capability development, without the burden of historical overheads.

We are entering the commercial build phase of our strategic plan with a
disciplined capital allocation approach, targeting high-impact opportunities
that align with our strategic pillars and national security priorities. Our
ambition is to scale intelligently, leveraging a capital-efficient model while
retaining the agility needed to respond to the fast-evolving defence
landscape.

 

 

5. Governance Realignment

Board and Leadership Transformation

As part of the Company's strategic reset, we are undertaking a fundamental
reshaping of the Board and leadership structure to reflect our new mission and
the specialised demands of operating within the defence technology sector.

We are bringing forward a proposed group of directors and senior advisers with
extensive experience across defence, national security, cyber operations,
artificial intelligence, aerospace, and strategic communications. These
individuals have served in senior leadership positions across government,
military, intelligence, and the private sector, and bring with them the
insight, networks, and credibility needed to position Defence Holdings plc as
a trusted partner to allied governments and defence customers.

This leadership evolution is not cosmetic-it is foundational. Our strategy is
ambitious and mission-led, and it requires a governance framework that
combines agility with rigour. The reshaped Board will ensure that the Company
maintains the highest standards of corporate governance, ethical
responsibility, and operational oversight as we navigate the unique
sensitivities of dual-use technology, sovereign defence procurement, and
national security engagement.

With the right governance, we will not only scale responsibly but also earn
the trust required to operate at the centre of defence innovation across the
UK, Europe, and NATO allies.

Outlook: FY2025 and Beyond

Defence Holdings enters FY2025 with momentum, clarity of vision, and the
foundational infrastructure to execute at pace.

We are now in the build phase of our transformation:

·      A new leadership team is being installed

·      A focused R&D programme is being initiated across our four
technology pillars

·      Partnerships with UK and European innovation ecosystems are
underway

·      Capital has been raised to support early operational scale-up

·      Our governance model is evolving to meet the demands of the
defence sector

We are no longer a repositioning story-we are a growth platform with a
national security mandate, focused on delivering results. Our strategy is
clear: to build sovereign, software-first capabilities that address the most
urgent threats in modern warfare-ranging from drone swarms and AI decision
support, to synthetic media influence operations and cyber-physical
infrastructure threats.

We believe the next generation of defence advantage will be delivered not by
sheer scale, but by software, code, and speed. Modern conflict is increasingly
asymmetric, AI-enabled, and contested across domains. The companies that will
lead in this environment will be fast, focused, and mission-aligned-and this
is precisely what we are building.

Looking ahead, we are committed to the following priorities:

·      Delivering operational milestones across our four technology
pillars

·      Recruiting and retaining top-tier technical talent with deep
experience in AI, autonomy, cyber, and applied R&D

·      Building a defensible IP portfolio anchored in sovereign
capabilities

·      Engaging early with UK and EU defence procurement ecosystems to
ensure product-mission fit

·      Scaling responsibly, with a lean, capital-efficient model focused
on measurable outcomes

We are proud to be contributing to the security and resilience of the United
Kingdom and its allies, and we believe that the value we create-both
commercially and strategically-will be durable and generational.

On behalf of the Board, I extend our sincere thanks to all our shareholders,
partners, and supporters who have backed this bold transition. Your belief has
enabled us to act decisively and to chart a new course at speed.

This is only the beginning. Defence Holdings plc is here to build.

Responsibility Statements

 

The following statement is given by each of the Directors. We confirm that to
the best of our knowledge:

·      The interim report has been prepared in accordance with
International Accounting Standards 34, Interim Financial Reporting, as
contained in UL adopted IFRS.

·      gives a true and fair view of the assets, liabilities, financial
position and loss of the Company.

·      the interim report includes a fair review of the information
required by DTR 4.2.7R of the Disclosure and Transparency Rules, being an
indication of important events that have occurred during the first fifteen
months of the financial period and their impact on the set of interim
financial statements; and a description of the principal risks and
uncertainties for the remaining three months of the eighteen month period.

·      the interim report includes a fair review of the information
required by DTR 4.2.8R of the Disclosure and Transparency Rules, being the
information required on related party transactions.

·      The interim report was approved by the Board of Directors and the
above responsibility statement was signed on its behalf by:

Derek Lew

Defence Holdings PLC

 

 

About Defence Holdings PLC (ALRT)

Defence Holdings plc is a publicly listed defence technology company,
headquartered in London and trading under the stock ticker ALRT. The Company
is focused on delivering advanced defence and national security capabilities
to the United Kingdom, its European allies, and other trusted partners. As the
global security environment undergoes rapid transformation, we are positioning
ourselves to lead in the development of software-defined, AI-enabled
technologies that enhance the operational effectiveness, adaptability, and
resilience of our customers across all domains of defence.

Following a strategic reset completed in 2025, Defence Holdings emerged with a
clear mandate to build a new type of defence platform-one that is agile,
mission-led, and purpose-built for the challenges of the modern threat
landscape. We are no longer a legacy business adapting to change; we are a
company born of it. Our operations now span land, sea, air, space, and cyber,
with an integrated focus on sovereignty, speed, and digital advantage. Our
ambition is to develop and acquire a portfolio of technologies that deliver
measurable operational impact. These include advanced sensing and
intelligence-gathering systems, AI-driven analytics and autonomous
decision-making tools, secure and resilient communications networks,
next-generation platforms for electronic warfare and information operations,
and solutions that protect critical infrastructure from complex, hybrid
threats. Each of these capabilities is designed with modularity,
exportability, and sovereign control in mind, ensuring alignment with the
strategic priorities of the UK, EU, and NATO-aligned partners.

What sets Defence Holdings apart is our operating model. We are building a
lean, capital-efficient organisation that prioritises speed of execution over
bureaucratic scale. Our team combines deep experience from across defence,
national security, technology, and capital markets. This multidisciplinary
expertise allows us to move quickly, allocate capital strategically, and build
partnerships across government, academia, and industry to accelerate
innovation and fielding. Our 2025-2030 Strategic Plan, published in May 2025,
sets out a detailed roadmap for growth across four core areas of capability:
drone warfare and aggregation, AI agents for defence operations, information
and influence warfare, and the defence of critical infrastructure. Each area
reflects the lessons of modern, multi-domain conflict-particularly from
Ukraine-where low-cost technologies, artificial intelligence, synthetic media,
and cyber-physical attacks have reshaped our understanding of how wars are
fought and won.

We believe that the future of defence will not be determined by traditional
measures of mass and scale, but by software, data, and the speed of
adaptation. In this new paradigm, the marginal advantage increasingly lies
with those who can innovate faster, deploy more intelligently, and operate
more securely. Defence Holdings plc intends to be a leader in that future,
delivering sovereign capability and strategic relevance to our partners at
home and abroad. With a restructured balance sheet, new leadership, and the
support of committed shareholders, we are now entering the build phase of our
transformation. We have the capital, clarity, and conviction required to grow
into one of the UK and Europe's most dynamic defence technology companies.
Above all, we are guided by a simple belief: the next generation of defence
advantage will be earned not with steel, but with code-and we are proud to be
building that future.

 

 

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.

 

 

6. Comparing the financial and operational performance of Defence Holdings PLC
for the 15 month period ended 31 December 2024 and the year ended 30 September
2023

Defence Holdings PLC saw a notable improvement in financial performance in the
15-month period ended 31 December 2024, despite a reduction in overall
revenue. The company achieved a reduction in losses, largely driven by
cost-cutting measures and the disposal of major assets.

Key Financial Highlights

·      Revenue fell from £5.53 million (2023) to £4.33 million (2024),
reflecting a decline in sponsorship and esports-related income.

·      Operating loss reduced significantly from £4.25 million to
£2.90 million.

·      Net loss after tax improved from £4.50 million to £1.25
million.

·      Earnings per share improved from a loss of (0.82)p to (0.16)p.

·      The company generated £2.13 million in other income, including a
£942k gain on asset sales.

Balance Sheet Movements

·      Total assets declined sharply from £5.55 million to £121k due
to asset disposals and lease terminations.

·      Liabilities dropped from £5.78 million to £741k.

·      Net equity worsenedas expected, falling from £231k to £620k,
keeping the company in a negative equity position for the time being.

·      Cash reserves reduced from £459k to £15k by year-end.

Operational Changes

Following the sale of the esports business, assets and liabilities to DCB
Sports LLC in October 2024:

·      Sponsorship income decreased by over 40%, indicating weaker brand
or partner activity.

·      Prize money income dropped substantially, suggesting a reduced
focus on esports.

·      Guild Studios revenue rose sharply, hinting at a strategic shift
towards creative services.

·      Staff and administrative costs were significantly reduced,
including a near 30% fall in admin expenses.

·      Although director remuneration increased, overall employee costs
fell.

Strategic Direction

·      The company disposed of most of its tangible and intangible
assets.

·      It exited lease obligations, effectively winding down its prior
operational structure.

·      A rebrand to Defence Holdings PLC in May 2025 and a £3.45
million fundraising post-year-end point towards a major strategic pivot,
likely away from esports and towards the defence sector.

 

7. Condensed Historical Financial Information

 

 

CONDENSED STATEMENT OF FINANCIAL POSITION

 

The unaudited condensed statement of financial position of the Company as at
31 December 2024 is set out below.

                                      Unaudited     Audited

 As at
 As at

31-Dec 2024
30-Sep 2023
                                Note  £'000         £'000

 ASSETS
 Non-current assets
 Property, plant and equipment         -            1,452
 Intangible assets                     -            130
 Right-of-use asset                    -            3,046
 Other receivables                     -            143

 Total non-current assets             -             4,771

 Current assets
 Cash and cash equivalents             15           459
 Trade and other receivables    7      106          320
 Total current assets                  121          779

 Total assets                         121           5,550

 EQUITY AND LIABILITIES
 Equity
 Share capital                  10     805          622
 Share premium                  10     23,673       23,061
 Share-based payment reserve           899          838
 Retained earnings                     (25,997)     (24,752)
 Total equity                          (620)        (231)

 Non-current liabilities
 Provisions                            -            346
 Lease liability                       -            2,781
 Total non-current liabilities         -            3,127

 Current liabilities
 Trade and other payables       8      506          1,526
 Deferred revenue                      -            707
 Lease liability                       -            421
 Corporation tax payable               235          -
 Total current liabilities             741          2,654
 Total liabilities                    741           5,781

 Total equity and liabilities         121           5,550

 

 

 

 

CONDENSED STATEMENT OF COMPREHENSIVE INCOME

 

The unaudited condensed statement of comprehensive income of the Company for
the fifteen months ended 31 December 2024 is set out below.

                                                                                  Unaudited                                                   Audited

                                                                                  15 Months ended                                             year

                                                                                                                                              ended
                                                                                  31-Dec-2024                                                 30-Sep-2023
                                                                            NOTE   (£'000)                                                     (£'000)
 Continuing Operations
 Revenue                                                                    3                          4,334                                                     5,525
 Cost of sales                                                              4                        (1,202)                                                    (1,538)
 Gross profit                                                                                        3,132                                                      3,987

 Administrative expenses                                                                             (5,158)                                                    (7,397)
 Depreciation & amortization                                                                            (871)                                                     (844)
 Operating loss                                                                                     (2,897)                                                    (4,254)
 Finance cost                                                                                           (243)                                                     (243)
 Other income                                                                                          1,184                                                          -
 Gain on sale of assets-net                                                                              942                                                          -
 Realised currency gain                                                                                      4                                                        -
 Loss before taxation                                                                               (1,010)                                                    (4,497)
 Taxation                                                                                               (235)                                                         -
 Loss after taxation                                                                                (1,245)                                                    (4,497)

 Other Comprehensive income                                                                                -                                                          -

 Total comprehensive loss for the period attributable to shareholders from                          (1,245)                                                    (4,497)
 continuing operations

 Basic and diluted earnings per share (pence)                               6                         (0.16)                                                     (0.82)

 

 

 

CONDENSED STATEMENT OF CHANGES IN EQUITY

 

The unaudited condensed statement of changes in equity of the Company for the
fifteen months ended 31 December 2024 is set out below

                                          Share                                 Share premium account                 Share-based payment reserve               Retained                              Total

capital
earnings
                                          £'000                                 £'000                                 £'000                                     £'000                                 £'000
 Balance at 1 October 2022                519                                   22,644                                650                                       (20,255)                              3,558

 Loss for the year                        -                                     -                                     -                                         (4,497)                               (4,497)
 Total comprehensive loss for the year                      -                                     -                                     -                       (4,497)                               (4,497)
 Shares issued during year                103                                   519                                   -                                         -                                     622
 Share-based payments                     -                                     -                                     191                                       -                                     191
 Excercised and lapsed warrants           -                                     -                                     (3)                                       -                                     (3)
 Share issue costs in year                -                                     (102)                                 -                                         -                                     (102)
 Total transactions with equity owners               103                                      417                     188                                                         -                                     708
 Balance at 30 September 2023             622                                   23,061                                838                                       (24,752)                              (231)

 Loss for the 15 mth period               -                                     -                                     -                                         (1,245)                               (1,245)
 Total comprehensive loss for the period  -                                     -                                     -                                         (1,245)                               (1,245)
 Shares issued                            183                                   647                                   -                                         -                                     830
 Share-based payments                     -                                     -                                     237                                       -                                     237
 Exercised and lapsed warrants            -                                     -                                     (176)                                     -                                     (176)
 Share issue cost                         -                                     (35)                                  -                                         -                                     (35)
 Transactions with equity owners          183                                   612                                   61                                        -                                     856
 Balance at                               805                                   23,673                                899                                       (25,997)                              (620)

 31 December 2024

 

 

 

 

CONDENSED STATEMENT OF CASH FLOWS

 

The unaudited condensed statement of cash flows of the Company for the fifteen
months ended 31 December 2024 is set out below.

 

 

                                                       Unaudited         Audited
                                                       15 Months ended
Year ended

31-Dec 2024
30-Sep 2023
                                                       £'000             £'000
 Cash flows from operating activities
 Cash used by operations                               (565)             (2,063)
 Net cash flow used in operating activities            (565)             (2,063)

 Cash flows from investing activities
 Purchase of intangible assets                         -                 -
 Purchase of property, plant and equipment             (47)              (205)
 Interest accrued                                      -                 -
 Net cash used in investing activities                 (47)              (205)

 Cash flows from financing activities
 Proceeds from issues of shares - net                  795               520
 Payment of provisions                                 (346)             -
 Payment of lease liabilities                          (281)             (523)
 Net cash generated from financing activities          168               (3)

 Net (decrease) in cash and cash equivalents           (444)             (2,271)
 Cash and cash equivalents at beginning of period      459               2,730
 Cash and cash equivalents at end of period            15                459

 

 

 

 

 

 

 

 

NOTES TO THE CONDENSED FINANCIAL STATEMENTS

FOR THE FIFTEEN MONTHS ENDED 31 DECEMBER 2024

1           Accounting policies

 

IAS 8 requires that management shall use its judgement in developing and
applying accounting policies that result in information which is relevant to
the economic decision-making needs of users, that are reliable, free from
bias, prudent, complete and represent faithfully the financial position,
financial performance and cash flows of the entity.

1.1        Basis of preparation

 

The condensed interim financial statements ("interim financial statements")
have been prepared in accordance with International Accounting Standard 34
"Interim Financial Reporting" (IAS 34) as adopted by the European Union (EU).
The interim financial statements have been prepared on the historical cost
basis, except for assets and liabilities measured at fair value through profit
and loss, and are presented in pounds sterling, which is the currency of the
primary economic environment in which the Company operates. All amounts have
been rounded to the nearest £'000, unless otherwise stated. The financial
information contained in the interim financial statements is unaudited and
does not constitute statutory accounts within the meaning of section 434 of
the Companies Act 2006. The accounting policies are unchanged from those
disclosed in the previously filed audited financial statements for the period
ended 30 September 2023.

 

The interim financial statements are for the fifteen months months to 31
December 2024, being fifteen months from the previous audited financial year
end for Defence Holdings PLc  ("Defence" or "the Company"), 30 September
2023. The interim financial information does not include all the information
and disclosures required in the annual financial statements and should be read
in conjunction with the Company's next annual audited financial statements for
the Eighteen month period ended 31 March 2025, when published. The Company has
disclosed comparative data for the statement of comprehensive income for the
Company for the Fifteen month period from 1 October 2023 to 31 December 2024,
by including the year ended 30 September 2023.

 

The Company has adopted the applicable amendments to standards effective for
accounting periods commencing on 1 October 2023. The nature and effect of
these changes as a result of the adoption of these amended standards did not
have an impact on the financial statements of the Company and hence have not
been disclosed. The Company has not early adopted any standards,
interpretations or amendments that have been issued but are not yet effective.

 

The condensed interim financial statements have not been audited, nor have
they been reviewed by the Company's auditors in accordance with the
International Standard on Review Engagements 2410 issued by the Auditing
Practices Board. The figures have been prepared using applicable accounting
policies and practices consistent with those adopted in the audited annual
financial statements for the year ended 30 September 2023.

 

 

 

 

1.2        Going concern

 

The preparation of financial statements requires an assessment on the validity
of the going concern assumption. The interim financial statements have been
prepared on a going concern basis, which assumes that the Company will
continue to meet its liabilities as they fall due. In assessing whether the
going concern assumption is appropriate, the Directors have taken into account
all relevant available information about the current and future position of
the Company. Negotiations to secure additional funding are well progressed and
the Directors are confident in Company's ability to close negotiations
swiftly. Management have modelled that this additional funding will be
sufficient in covering the Company's working capital requirements, therefore
the Directors have concluded that the adoption of the going concern assumption
is appropriate. Until the company actually receives the new funds agreed from
investors, for the interim period, this does constitute a material uncertainty
that may cast doubt on the company's ability to continue as a going concern.

 

2           Critical accounting judgements and key sources of
estimation uncertainty

 

The preparation of the financial statements requires management to make
estimates and judgements and form assumptions that affects the reported
amounts of the assets, liabilities, revenue and costs during the periods
presented therein, and the disclosure of contingent liabilities at the date of
the financial information. Estimates and judgements are continually evaluated
and based on management's historical experience and other factors, including
future expectations and events that are believed to be reasonable.

 

During the period, the Company issued warrants. The directors have applied the
Black‐Scholes pricing model to assess the costs associated with the
share‐based payments. The Black‐Scholes model is dependent upon several
inputs where the directors must exercise their judgement, specifically:
risk‐free investment rate; expected share price volatility at the time of
the grant; and expected level of redemption. The assumptions applied by the
directors, and the associated costs recognised in the financial statements are
outlined in these financial statements.

 

 

 

3          Revenue

 

The Company has derived revenue from various sources, including revenue from
contracts with customers. These revenue sources involve the transfer of goods
and/or services over time and at a point in time in the following major
product lines.

                      Unaudited           Audited

period
                      15 Months
ended 30 Sep 2023

ended 31 Dec 2024
                      £'000               £'000
 Sponsorship revenue   2,217              3,823
 Studios revenue      1,454               259
 Prize money           277                1,026
 Other revenue         386                417
 Total revenue        4,334               5,525

 

 

 

 

 

4           Cost of sales

                                  Unaudited           Audited period

ended 30 Sep 2023
                                  15 Months

ended 31 Dec 2024
                                  £                   £
 Prize money payments to players   271                883
 Sponsorship direct costs          171                477
 Other direct costs               760                 178
 Total cost of sales              1,202               1,538

 

 

5           Employees

 

The average monthly number of persons (excluding directors) employed by the
Company during the period was 10 (2023: 45).

 

                    Unaudited           Audited period

ended 30 Sep 2023
                    15 Months

ended 31 Dec 2024

 Senior management  2                   4
 Operations         18                  27

 

 

The aggregate remuneration of employees and directors comprised:

 

                        Unaudited           Audited

                        15 Months           year

ended 31 Dec 2024
ended 30 Sep 2023
                        £'000               £'000
 Wages & salaries        1,523              1,605
 Social security costs   178                185
 Pension costs           25                 24
 Share Based Payments    61                 188
                        1,787               2,002

 

6           Earnings per share

 

The basic earnings per share is calculated by dividing the profit/(loss)
attributable to equity shareholders by the weighted average number of shares
in issue.

 

                                                                         Unaudited    Audited

At 31 Dec
At 30 Sep

2024
2023
 Loss for the year from continuing operations (£'000)                    (1,245)      (4,497)
 Weighted average number of ordinary shares in issue                     755,953,461  547,596,540
 Basic and diluted earnings per share for continuing operations (pence)  (0.16)       (0.82)

 

There is no difference between the diluted loss per share and the basic loss
per share presented due to the loss position of the Company. Share options and
warrants could potentially dilute basic earnings per share in the future, but
were not included in the calculation of diluted earnings per share as they are
anti-dilutive for the year presented.

 

7           Trade and other receivables

 

                                      Unaudited           Audited

                                      15 Months           year

ended 31 Dec 2024
ended 30 Sep 2023
                                      £'000               £'000
 Trade receivables                    -                   187
 Accrued revenue                      -                   25
 Other receivables                    100                 1
 Prepayments                          6                   107
 Total trade & other receivables      106                 320

 

 

The directors consider that the carrying amount of trade and other receivables
is approximately equal to their fair value

 

 

8           Trade and other payables

 

                                     Unaudited           Audited

year
                                     15 Months
ended 30 Sep 2023

ended 31 Dec 2024
                                     £'000               £'000
 Trade payables                      82                  1,102
 Accruals                            295                 337
 VAT Payable                         99                  -
 Directors' loan                     30                  -
 Other payables                      -                   6
 Other taxation and social security  -                   81
 Total trade and other payables      506                 1,526

 

The directors consider that the carrying value of trade and other payables is
approximately equal to their fair value.

 

 

9           Share-based payments

 

The following options and warrants over ordinary shares have been granted by
the Company and are outstanding:

 

 Grant Date           Outstanding Warrants  Exercise Price  Expiry date
 02-Oct-20            20,584,694            £0.104          5 years from issue
 27-Sep-22            25,930,868            £0.027          5 years from grant
 Grant Date           Outstanding Warrants  Exercise Price  Expiry date
 01-Nov-22            3,500,000             £0.014          5 years from issue
 20-Jun-23            20,000,000            £0.0067                  5 years from agreement
 22-Dec-23            20,000,000            £0.0050                  5 years from agreement
 24-Jan-24            11,000,000            £0.0080         4 years from issue
 At 31 December 2024  101,015,562

 

At the grant date, the fair value of the warrants issued have been determined
using the Black-Scholes option pricing model. Volatility was calculated based
on data from comparable esports companies, with an appropriate discount
applied due to being an unlisted entity at the grant date, if applicable.
Risk-free interest has been based on UK Government Gilt rates.

 

 

10         Share capital and share premium

 

                       Shares       Share     Share

                                    Capital   Premium   Total
                       No.          £'000     £'000     £'000
 At 30 September 2023  622,317,362  622       23,061    23,683
 At 31 December 2024   804,984,029  805       23,673    24,478

 

182,666,667 shares were issued in the period from the Company's last annual
report on 30 September 2023 to 31 December 2024.

 

 

 

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.   END  IR DQLBFEQLLBBL

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