REG - Digitalbox PLC - Final Audited Results
25/03/2025 07:15
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RNS Number : 9601B Digitalbox PLC 25 March 2025
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25 March 2025
Digitalbox plc
("Digitalbox", the "Group" or the "Company")
Final Audited Results for the year ended 31 December 2024
Digitalbox plc, the mobile-first digital media business, which owns leading
websites Entertainment Daily, The Daily Mash, The Poke, The Tab and TV Guide,
today publishes its final audited results for the year ended 31 December 2024.
Financial Highlights
2024 2023
£'000
£'000
Variance
Group revenue 3,645 2,790 +30.6%
Gross profit 3,094 2,184 +41.6%
Adjusted EBITDA((1)) 624 20 +31x
Adjusted EBITDA margin((1)) 17.1% 0.7% +16.4% points
Cash generated by operations 562 193 +191.2%
Gross cash 2,109 1,913 +10.2%
Net Cash 2,015 1,670 +20.6%
(1) Adjusted EBITDA is defined as the operating profit after adding back
depreciation, amortisation, impairment, share-based payments, acquisition
costs, costs related to one-off projects and new product development. There
was no new product development cost in 2023.
Operational highlights:
● Strong revenue and EBITDA growth through accelerated publishing operations
● Expansion of the portfolio to eight trading brands, including recent launch of
Royal Insider and Reality Shrine
● Strong traffic growth across the portfolio:
· TV Guide - 90% traffic growth in Q4 year on year, and tracking to
repay acquisition cost within 24 months of acquisition
· The Tab 15% traffic growth year on year
· The Poke - 22% traffic growth through editorial investment, plus
34% growth in session values
● The Daily Mash subscriber revenue growth of 108%
● Acquired GRV portfolio and Walford News assets
James Carter, CEO, Digitalbox plc said: "We believe Digitalbox is
well-positioned in the open advertising market, with the agility to adapt in
real time while maintaining strong demand for its high-quality inventory.
Global insights indicate a steady and measured market recovery throughout
2025, and we see no reason to question these forecasts at the current time.
With improving conditions ahead, we are confident that the business is
strategically placed to capitalise on the market's anticipated resurgence.
Our portfolio has been expanded and is now more diverse and balanced than at
any time in the Company's history. This offers greater resilience and higher
growth potential. Over the next 3 years we have an ambitious plan to at least
double the size of the business. This will involve organically launching and
expanding brands to build audiences in English language markets."
Investor Presentation
Digitalbox will also provide a live investor presentation through the Investor
Meet Company platform today at 10.00am. The presentation is open to all
existing and potential shareholders. Questions can be submitted at any time
during the live presentation. Investors can sign up to Investor Meet Company
for free and add to meet Digitalbox plc via
https://www.investormeetcompany.com/digitalbox-plc/register-investor
(https://www.investormeetcompany.com/digitalbox-plc/register-investor) .
Investors who have already registered and added to meet the Company will be
automatically invited.
Market abuse regulation
This announcement contains inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 as it forms part of UK domestic law by virtue of
the European Union (Withdrawal) Act 2018 (MAR).
Enquiries:
Digitalbox c/o SEC Newgate
James Carter, CEO
Panmure Liberum (Nominated Adviser & Joint Broker) Tel: 020 7886 2500
James Sinclair-Ford
Rupert Dearden
Leander Capital Partners (Joint Broker) Tel: 07786150915
Alex Davies
SEC Newgate (Financial PR) Tel: 07540 106 366
Robin Tozer / Molly Gretton digitalbox@secnewgate.co.uk
About Digitalbox plc
Based in the UK, Digitalbox is a 'pure-play' digital media business with the
aim of profitable publishing at scale on mobile platforms.
Digitalbox operates the following trading brands, "Entertainment Daily", "The
Daily Mash", "The Tab", "The Poke", "TV Guide", "Emmerdale Insider", "Royal
Insider" and "Reality Shrine", Entertainment Daily produces and publishes
online UK entertainment news covering TV, showbiz and celebrity news. The
Daily Mash produces and publishes satirical news content. The Tab is the UK's
biggest youth culture site fuelled by students. The Poke expertly curates and
editorialises the funniest content from around the web and social media. TV
Guide serves as the definitive guide to what is on TV. Emmerdale Insider
charts the twists and turns of this ever present British soap staple. Royal
Insider provides the latest information for royal family fans the world over.
Reality Shrine documents the latest twists and turns from the world's biggest
reality TV shows.
Digitalbox primarily generates revenue from the sale of advertising in and
around the content it publishes. The Group's optimisation for mobile enables
it to achieve revenues per session significantly ahead of market norms for
publishers on mobile.
Chairman's Statement
2024 has been a pivotal year for Digitalbox plc, marked by strategic
expansion, operational resilience and a return to growth despite a challenging
macroeconomic environment. Our focus on delivering high-quality mobile-first
media content has allowed us to navigate industry headwinds and position the
company for future success.
The digital media landscape continues to evolve at pace, with shifting
audience behaviours, platform algorithm changes, and economic pressures
influencing market conditions. Against this backdrop, Digitalbox has
demonstrated its ability to adapt, leveraging its proprietary technology and
agile operating model to maintain engagement and drive revenue growth.
During the year, we successfully integrated and optimised our recent
acquisitions, including tvguide.co.uk and the Media Chain Group assets. These
strategic additions have significantly enhanced our reach, audience
engagement, and revenue streams, reinforcing the strength of our buy-and-build
strategy. Our portfolio, which now includes Entertainment Daily, The Daily
Mash, The Tab, The Poke, TV Guide, Emmerdale Insider, Royal Insider and
Reality Shrine is well-positioned to capitalise on the growing demand for
mobile entertainment and news content.
Financially, we delivered full-year revenue of £3.6m, a 31% increase on 2023,
Adjusted EBITDA* of £0.6m (2023: £20k), and an operating loss of £78k
(2023: £6,773k) reflecting a significant improvement in profitability. This
turnaround underscores the effectiveness of our cost efficiencies, operational
discipline, and the inherent scalability of our business model. We ended the
year with a strong balance sheet, increasing our gross cash position to £2.1m
(2023: £1.9m), ensuring we remain well-equipped to seize further strategic
opportunities as they arise.
The Board completed a Strategic Review in October. It highlighted that whilst
we recognise that market volatility and platform dynamics will continue to
present challenges, we are confident that our focus on our proven operating
model, launching more specialist content sites, targeted revenue
diversification and smart acquisitions will enable us to drive greater
shareholder value in the years to come.
On behalf of the Board, I would like to extend my gratitude to our employees,
partners, and shareholders for their continued support and dedication. I look
forward to another year of growth and opportunity as we advance our mission to
be a leader in mobile-first digital publishing.
Marcus Rich
Chairman
24 March 2025
* Adjusted EBITDA is defined as the operating profit after adding back
depreciation, amortisation, impairment, share-based payments, acquisition
costs, costs related to one-off projects and new product development. There
was no new product development cost in 2023.
CHIEF EXECUTIVE'S STATEMENT
FINANCIAL HIGHLIGHTS
REVENUE ADJUSTED EBITDA
£3.6m vs £2.8m in 2023 £0.62m vs £0.02m in 2023
ADJUSTED EBITDA MARGIN ADJUSTED EBITDA PER SHARE
17.1% vs 0.7% in 2023 0.53p vs 0.02p in 2023
* Adjusted EBITDA is defined as Operating loss after adding back depreciation,
amortisation, impairment of goodwill and intangible assets, share-based
payments, acquisition costs, costs related to one-off projects and new product
development. There was no new product development cost in 2023.
2024 was another important year for Digitalbox, strengthening our assets and
expanding the portfolio against a backdrop of changing market conditions.
The year started positively as the ad market boomed and we benefited from
seeing Entertainment Daily re-surface in Google. As we moved through the year,
economic uncertainty softened the ad market as the UK headed towards the
general election, but advertiser confidence improved into Q4. Marketers favour
mobile digital media due to the dominance of audience time spent on these
devices, and there is further room for growth from what are considered the
most accountable and relevant commercial solutions within the marketing mix.
Against this fast-changing market backdrop we have continued to develop our
audience positions. We are now one of the most significant online publishers
in UK entertainment space and will continue to benefit from the demand for
quality mobile advertising inventory at scale.
A particular highlight - with the first full year of trading on TV Guide which
we acquired in October 2023 - we can report the brand has already repaid 70%
of the acquisition costs and is well positioned for further development. The
tech solution we rolled out across both app and open web iterations has seen
visibility within key audience channels increase and usage follow this. This
is the latest example of our ability to identify, acquire and transform assets
with potential into more profitable products.
Our strong year-end results, driven by a growing and profitable portfolio,
reflect our expertise, focus, and agility in navigating challenges. By staying
aligned with the positive macro trends in mobile advertising - an area we
expect to outpace the broader market - we have positioned ourselves for
continued growth.
Financial review
Full year revenue of £3.6m is 31% up on 2023, a result of steady organic
growth and complementary bolt-on acquisitions with appealing payback
timeframes that deliver an increasingly diversified portfolio bringing
greater resilience and stability to our operations. We are also pleased to
continue the trend of being consistently profitable since listing with
Adjusted EBITDA* of £624k, up from £20k in 2023 and a return to target
contribution margins in the second half of the year.
Cash generation is a key feature of this business and, despite some outlay on
launches and acquisitions during the year, we are pleased to report the
revenue growth of £0.8m resulted in an increase in net cash at year end.
The business ended the year with gross cash at the bank of £2.1m, up from
£1.9m for the previous reporting period and the cash is held ready to deploy
for acquisitions and accelerated growth opportunities.
2024 shows an appealing return to revenue growth, strong margins and a
robust balance sheet, with no impairment to the carrying value of the
goodwill and intangibles.
Strategic direction
We began the year fully aware of the challenges affecting media companies in a
time of significant change. As with nearly all media operations, we
experienced plenty of turbulence as a result of changes on the major platforms
(Google and Meta) as both changed their 'rules of engagement' responding to
the threat of the disruptors (Open Ai and Tik Tok). We continue to observe an
evolving landscape, but decided very early in 2024 that the business should
diversify its portfolio and we embarked on our Verticals strategy.
The strategy is informed by our view that strong, relevant content will remain
key to consumers and that it is how we reach our audiences that is changing
the most. We made a decision to focus around our core strengths by expanding
our existing model to establish a stronger market share in the entertainment
space. Understanding the key platforms' preference and reader appetite for
specialism we set about building our first organic launch, Emmerdale Insider,
a highly focused product which paves the way for further niche launches.
Given the positive trading during 2024, and in recognition of some
shareholders' sentiments, the Board felt October was an appropriate time to
deliver a Strategic Review, which may have included a possible sale of the
Company, with the objective of maximising shareholder value. Having carefully
considered the outputs of the review, the Board concluded that seeking to
crystallise value through a sale of the Company at that time was not in the
best interests of all stakeholders and the Board resolved to focus on
maximising value through the expansion of the Company's current model.
There were a number of key reasons behind the Board's conclusion; After a
period of significant disruption for news media brands in general, the
Company's underlying portfolio including Entertainment Daily, The Daily Mash,
The Tab, The Poke and TV Guide continued to trade well alongside a positive
outlook fuelled by forecast growth within the digital ad market; the Company
had diversified its revenue sources and further expanded its portfolio over
the past year, which it expects will continue to contribute to greater
operational trading resilience in the future; the strengths contained within
the current business enable a faster and lower-risk route to growth than a
significant pivot of the business to an alternative unexplored model at this
stage of the Company's development. That said, in addition to the development
of specific new products, the Board has also agreed to invest further in 2025
on Research & Development to identify ways emerging technology and AI can
benefit the portfolio.
The completion of the Strategic Review marked a key milestone for Digitalbox.
We made significant strides in expanding and diversifying our portfolio,
reinforcing the strength and adaptability of our mobile-first digital media
business. This review gave us a clear, in-depth evaluation of our
opportunities and reaffirmed the Board's confidence in our current strategy
and operating model.
With a solid foundation in place, we are well-positioned to drive growth
through both organic expansion and further strategic acquisitions. Looking
ahead, we will stay focused on innovation and expansion while maintaining the
agility to capitalise on emerging market opportunities through the delivery of
our core operating model.
Operating review
Digitalbox currently owns and operates eight trading brands - Entertainment
Daily, The Daily Mash, The Tab, The Poke, TV Guide, Emmerdale Insider, Royal
Insider and Reality Shrine, with the final two having been launched in 2025,
subsequent to this reporting period. Entertainment Daily produces and
publishes online UK entertainment news covering TV, showbiz and celebrities.
The Tab is the UK's leading student and youth culture site fuelled by a
London-based core team and a national network of local university sites. The
Daily Mash delivers online satirical news articles in its own distinctive
style and The Poke expertly curates the funniest content from around the web
and social media. TV Guide delivers the latest information to UK consumers
about what to watch and when, ensuring they don't miss out. Emmerdale Insider
is a dedicated fan website delivering the latest news, spoilers, and exclusive
insights about the popular ITV soap Emmerdale. Royal Insider delivers the
latest news and facts about the British royal family and Reality Shrine
provides the go-to destination for the latest news, gossip, and insights on
the biggest reality TV shows. All eight brands generate revenue from
advertising in and around the content they publish and on platform engagement
revenue, whilst The Daily Mash also has a paid subscription model. The
acquisition of the five assets from GRV and Walford News have been
successfully incorporated into the portfolio and will strengthen the launches
we deliver in 2025.
Whilst 2024 was still a year of relative uncertainty, it further demonstrated
the effectiveness of the digital advertising medium as its share stood at 67%
of global ad spend. Media trends continued to evolve as the major platforms
continued jostling for share whilst e-commerce grew globally by more than 8%
via the most personal of channels, the mobile device, which fuelled demand for
quality inventory.
With Digitalbox's lean operating model, we are well positioned to push forward
with our strategy and the Board believes we are well placed to benefit from
the forecasted growth in mobile ad spending over coming years. Above and
beyond the macro conditions that were impacting most industries in 2024,
Digitalbox did well to navigate the algorithmic challenges presented by the
major platforms. Our publishing operations for the year saw our audience
volumes grow 10% to 264m website visits.
As well as successfully re-platforming TV Guide and integrating it with the
app experience, we established some very strong engagement across the Group
via the Media Chain assets that we acquired in August 2023 and these
contributed to our pleasing audience growth. Furthermore, there was underlying
commercial success as we saw significant year-on-year growth in the Poke
session values over the year, and the portfolio as a whole performed ahead of
the UK digital ad market index.
Compelling content is at the heart of our offering, crafted by skilled teams
with a deep understanding of their audiences' needs. Recognising the growing
importance of this in website rankings, we have enhanced our teams' visibility
through more detailed author profiles on our sites. We combine the expertise
of our valued staff with our proprietary mobile-first delivery platform, named
Graphene. Inspired by the ultra-fast, lightweight, and highly conductive
material, Graphene is designed to deliver an optimal user experience with the
fastest and most efficient page load speeds on mobile.
Alongside this highly optimised, low-friction content delivery, the commercial
element of the Graphene set-up, the Graphene Ad Stack (GAS) now powers the
advertising monetisation of Entertainment Daily, The Daily Mash, The Tab, The
Poke, TV Guide, Emmerdale Insider, Royal Insider and Reality Shrine. We are
seeing value creation here across all sites as we tracked ahead of market
averages during 2024. As our portfolio expands, GAS's role in optimising
revenue performance across the business and speeding the route to enhanced
profitability for acquired properties is a key driver of the Company's
performance.
The Tab and The Poke have proved to be great successes since their acquisition
and both fully paid back their purchase costs within the first two years, and
TV Guide is tracking to deliver the same.
We continue to evaluate further acquisitions, and the recent purchase of
Walford News shows our intent to secure assets that can also bring us
on-platform benefits. We remain ready to move quickly where we can realise the
appropriate value. We maintained the scale of the Digitalbox team during a
turbulent 2023, which meant we were well positioned to deliver our expansion
in 2024 whilst operational efficiencies remained strong.
Verticals strategy
Digitalbox's Verticals strategy focuses on building and monetising highly
engaging, mobile-first digital media brands within niche content categories or
"verticals". Instead of operating with broadly pitched media propositions
where authority is harder to establish, Digitalbox's organic launch expansion
will focus on publishing brands that have the strongest audience loyalty and
engagement across all platforms as these attributes are favoured by both
Google and Meta when they rank sites.
The Verticals sites are designed to create highly loyal and engaged readers
who return regularly to sites that provide content they are highly invested in
consuming. We aim to grow the business through our Verticals strategy and
deliver more launches as we move through 2025, 2026 and beyond.
A mobile-first business
Our strategy to create a mobile-first business has helped position us as a
leader in the market for both audience engagement and monetisation. Push media
skills remain critical and our brands continue to engage consumers at scale
through this channel with 90% of our audience across the portfolio visiting on
mobile devices. With an average of 22m monthly user visits to our sites, we
present truly significant user scale to the market especially when combined
with our capacity to engage.
Mobile advertising spend grew well into Q1 of 2024 and we anticipate further
growth as western economies emerge from the sustained period of slow growth.
As part of our mobile-first strategy, we have built a single site template for
our new brands which enables optimisations to be rapidly applied across the
portfolio. As previously noted, our GAS set up on The Poke and TV Guide
quickly contributed to their profitability and we are seeing positive signs on
the new Vertical site launches. This will give Digitalbox an advantage as we
look to further optimise our existing portfolio, complete more acquisitions,
build new sites and benefit from the forecast growth in the digital ad market.
PROJECTED GLOBAL DIGITAL MOBILE AD SPEND
2025 2026 2027
Forecast global digital mobile ad spend $bn* 447 492 542
Forecast market growth 10% 10%
The projections indicate a steady increase in both total digital advertising
spend and the proportion allocated to mobile advertising, reflecting the
growing dominance of mobile platforms in the digital advertising landscape.
*Source: Statista - Digital ad spend growth worldwide 2022-2028, November
2024.
Portfolio growth
Television soap site Walford News is the most recent addition to the
Digitalbox portfolio, with the acquisition of assets completing in December
2024. We feel the offering is an excellent stablemate to Entertainment Daily
with a distinct proposition and relationship with our regular EastEnders show
editorial output. It brings over 450k followers that can be used to enhance
our Verticals strategy.
Immediately prior to the Walford News transaction we completed on the assets
of the GRV entertainment portfolio in November 2024. The assets acquired bring
a content archive and social pages which we feel are highly complementary to
the Group, supporting the launches of Reality Shrine and Royal Insider (both
outside the reporting period). We're pleased that the majority of the GRV team
have chosen to join Digitalbox full time and are now contributing across our
portfolio.
TV Guide was acquired in October 2023 and had a strong first full year of
trading, benefiting significantly from its re-platforming. With a vastly
improved user experience delivered in Q4, we were able to move forwards and
flow this solution into our app experience on both IOS and Android. These
changes delivered a very strong year for the brand with over 51m sessions and
it tracking to fully repay its purchase price within 24 months.
Entertainment Daily saw an overall reduction in sessions (visits) of 21%
year-on-year as a result of Google algorithms drastically reducing its
appearance in their search and Discover feeds. Facebook performed well across
the year contributing significantly to our performance since they decided to
move to commercially favour the most engaged audience groups. The editorial
team continued to cover all the TV and showbiz stories as the news broke,
maximising traffic and social engagement around moments that caught the
nation's imagination. This year also saw the launch of Emmerdale Insider from
this editorial group as we responded to the changes being made by Google.
The Tab continues to perform on strategy delivering consistent positive
contribution growth. The year saw the site have strong traffic growth of 15%
year-on-year, bucking market trends. Editorial campaigning for key issues
connecting with the student demographic continued to produce national media
pick-ups, alongside its established output of entertainment and culture
coverage. Whilst the site had to ride out the challenge of the Facebook
strike, this has now been resolved. We continue to leverage the existing Tab
portfolio of Facebook pages, the Media Chain acquired page helped push its
social follower base beyond 14m, delivering much greater reach and audience
delivery over the year.
The Poke, which was acquired at the end of 2022, also had another strong year.
We benefited from the interest around the elections on both sides of the
Atlantic, whilst growing session values by 34%. Traffic was 22% up as we
invested in greater output to grow the site and we quickly achieved full
repayment on the acquisition costs for this site early in the year.
The Daily Mash had a positive year as we progressed our consumer-revenues
strategy. Subscriptions grew, to over 4000 and readers accepted a 50% increase
in subscription costs as we looked to optimise our service behind the pay
wall. The brand also delivered a return to print and paper with its licensed
book 'A Field Guide to Being British' hitting the shops in Q4 in 2024.
Culture and people
At Digitalbox, we are committed to fostering a culture where talented
individuals can thrive. Long before the global health emergency that started
in 2020, we prioritised flexibility and agility over rigid office traditions
or a one-size-fits-all approach. Today, we continue to blend office-based and
remote roles, full-time and part-time positions, as well as staff and
freelance agreements - ensuring our business needs align with those of our
people. Our hybrid working model, which balances home and office environments,
has proven to be the most effective.
Clear communication and inclusivity are at the heart of our culture. We keep
our teams informed with monthly Company-wide updates, host weekly leadership
sessions, and maintain daily team meetings. Additionally, we bring everyone
together for two annual all-staff events-this year's summer gathering featured
a pre-Olympics tour of Paris, while our Christmas celebration embraced a
musical theme in London's Fitzrovia.
Attracting and retaining top talent is central to our success. New staff work
closely with experienced managers as they develop their skills, while ongoing
training and development opportunities support career growth for senior staff.
The Daily Mash and The Poke have welcomed new contributors, and The Tab
remains dedicated to offering free, high-quality training for its network of
student journalists.
We believe in fairly rewarding our people and providing them with
opportunities to grow within the business. All employees benefit from life
assurance and pension schemes, along with a comprehensive wellbeing and
support programme. This includes personalised nutrition and fitness plans,
mental health resources, legal and medical advice, and strategies to prevent
burnout. Additionally, a share options scheme is available for senior staff.
I would like to extend my sincere gratitude to the entire Digitalbox team for
their dedication, resilience, and enthusiasm throughout a challenging year.
Their contributions have been instrumental in laying the foundation for future
growth. As we continue to expand our portfolio, it's a privilege to work
alongside such a talented and committed team.
Business outlook
Since listing on the AIM market with a single brand in 2019, Digitalbox has
continued to develop as a profitable UK digital media business positioned
squarely in the mobile space and focused on the entertainment sector.
The evolving media landscape of 2024 reinforced the consensus from publishers
that audiences will be delivered through increased diversification. A focus on
engagement through the most effective channels will be key, whilst global
digital advertising spend is forecast to grow by more than 30% in the next
three years.
The UK digital ad market continues to lead the world with the greatest share
of total ad spend allocated to this medium whilst we are second only to the US
in digital ad spend per capita. These forces will help Digitalbox, by pushing
the business to the forefront as mobile devices' share is also forecast to
grow from 67% of all digital ad spend in 2024 to 73% in 2027 and our content
and tech teams continue to strengthen delivery through this channel.
Beyond the advertising market, TV continues to be highly competitive with the
battle for share pushing all participants towards higher quality content. The
streamers' optimum operating models have yet to settle as they also explore
hybrid ad-funded subscription models. Whilst the traditional channels face the
pressure of this changing landscape, the quality of the output continues to
grow to benefit our audiences and fuel the demand for the information they
crave from publishers like Digitalbox. The increasingly competitive
entertainment market stimulates our various audiences leading to big shows
like Married At First Sight and I'm a Celebrity Get Me Out Of Here delivering
strong engagement across our platforms in 2024.
Since listing on AIM, we have successfully completed seven acquisitions-The
Daily Mash, The Tab, The Poke, Media Chain, GRV, Walford News and TV Guide -
each demonstrating the strength of our model. These successes reinforce our
confidence in driving further growth within our portfolio and pursuing
additional acquisitions when the right opportunities arise.
2024 saw Digitalbox deliver a strong recovery from the areas of the market
that hit many publishers hard in 2023, and our decision to stick to our plan
has set the business up well for expansion. Whilst we recognise there is room
for economic confidence to improve, we believe it will have a direct impact on
marketing budgets when it does.
We believe Digitalbox is well-positioned in the open advertising market, with
the agility to adapt in real time while maintaining strong demand for its
high-quality inventory. Global insights indicate a steady and measured market
recovery throughout 2025, and we see no reason to question these optimistic
forecasts. With improving conditions ahead, we are confident that the business
is strategically placed to capitalise on the market's anticipated resurgence.
Our portfolio has been expanded and is now more diverse and balanced than at
any time in the Company's history. This offers greater resilience and higher
growth potential. Over the next three years we have an ambitious plan to at
least double the size of the business. This will involve organically launching
and expanding brands to build audiences in English language markets. In order
to drive this expansion, we are committing c.£0.6m of incremental investment
in 2025. We expect revenues to build through the plan period (2025-2027)
driving profitability and scale.
We enter 2025 with an expanded portfolio, primed for future growth alongside a
returning economy and a confident digital advertising sector expected to
increase its share of global ad spend over coming years.
James Carter
Chief Executive
24 March 2025
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
Year ended Year ended
31 December 31 December
2024 2023
Note £'000 £'000
Revenue 7 3,645 2,790
Cost of sales (551) (606)
------------ ------------
Gross profit 3,094 2,184
Administrative expenses (3,172) (8,957)
-------------- --------------
Operating loss 8 (78) (6,773)
Memorandum:
Adjusted EBITDA(1) 624 20
Depreciation (28) (14)
Amortisation (387) (265)
Impairment of goodwill and intangible assets - (6,384)
Share based payments (94) (96)
New product development (79) -
Costs in relation to one-off projects (114) (34)
-------------- --------------
Loss from operations (78) (6,773)
Finance costs 10 (4) (6)
Finance income 57 44
------------ ------------
Loss before taxation and attributable to equity holders of the parent (25) (6,735)
Taxation 11 (41) 58
------------ ------------
Loss and total comprehensive income for the financial year (66) (6,677)
------------ ------------
All profits and losses arise from continuing operations.
There was no comprehensive income for 2024 (2023: £NIL)
(1)Adjusted EBITDA is defined as Operating loss after adding back
depreciation, amortisation, impairment of goodwill and intangible assets,
share-based payments, acquisition costs, costs related to one-off projects and
new product development. There was no new product development cost in 2023.
2024 2023
pence
pence
(Loss) per share
Basic (continuing) 12 (0.056) (5.662)
========= =========
(Loss) per share
Diluted (continuing) 12 (0.056) (5.662)
========= =========
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
Share capital Share premium Share based payment Retained earnings/ (deficit) Total equity
£'000 £'000 £'000 £'000 £'000
Balance at 1 January 2023 1,179 11,169 196 1,431 13,975
Equity settled share-based payment charge - - 96 - 96
Reserves transfer in respect of lapsed options - - (104) 104 -
Loss after tax - - - (6,677) (6,677)
-------------- -------------- -------------- -------------- --------------
Balance at 31 December 2023 1,179 11,169 188 (5,142) 7,394
-------------- -------------- -------------- -------------- --------------
Equity settled share-based payment charge - - 94 - 94
Reserves transfer in respect of lapsed options - - (107) 107 -
Share capital reduction (11,169) 11,169 -
Loss after tax - - - (66) (66)
-------------- -------------- -------------- -------------- --------------
Balance at 31 December 2024 1,179 - 175 6,068 7,422
-------------- -------------- -------------- -------------- --------------
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
FOR THE YEAR ENDED 31 DECEMBER 2024
31 December 31 December 2023
2024
ASSETS Note £'000 £'000
Non-current assets
Property, plant and equipment 13 22 46
Intangible fixed assets 14 4,372 4,594
Deferred tax asset 19 506 547
----------------- -----------------
Total non-current assets 4,900 5,187
Current assets
Trade and other receivables 15 1,102 946
Cash and cash equivalents 16 2,109 1,913
----------------- -----------------
Total current assets 3,211 2,859
----------------- -----------------
Total assets 8,111 8,046
========= =========
LIABILITIES
Current liabilities
Trade and other payables 17 (595) (409)
Bank loans and overdrafts 17 (94) (149)
----------------- -----------------
Total current liabilities (689) (558)
----------------- -----------------
Non-current liabilities
Bank loans 17 - (94)
------------------ ------------------
Total liabilities (689) (652)
------------------ ------------------
------------------ ------------------
Total net assets 7,422 7,394
========= =========
Capital and reserves attributable to owners of the parent
Share capital 21 1,179 1,179
Share premium 23 - 11,169
Share based payment reserve 23 175 188
Retained earnings/(deficit) 23 6,068 (5,142)
------------------ ------------------
Total equity 7,422 7,394
========= =========
CONSOLIDATED STATEMENT OF CASHFLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
Year ended Year ended
31 December 2024 31 December
£'000 2023
£'000
Cash flows from operating activities
Loss from ordinary activities (66) (6,677)
Adjustments for:
Income tax 41 (58)
Share based payment charge 94 96
Depreciation on property plant and equipment 28 14
Amortisation of intangible assets 387 265
Impairment on goodwill and intangible assets - 6,384
Finance costs 4 6
Finance income (57) (44)
----------------- -----------------
Cash flows from/(used in) operating activities before changes in working 431 (14)
capital
(Increase)/decrease in trade and other receivables (236) 86
Increase in trade and other payables 367 121
----------------- -----------------
Cash generated by operations 562 193
Income tax refunded/(paid) 80 (13)
----------------- -----------------
Net cash from operating activities 642 180
Investing activities
Purchase of property, plant and equipment (3) (8)
Payment of deferred consideration (181) -
Purchase of intangibles (166) (1,049)
Interest received 57 44
----------------- -----------------
Net cash used in investing activities (293) (1,013)
Financing activities
Finance costs (4) (44)
Bank overdraft (38) 38
Loan repayments (111) (75)
----------------- -----------------
Net cash used in financing activities (153) (81)
----------------- -----------------
Net increase/(decrease) in cash and cash equivalents 196 (914)
Cash and cash equivalents at beginning of the period 1,913 2,827
------------------ ------------------
Cash and cash equivalents at end of the period 2,109 1,913
========= =========
Year ended Year ended
Reconciliation of net cash flow to movement in net funds:
31 December 31 December 2023
2024
£000 £000
Net (decrease)/ increase in cash and cash equivalents 196 (914)
Repayment of loans and overdrafts 149 75
----------------- -----------------
Movement in net funds in the year 345 (839)
Net funds at 1 January 1,670 2,509
----------------- -----------------
Net funds at 31 December 2,015 1,670
========= =========
Breakdown of net funds
Cash and cash equivalents 2,109 1,913
Bank loans (94) (243)
----------------- -----------------
Net funds at 31 December 2,015 1,670
========= =========
NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS
1. GENERAL INFORMATION
Digitalbox Plc is a public limited company incorporated and domiciled in the
United Kingdom. The address of the registered office is Jubilee House, 92
Lincoln Road, Peterborough, England, PE1 2SN. The Company is listed on AIM of
the London Stock Exchange.
The principal activity of the Group and of the Company are disclosed in the
Directors' Report.
These financial statements are presented in pounds sterling because that is
the currency of the primary economic environment in which the Group operates.
2. STANDARDS, AMENDMENTS AND INTERPRETATIONS ADOPTED IN THE
CURRENT FINANCIAL YEAR ENDED 31 DECEMBER 2024
The following IFRS standards, amendments or interpretations became effective
during the year ended 31 December 2024 but have not had a material effect on
this Consolidated Financial Information:
Standard
Amendments to IFRS 16: Lease Liability in a Sale and Leaseback
Amendments to IAS 1: Classification of Liabilities as Current or Non-Current,
Non-current Liabilities with Covenants
Amendments to IAS 7 and IFRS 7: Supplier Finance Arrangements
All new standards and amendments to standards and interpretations effective
for annual periods beginning on or after 1 January 2024 that are applicable to
the Group have been applied in preparing these Consolidated Financial
Statements.
3. NEW AND REVISED IFRS STANDARDS IN ISSUE
The standards and interpretations that are issued, but not yet effective, up
to the date of issuance of the Consolidated Financial Statements are disclosed
below. The Group intends to adopt these standards, if applicable, when they
become effective.
Standard Effective date
Amendments to IAS 21: Lack of Exchangeability 1 January 2025
IFRS, 18: Presentation and Disclosure in Financial Statements 1 January 2027
The Directors are continuing to assess the potential impact that the adoption
of the standards listed above will have on the Consolidated Financial
Statements for the year ended 31 December 2025.
4. ACCOUNTING POLICIES
Principal accounting policies
The Group is a public Group incorporated and domiciled in the United Kingdom.
The principal accounting policies applied in the preparation of these
consolidated financial statements are set out below. These policies have been
consistently applied to all the periods presented, unless otherwise
stated. ACCOUNTING POLICIES (continued)
Basis of preparation
The financial statements have been prepared in accordance with International
Financial Reporting Standards, International Accounting Standards and
Interpretations (collectively IFRS) issued by the International Accounting
Standards Board (IASB) as adopted by the United Kingdom ("adopted IFRSs") and
those parts of the Companies Act 2006 which apply to companies preparing their
financial statements under IFRSs. The financial statements are presented to
the nearest round thousand (£'000) except where otherwise indicated.
Basis of Consolidation
The Group comprises the parent Company and its subsidiaries, as detailed in
note III to the Company financial statements. All of these have been included
in the consolidated financial statements in accordance with the principles of
acquisition accounting as laid out by IFRS 3 Business Combinations.
Going concern
The Group generated a loss during the year of £66k (2023: loss of £6,677k),
the Group had closing net assets of £7,422k (2023: £7,394k), net current
assets of £2,544k (2023: £ 2,301k) and cash at bank and in hand of £2,109k
(2023: £1,913k). The Group generated net cash from operating activities of
£461k during the year (2023: £180k).
The Group has remained cash generative during the last year and prior year and
also taking into account future prospects and current cash balances (that are
held to support the Group's acquisitive strategy), at the time of approving
the financial statements, the Directors have a reasonable expectation that the
Group has adequate resources to continue in operational existence for the
foreseeable future.
In considering going concern, the Directors consider the current financial
position and performance of the business, as well as reviewing financial
information for a period of at least 12 months from the date of approval of
the financial statements, including plausible downside scenarios. Given the
strong and liquid balance sheet position, the proven ability of the Group to
generate operating cash in a challenging market, increasing profitability and
successful bolt on acquisitions in the current and prior periods, the
Directors have a reasonable expectation that the Group has adequate resources
to continue in operational existence for the foreseeable future. The going
concern basis of accounting has therefore been adopted in preparing the
financial statements.
Business combinations and goodwill
Acquisitions of subsidiaries and business are accounted for using the
acquisition method. On acquisition of a subsidiary, the Directors determine
whether substantially all of the fair value is concentrated into a single
asset or Group of assets. When applicable, the Directors elect to apply the
optional concentration test and recognise the acquisition as an asset
acquisition, rather than a business combination. The assets and liabilities
and contingent liabilities of the subsidiaries are measured at their fair
value at the date of acquisition. Any excess of acquisition over fair values
of the identifiable net assets acquired is recognised as goodwill. Goodwill
arising on consolidation is recognised as an asset and reviewed for impairment
at least annually. Any impairment is recognised immediately in profit or loss
accounts and is not subsequently reversed. Acquisition related costs are
recognised in the income statement as incurred.
Transactions between wholly owned Group members involving the hive-up or
hive-across of trade and / or assets and liabilities are outside the scope of
IFRS 3 on the grounds that they represent common control business
combinations. The Group has elected to apply IFRS 3 in accounting for all such
transactions, which involves a full fair value exercise at the date of the
transaction. This accounting policy has been consistently applied to all such
transactions and has been chosen on the grounds that the nature of these
transactions is the amalgamation of acquired businesses into the existing
trading business, which generally takes place shortly after the original
acquisition.
Revenue recognition
Revenue is recognised to the extent that it is probable that the economic
benefits will flow to the Group. and the revenue can be reliably measured.
Revenue is measured as the fair value of the consideration received or
receivable, excluding discounts, rebates, value added tax and other sales
taxes.
The Group does not expect to have any contracts where the period between the
transfer of the promised goods or services to the customer and payment exceeds
one year. As a consequence, the Company does not adjust any of the transaction
prices for the time value of money.
The Group monitors the performance obligations in accordance with IFRS 15
considering that the performance obligations are met upon the Group delivering
the advertisement to the customer.
A receivable is recognised when the services are delivered at this is the
point in time that the consideration is unconditional because only the passage
of time is required before the payment is due.
Rendering of services
Revenue from providing services is recognised in the accounting period in
which the services are rendered.
Revenue from the sale of advertising space is recognised upon the
advertisement being generated and the Group delivering the advertisement to
the customer. The Group recognises revenue when the amount of revenue can be
reliably measured, it is probable future economic benefits will flow to the
entity and the Group has satisfied the performance obligations. Revenue is not
received in advance and therefore the Group does not account for contract
liabilities.
Foreign currency
The individual financial statements of each Group Company are presented in the
currency of the primary economic environment in which it operates (its
functional currency). For the purpose of the consolidated financial
statements, the results and financial position of each Group Company are
expressed in Pounds Sterling, which is the functional currency of the Group,
and the presentational currency for the consolidated financial statements.
In preparing the financial statements of the individual companies,
transactions in currencies other than the individual company's functional
currency (foreign currencies) are recorded at rates of exchange prevailing on
the dates of the transactions. At the reporting date, monetary assets and
liabilities that are denominated in foreign currencies are retranslated at the
rates prevailing on the reporting date. Non-monetary items carried at fair
value that are denominated in foreign currencies are translated at the rates
prevailing at the date when the fair value was determined. Non-monetary items
that are measured in terms of historical cost in foreign currency are not
retranslated. Exchange differences arising on the settlement of monetary
items, and on the retranslation of monetary items, are included in profit or
loss for the period. Exchange differences arising on the retranslation of
non-monetary items carried at fair value are included in profit or loss for
the period except for differences arising on the retranslation of non-monetary
items in respect of which gains and losses are recognised directly in equity.
For such non-monetary items, any exchange component of the gain or loss is
also recognised directly in equity.
4. ACCOUNTING POLICIES (continued)
Intangible assets
Intangible assets include goodwill arising on the acquisition of subsidiaries
and represents the difference between the fair value of the consideration
payable and the fair value of the net assets that have been acquired. The
residual element of goodwill is not being amortised but is subject to an
annual impairment review.
Also included within intangible assets are various assets separately
identified in business combinations (such as brand value) to which the
Directors have ascribed a fair value and a useful economic life. The ascribed
value of these intangible assets is being amortised on a straight-line basis
over their estimated useful economic life, which is considered to be between 5
and 7 years.
Other intangible assets purchased by the Group, including technical
development costs are initially recognised at cost. After recognition, under
the cost model, intangible assets are measured at cost less any accumulated
amortisation and any accumulated impairment losses.
Amortisation is recognised so as to write off the cost less their residual
values over their useful lives, which is considered to be 3 years straight
line for development costs and between 3-7 years straight line for other
intangible assets.
Financial instruments
The Group classifies financial instruments, or their component parts, on
initial recognition as a financial asset, a financial liability or an equity
instrument.
Trade and other receivables
Trade and other receivables are measured at initial recognition at fair value
and subsequently measured at amortised cost using the effective interest
method. A provision is established when there is objective evidence that the
Group will not be able to collect all amounts due. The amount of any provision
is recognised in profit or loss.
The Group always recognises lifetime expected credit losses (ECL) for trade
receivables and amounts due on contracts with customers. The expected credit
losses on these financial assets are estimated based on the Group's historical
credit loss experience, adjusted for facts that are specific to the debtors,
general economic conditions and an assessment of both the current as well as
the forecast conditions at the reporting date, including time value of money
where appropriate. Lifetime ECL represents the expected credit losses that
will result from all possible default events over the expected life of a
financial instrument.
Cash and cash equivalents
Cash and cash equivalents are recognised as financial assets. They comprise
cash held by the Group and short-term bank deposits with an original maturity
date of three months or less.
Trade payables
Trade payables are initially recognised as financial liabilities measured at
fair value, and after initial recognition measured at amortised cost.
Derivative financial instruments
Derivatives are recorded at fair value, as either assets (positive fair value)
or liabilities (negative fair value) and the P&L. Only transactions with
the same counterparty with a legal right of setoff can be netted. Fair values
are based on bid prices (assets) or offer prices (liabilities). Gains and
losses are included in the P&L with reference to the fair value of the
instrument at the balance sheet date.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the
assets of an entity after deduction of all its liabilities. Equity instruments
issued by the Group are recorded at the proceeds received net of direct issue
costs.
Share based payments
Where share options are awarded to employees, the fair value of the options at
the date of grant is charged to the statement of comprehensive income on a
straight-line basis over the vesting period.
Non-market vesting conditions are taken into account by adjusting the number
of options expected to vest at each statement of financial position date so
that, ultimately, the cumulative amount recognised over the vesting period is
based on the number of options that eventually vest. Market vesting conditions
are factored into the fair value of the options granted. The cumulative
expense is not adjusted for failure to achieve a market vesting condition.
Fair value is calculated using the Black-Scholes model, details of which are
given in note 22. At each balance sheet date, the Group revises its estimates
of the number of awards that are expected to vest. It recognises the impact of
the revision of original estimates, if any, in the income statement, with a
corresponding adjustment to equity for equity-settled awards and liabilities
for cash-settled awards. At each balance sheet date, the Group revises its
estimates of the number of awards that are expected to vest. It recognises the
impact of the revision of original estimates, if any, in the income statement,
with a corresponding adjustment to equity for equity-settled awards and
liabilities for cash-settled awards.
Pensions
The pension schemes operated by the Group are defined contribution schemes.
The pension cost charge represents the contributions payable by the Group.
Property, plant and equipment
Property, plant and equipment are stated at cost net of accumulated
depreciation and provision for impairment. Depreciation is provided on all
property, plant and equipment, at rates calculated to write off the cost less
estimated residual value, of each asset on a straight-line basis over its
expected useful life. The residual value is the estimated amount that would
currently be obtained from disposal of the asset if the asset were already of
the age and in the condition expected at the end of its useful economic life.
The method of depreciation for each class of depreciable asset is:
Office
equipment
25% reducing balance
Impairment of Assets
Impairment tests on goodwill are undertaken annually at the balance sheet
date. The recoverable value of goodwill is estimated based on value in use,
defined as the present value of the cash generating units with which the
goodwill is associated. This is computed by applying an appropriate discount
rate to the estimated value of future cash flows. When value in use is less
than the book value, an impairment is recorded and is irreversible.
Impairment of Assets (continued)
Other non-financial assets are subject to impairment tests whenever
circumstances indicate that their carrying amount may not be recoverable.
Where the carrying value of an asset exceeds its estimated recoverable value
(i.e. the higher of value in use and fair value less costs to sell), the asset
is written down accordingly. Where it is not possible to estimate the
recoverable value of an individual asset, an impairment test is carried out on
the asset's cash-generating unit. The carrying value of property, plant and
equipment is assessed in order to determine if there is an indication of
impairment. Any impairment is charged to the statement of comprehensive
income. Impairment charges are included under administrative expenses within
the consolidated statement of comprehensive income.
Taxation and deferred taxation
Corporation tax payable is provided on taxable profits
at prevailing rates.
Deferred tax assets and liabilities are recognised where the carrying amount
of an asset or liability in the balance sheet differs from its tax base,
except for differences arising on:
· the initial recognition of goodwill; and
· the initial recognition of an asset or liability in a transaction
which is not a business combination and at the time of the transaction affects
neither accounting nor taxable profit.
Recognition of deferred tax assets is restricted to those instances where it
is probable that future taxable profit will be available against which the
asset can be utilised. The amount of the asset or liability is determined
using tax rates that have been enacted or substantively enacted by the balance
sheet date and are expected to apply when the deferred tax
liabilities/(assets) are settled/(recovered).
Deferred tax assets and liabilities are offset when the Group has a legally
enforceable right to offset current tax assets and liabilities and the
deferred tax assets and liabilities relate to taxes levied by the same tax
authority on either:
· the same taxable Group Company; or
· different Group entities which intend either to settle current
tax assets and liabilities on a net basis, or to realise the assets and settle
the liabilities simultaneously, in each future period in which significant
amounts of deferred tax assets or liabilities are expected to be settled or
recovered.
Segmental reporting
Operating segments are reported in a manner consistent with the internal
reporting provided to the Executive Directors, who are responsible for
allocating resources and assessing performance of the operating segments.
A business segment is a Group of assets and operations, engaged in providing
products or services that are subject to risks and returns that are different
from those of other operating segments.
A geographical segment is engaged in providing products or services within a
particular economic environment that are subject to risks and returns that are
different from those of segments operating in other economic environments. The
Executive Directors assess the performance of the operating segments based on
the measures of revenue, profit before taxation and profit after taxation.
Central overheads are not allocated to business segments.
5. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
In the application of the Group's accounting policies, which are described in
note 4, the Directors are required to make judgements, estimates and
assumptions about the carrying amounts of assets and liabilities that are not
readily apparent from other sources. The estimates and associated assumptions
are based on experience and other factors considered to be relevant. Actual
results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised if the revision affects only that period, or in the period
of the revision and future periods if the revision affects both current and
future periods.
The following are the critical judgements and estimations that the Directors
have made in the process of applying the Group's accounting policies and that
have the most significant effect on the amounts recognised in the financial
statements.
Critical accounting judgements
Impairment of goodwill and other intangible assets
Impairment of the valuation of the goodwill relating to the acquisition of
subsidiaries is considered annually for indicators of impairment to ensure
that the asset is not overstated within the financial statements. The annual
impairment assessment in respect of goodwill requires estimates of the value
in use (or fair value less costs to sell) of subsidiaries to which goodwill
has been allocated.
This requires the Directors to estimate the future cash flows and an
appropriate discount factor, in order that the net present value of those cash
flows can be determined. Discounted cash flow forecasts are stress tested
under a range of scenarios. The headroom was deemed sufficient at 31 December
2024.
Critical accounting estimates
Amortisation of intangible assets
The periods of amortisation adopted to write down capitalised intangible
assets requires estimates to be made in respect of the useful lives of the
intangible assets, to determine an appropriate amortisation rate. Development
costs (domain names and website costs) are being amortised on a straight-line
basis over the period during which the economic benefits are expected to be
received, which has been estimated at 3 years. Intangible assets recognised in
relation to the brand names are being amortised straight-line over 5 - 7
years.
Deferred tax
There were unused tax losses at 31 December 2024 amounting to £2,831k (2023:
£3,610k). In the majority, these were restricted for use for until September
2025 against future taxable profits arising from the trade formerly carried on
in Tab Media Limited and now carried on in Digitalbox Publishing Limited. A
deferred tax asset was recognised in relation to these losses for the first
time in 2022, as the losses were considered to be highly likely to be
recoverable against future profits. It is still the view that these losses
will be highly likely to be recoverable against future profits.
Provision for bad and doubtful debts
The Group applies the IFRS 9 simplified approach to measuring expected credit
losses using a lifetime expected credit loss provision for trade receivables.
To measure expected credit losses on a collective basis, trade receivables are
grouped based on similar ageing. The expected loss rates are based on the
Group's historical credit losses experience over the twelve-month period prior
to the period end. Forward-looking issues that can be assessed with reasonable
accuracy and this has had an immaterial effect on the expected credit loss
rate.
6. SEGMENTAL INFORMATION
A segmental analysis of revenue and expenditure is as follows:
2024 Ent Mashed Productions The The Poke TV Head Office Total 2024
Daily Tab Guide
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Revenue 1,526 169 1,169 358 423 - 3,645
Cost of sales (271) (83) (102) (64) (31) - (551)
Administrative expenses (430) (135) (431) (115) (160) (1,199) (2,470)
Adjusted EBITDA* 825 (49) 636 179 232 (1,199) 624
Amortisation, depreciation, and impairment - - - - - (415) (415)
Costs in relation to one-off projects - - - - - (114) (114)
Share based payments - - - - - (94) (94)
New product development (79) (79)
Finance income - - - - - 57 57
Finance costs - - - - - (4) (4)
Tax - - - - - (41) (41)
------------- ------------- ------------- ------------- ------------- ------------- -------------
(Loss) / profit for the year 825 (49) 636 179 232 (1,889) (66)
====== ====== ====== ====== ====== ====== ======
6. SEGMENTAL INFORMATION (continued)
2023 Ent Mashed Productions The The Poke TV Guide Head Office Total 2023
Daily
Tab
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Revenue 1,440 117 921 219 93 - 2,790
Cost of sales (305) (147) (110) (40) (4) - (606)
Administrative expenses (484) (122) (444) (87) (9) (1,018) (2,164)
Adjusted EBITDA* 651 (152) 367 92 80 (1,018) 20
Amortisation, depreciation, and impairment - - - - - (6,663) (6,663)
Acquisition costs - - - - - (34) (34)
Share based payments - - - - - (96) (96)
Finance income - - - - - 44 44
Finance costs - - - - - (6) (6)
Tax - - - - - 58 58
------------- ------------- ------------- ------------- ------------- ------------- -------------
(Loss)/profit for the year 651 (152) 367 92 80 (7,715) (6,677)
====== ====== ====== ====== ====== ====== ======
* Adjusted EBITDA is defined as Operating loss after adding back depreciation,
amortisation, impairment of goodwill and intangible assets, share-based
payments, acquisition costs, costs related to one-off projects and new product
development. There was no new product development cost in 2023.
The segmental analysis above reflects the parameters applied by the Board when
considering the Group's monthly management accounts.
External revenue by location Total assets by location Net tangible capital
of customer
expenditure by location
31 December 31 December 2024 31 December 2023 31 December 2024 31 December 2023
£'000
31 December 2023 £'000 £'000 £'000
2024 £'000
£'000
United Kingdom 1,359 477 7,529 7,511 3 8
Europe 999 1,249 260 307 - -
Rest of World 1,287 1,064 322 228 - -
------------- ------------- ------------- ------------- ------------- -------------
3,645 2,790 8,111 8,046 3 8
====== ====== ======= ======= ====== ======
7. REVENUE
2024 2023
Revenue by stream is split: £'000 £'000
Advertising space 3,645 2,790
------------- -------------
Revenue by location is split:
United Kingdom 1,359 477
Europe 999 1,249
Rest of world 1,287 1,064
------------- -------------
3,645 2,790
====== ======
The Group had three (2023: two) customers whose revenue individually
represented 10% or more of the Group's total revenue, being 11.8%, 11.7% and
10% respectively (2023: 17.2% and 14.2% respectively).
8. LOSS FROM OPERATIONS
2024 2023
£'000 £'000
This is arrived at after charging:
Continuing operations
Staff costs (see note 9) 2,020 1,620
Depreciation of property, plant & equipment 28 14
Amortisation of intangible fixed assets 387 265
Loss on derivative instruments at fair value 14 -
Impairment on goodwill and intangible assets - 6,384
====== ======
Auditors' remuneration in respect of the Company 5 20
Audit of the Group and subsidiary undertakings 57 42
Review of interim financial information - 5
------------- -------------
62 67
======
=======
9. STAFF COSTS
2024 2023
£'000 £'000
Staff costs for all employees, including Directors, consist of:
Wages and salaries 1,739 1,357
Social security costs 166 149
Pensions 21 18
----------- -----------
1,926 1,524
Share based payment charge 94 96
----------- -----------
2,020 1,620
====== ======
2024 2023
The average number of employees of the Group during the year was as follows: Number Number
Directors 5 5
Management and administration 7 5
Content 21 22
----------- -----------
33 32
====== ======
9. STAFF COSTS (continued)
Directors' Detailed Emoluments
Details of individual Directors' emoluments for the year are as follows:
Salary Bonus Pension Total Total
2024 2024 2024 2024 2023
£'000 £'000 £'000 £'000 £'000
J Carter 166 80 1 247 155
J Douglas 166 80 1 247 155
M Higginson (resigned 30 April 2023) - - - - 8
D Joseph (resigned 31 December 2024) 54 34 - 88 50
P Machray 28 - - 28 26
M Rich 40 - - 40 37
C Blunt (Appointed 22 October 2024) 6 6 -
G Bryce (Appointed 1 November 2024) 4 4 -
R Spilsbury (Appointed 31 December 2024) - - - - -
----------- ----------- ----------- ----------- -----------
Total 660 194 2 660 431
( ) ===== ===== ===== ===== =====
All pension contributions represent payments into defined contribution
schemes.
The Executive Directors have service contracts with the Company which are
terminable by the Company or relevant director after a fixed term of 12 months
followed by 6 months' notice.
The Directors' interests in the issued ordinary share capital of the Company
was as follows:
Shares of £0.01 Shares of £0.01
Director 31 December 2024 31 December 2023
James Carter 10,908,078 9.3% 10,908,078 9.3%
Jim Douglas 10,908,078 9.3% 10,908,078 9.3%
David Joseph* 1,150,000 1.0% 1,150,000 1.0%
*David Joseph acquired shares through Integral 2 Limited, a company controlled
by him.
There is a share-based payment charge attributable to options held by the
Directors during the year amounting to £61k (2023: £46k). No options held by
Directors lapsed in the year.
Effective options in Digitalbox plc exist due to two directors having warrants
in its subsidiary Company, Digital Publishing (Holdings) Limited, which, when
exercised, are satisfied by issuing shares in Digitalbox plc.
9. STAFF COSTS (continued)
These are set out in the table below,
'Effective Option' Holder Number of Shares
James Carter 681,958
Jim Douglas 681,958
1,363,916
The warrants had vested prior to admission onto AIM on 28 February 2019 and
carry an effective exercise price of 2.28 pence per share issued in Digitalbox
plc.
A full breakdown of options in issue are shown at page 26. Further information
on share options is included in note 22.
The market price of the shares at 31 December 2024 was 5.25p with a quoted
range throughout 2024 of 3.35p to 5.25p. The options vest based on performance
criteria detailed in note 22.
10. FINANCE COSTS
2024 2023
£'000 £'000
Interest on bank loans 4 6
====== ======
11. TAXATION ON PROFIT/(LOSS) FROM ORDINARY ACTIVITIES
2024 2023
£'000 £'000
Current tax
UK corporation tax on profits for the current period - -
Adjustment in respect of prior periods - (127)
Deferred tax
Origination and reversal of temporary differences 41 97
Adjustment in respect of prior periods - (28)
------------ ------------
Total tax charge/(credit) 41 (58)
====== ======
The tax assessed for the year differs from the standard rate of corporation
tax in the UK applied to profit/(loss)
The tax assessed for the year differs from the standard rate of corporation
tax in the UK applied to profit/(loss) before tax.
2024 2023
£'000 £'000
Total loss on ordinary activities before tax (25) (6,734)
------------ ------------
Loss on ordinary activities at the standard rate of corporation tax in the UK (6) (1,584)
of 25% (2023: 23.52%)
Effects of:
Expenses not deductible for tax purposes 47 40
Impairment on goodwill - 1,491
Adjustments to prior periods - (155)
Fixed asset differences 13 -
Deferred tax asset not previously recognised (13) 42
Effect of changes in tax rates on deferred tax - 3
Losses carried back - 105
------------- -------------
Tax charge/(credit) for the year 41 (58)
====== ======
There were unused tax losses at 31 December 2024 amounting to £2,661k (2023:
£3,610k). In the majority, these were restricted for use for 5 years from the
date of acquisition of Tab Media Limited against future taxable profits
arising from the trade formerly carried on in Tab Media Limited and now
carried on in Digitalbox Publishing Limited. A deferred tax asset was
recognised in relation to these losses for the first time in 2022, as the
losses were considered to be highly likely to be recoverable against future
profits. It is still the view that these losses will be highly likely to be
recoverable against future profits.
12. EARNINGS PER SHARE
2024 2023
£'000 £'000
The earnings per share is based on the
following:
Continuing loss post tax attributable to (66) (6,677)
shareholders
=============== ===============
No No
Basic weighted average number of shares 117,923,393 117,923,393
118,491,107 118,809,024
=============== ===============
Basic loss per share (pence) (0.056) (5.662)
Diluted loss per share (pence) (0.056) (5.620)
=============== ==============
The loss per ordinary share has been calculated using the weighted average
number of shares in issue during the relevant financial periods. IAS 33
requires presentation of diluted EPS when a company could be called upon to
issue shares that would decrease earnings per share or increase the loss per
share. The exercise price of the outstanding share options is significantly
more than the average and closing share price. Therefore, as per IAS 33 the
potential ordinary shares which could arise from exercised share options are
disregarded in the calculation of diluted EPS.
13. TANGIBLE FIXED ASSETS
Office Total
equipment
£'000 £'000
Cost
Balance at 1 January 2023 58 58
Additions 8 8
--------------- ---------------
Balance at 1 January 2024 66 66
Additions 3 3
--------------- ---------------
Balance at 31 December 2024 69 69
--------------- ---------------
Accumulated depreciation
Balance at 1 January 2023 5 5
Depreciation charge 14 14
--------------- ---------------
Balance at 1 January 2024 19 19
Depreciation charge 28 28
--------------- ---------------
Balance at 31 December 2024 47 47
--------------- ---------------
Net Book Value
At 31 December 2024 22 22
======= =======
At 31 December 2023 46 46
======= =======
All tangible fixed assets held in the current and prior year were owned
assets.
14. INTANGIBLE FIXED ASSETS
Goodwill Other Development Total
GROUP Arising on Intangible costs
Consolidation Assets
£'000 £'000 £'000 £'000
Cost
Balance at 1 January 2023 9,610 1,696 292 11,598
Additions - 937 112 1,049
----------- ----------- ----------- ---------------
Balance at 1 January 2024 9,610 2,633 404 12,647
Additions - 52 114 166
----------- ----------- ----------- ---------------
Balance at 31 December 2024 9,610 2,685 518 12,813
----------- ----------- ----------- ---------------
Accumulated amortisation
Balance at 1 January 2023 321 1,011 72 1,404
Amortisation - 178 87 265
Impairment 6,341 - 43 6,384
----------- ----------- ----------- ---------------
Balance at 1 January 2024 6,662 1,189 202 8,053
Amortisation - 279 108 387
----------- ------------ ------------ ---------------
Balance at 31 December 2024 6,662 1,468 310 8,440
------------ ------------ ------------ ---------------
Net Book Value
At 31 December 2024 2,948 1,217 207 4,372
====== ====== ====== ======
At 31 December 2023 2,948 1,444 202 4,594
====== ====== ====== ======
During the year, the Group acquired the brands and trademarks of the Walford
News and GRV, which have a carrying value of £52k and have been included in
the tvguide.co.uk and Entertainment Daily CGUs respectively. There were no
development costs capitalised in respect of these brands. The assets will be
amortised over their useful economic life of 7 years.
During the year, the Group capitalised development costs of £114k . The
projects were for tvguide.co.uk platform and new launches, in which £52k and
£43k were capitalised respectively. The assets will be amortised over their
useful economic life of 3 years.
Amortisation is charged to administrative expenses in the Statement of
Comprehensive Income.
14. INTANGIBLE FIXED ASSETS (continued)
GOODWILL AND IMPAIRMENT
The carrying value of goodwill in respect of each cash generating unit is as
follows:
31 December 31 December
2024 2023
£'000 £'000
Digitalbox Publishing (Holdings) Limited 2,830 2,830
Tab Media Limited 118 118
------------ -------------
2,948 2,948
====== =======
The Group is obliged to test goodwill annually for impairment, or more
frequently if there are indications that goodwill and indefinite life
intangibles might be impaired, as the goodwill is deemed to have an indefinite
useful life. In order to perform this test, management is required to compare
the carrying value of the relevant cash generating unit ("CGU") including the
goodwill with its recoverable amount. The recoverable amount of the CGU is
determined from a value in use calculation.
Digitalbox Publishing (Holdings) Limited
The recoverable amount of Digitalbox Publishing (Holdings) Limited relates to
the Entertainment Daily segment and has been determined from a review of the
current and anticipated performance of this unit. The recoverable value has
been assessed based on the expected economic value of a base case and a
downside case after applying 50% probability for each. In preparing this
projection, a discount rate of 10% (2023: 20%) has been used based on the
weighted average cost of capital and a future growth rate of 5% has been
assumed. It has been assumed investment in capital equipment will equate to
depreciation over the year. The discount rate was based on the Group's
weighted average cost of capital as estimated by management.
Tab Media Limited
The recoverable amount of the Tab Media segment, which was hived up from Tab
Media Limited to Digitalbox Publishing Limited on 1 October 2020, has been
determined from a review of the current and anticipated performance of this
unit. The recoverable value has been assessed based on the expected economic
value of a base case and a downside case after applying 50% probability for
each. In preparing this projection, a discount rate of 10% (2023: 20%) has
been used based on the weighted average cost of capital and a future growth
rate of 5% has been assumed. It has been assumed investment in capital
equipment will equate to depreciation over the year. The discount rate was
based on the Group's weighted average cost of capital as estimated by
management.
15. TRADE AND OTHER RECEIVABLES 31 December 31 December
2024 2023
£'000 £'000
Trade receivables 999 757
Prepayments and accrued income 62 84
Corporation tax - 80
Other receivables 41 25
------------- -------------
1,102 946
====== ======
16. CASH AND CASH EQUIVALENTS 31 December 31 December
2024 2023
£'000 £'000
Cash at bank and in hand 2,109 1,913
====== ======
17. LIABILITIES 31 December 31 December
2024 2023
£'000 £'000
Current liabilities
Trade payables 175 78
Social security and other taxes 102 81
Accruals 304 69
Other payables* 14 181
------------- -------------
595 409
Bank loans and overdrafts 94 149
Corporation tax payable - -
------------- -------------
689 558
====== ======
Non-current liabilities
Bank loans - 94
---------- ----------
- 94
====== ======
During the prior year, the Group acquired the website tvguide.co.uk which has
a carrying value in the financial statements of £453,214. Of this sum,
£180,000 was deferred until 2024. The amount owed was paid in full during the
year.
18. LOANS AND OVERDRAFTS 31 December 31 December
2024 2023
£'000 £'000
Bank overdrafts
Due in less than one year - 37
Bank loans
Due in less than one year 94 112
Due in between one and two years - 94
Due in between two and five years - -
------------- -------------
94 243
====== ======
On 7 October 2020, Digitalbox Publishing Limited drew down a loan facility
amounting to £450k under the CBILS scheme. The present value of the loan at
inception discounted at a market rate of interest was £440k. The loan is for
a term of five years and is repayable in equal monthly instalments which
commenced in 2021. Interest is charged at a fixed rate of 2.43% per annum,
with the cost being fully subsidised by central Government for the first 12
months.
The loan is secured by a debenture over the assets of the Digitalbox
Publishing Limited and a £450k guarantee granted by Digitalbox plc. The
outstanding balance at 31 December 2024 was £94k (2023: £206k).
19. DEFERRED TAX
Total
£'000
Balance at 1 January 2024 (547)
Deferred tax charge for the year 41
-------------
Balance at 31 December 2024 (506)
=======
The deferred tax asset comprises: 31 December 31 December
2024 2023
£'000 £'000
Intangible asset timing differences 191 257
Tax losses (697) (804)
------------- -------------
(506) (547)
====== ======
The expected net credit of deferred tax in 2024 is £67k.
20. FINANCIAL RISK MANAGEMENT
The Group is exposed to risks that arise from its use of financial
instruments. These financial instruments are within the current assets and
current liabilities shown on the face of the statement of financial position
and comprise the following:
Credit risk
The Group is exposed to credit risk primarily on its trade receivables. The
Group maintains its cash reserves at a reputable bank. It is Group policy to
assess the credit risk of each new customer before entering into binding
contracts.
The maximum exposure to credit risk is represented by the carrying value in
the statement of financial position. The credit risk on liquid funds is low as
the funds are held at a bank with a high credit rating assigned by
international credit agencies.
31 December 2024 31 December 2023
£'000 £'000
Current financial assets
Trade receivables 999 757
Other receivables 103 189
Cash and cash equivalents 2,109 1,913
------------- -------------
3,211 2,859
====== ======
The table below illustrates the due date of trade receivables:
31 December 2024 31 December 2023
£'000 £'000
Current 375 330
31 - 60 days 333 250
61 - 90 days 139 155
91 - 120 days 89 10
121 and over 63 12
------------- -----------
999 757
====== ======
The table below illustrates the geographical location of trade receivables:
31 December 2024 31 December 2023
£'000 £'000
United Kingdom 416 226
Europe 260 307
Rest of world 323 224
------------- -----------
999 757
====== ======
The directors have considered expected credit losses under IFRS 9 and have
adopted the simplified approach to their evaluation as the Group has limited
exposure to them. The Directors have provided for expected credit losses on a
specific basis and this has led to the Group carrying a specific provision
against trade debtors of £nil (2023: £4k). The Group experienced no bad debt
write offs in 2024.
Liquidity risk
Liquidity risk arises from the Group's management of working capital and the
finance charges and repayments of its liabilities.
The Group's policy is to ensure that it will have sufficient cash to allow it
to meet its liabilities when they become due and so cash holdings may be high
during certain periods throughout the period.
The Group's policy in respect of cash and cash equivalents is to limit its
exposure by reducing cash holding in the operating units and investing amounts
that are not immediately required in funds that have low risk and are placed
with a reputable bank
Cash at bank and cash equivalents
31 December 2024 31 December
2023
£'000 £'000
At the year end the Group had the following cash balances: 2,109 1,913
====== ======
Cash at bank comprises Sterling and US Dollar cash deposits.
All monetary assets and liabilities within the Group are denominated in the
functional currency of the operating unit in which they are held. All amounts
stated at carrying value equate to fair value.
31 December 2024 31 December
2023
£'000 £'000
Financial liabilities at amortised cost
Trade payables 175 78
Accruals 304 69
Bank loans and overdrafts 94 244
Other payables 14 180
------------- -------------
587 571
======= =======
The table below illustrates the maturities of trade payables:
31 December 2024 31 December 2023
£'000 £'000
Current 113 62
31 - 60 days 47 1
61 - 90 days 1 -
121 and over 14 15
---------------- ---------------
175 78
======== ========
The table below shows the maturities of financial liabilities:
2024 Carrying amount 6 months or less 6-12 months 1 or more year
£'000 £'000 £'000 £'000
Trade payables 175 175 - -
Accruals 304 304 - -
Loans 94 56 38 -
Other payables 14 14 - -
---------------- ---------------
--------------- ---------------
587 549 38 -
======== ======== ======== ========
2023 Carrying amount 6 months or less 6-12 months 1 or more year
£'000 £'000 £'000 £'000
Trade payables 78 78 - -
Accruals 69 69 - -
Loans 244 94 56 94
Other payables 180 180 - -
---------------- --------------- --------------- - --------------
571 421 56 94
======== ======== ======== ========
Capital Disclosures and Risk Management
The Group's management define capital as the Group's equity share
capital and reserves.
The Group's objective when maintaining capital is to safeguard its ability to
continue as a going concern, so that in due course it can provide returns for
shareholders and benefits for other stakeholders.
The Group manages its capital structure and makes adjustments to it in the
light of changes in the business and in economic conditions. In order to
maintain or adjust the capital structure, the Group may from time to time
issue new shares, based on working capital and product development
requirements and current and future expectations of the Company's share price.
Share capital is used to raise cash and as direct payments to third parties
for assets or services acquired.
Market risk
Interest rate risk
Interest rate risk is the risk that the value of financial instruments will
fluctuate due to changes in market interest rates. The Group considers the
interest rates available when deciding where to place cash balances.
Foreign currency risk
Foreign exchange transaction risk arises when individual Group operations
enter into transactions denominated in a currency other than the functional
currency. The principal risk arises from the Group's reliance on US Dollar
denominated annual revenues which in 2024 amounted to $1.8m (2023: $1.2m) with
a trade debtor balance at the year-end of $444k (2023: $228k). During the year
ended 31st December 2024 the Group managed foreign current risk through
management of foreign currency positions, including the use of forward
currency contracts. At 31 December 2024 the Group held forward currency
contracts for USD $800k, which are revalued based on current market prices
leading to a £14k charge being recognised in the profit and loss account
(2023: £nil).
21. SHARE CAPITAL No. Value £'000 No. Value £'000
31 December 2024 31 December 2024 31 December 2023 31 December 2023
Called up share capital
Allotted, called up and fully paid
Ordinary shares of £0.01 each 117,923,393 1,179 117,923,393 1,179
--------------------------- ------------ --------------------------- ------------
117,923,393 1,179 117,923,393 1,179
============= ====== ============== ======
22. SHARE BASED PAYMENTS
During the year, the Group incurred a £94k share based payment charge (2023:
£96k). Of this total, £61k (2023: £46k) was recorded as an expense in
Digitalbox plc and £33k (2023: £50k) was recorded as an expense in
Digitalbox Publishing Limited.
2024 2023
No. of Weighted average exercise price No. of Weighted average exercise price
share
share
options
options
Outstanding at beginning of year 7,049,429 6.68p 4,541,919 5.51p
Granted during the year - - 4,513,322 6.07p
Exercised during the year - - - -
Expired during the year (1,002,906) 6.00p (2,005,812) 5.20p
Outstanding at the end of the year 6,406,523 6.79p 7,049,429 6.68p
4,513,322 options are exercisable after 3 years (see page 26), or on an exit
event.
169,285 options are exercisable immediately.
1,363,916 options relate to Warrants issued prior to the Group's admission by
Digitalbox Publishing (Holdings) Limited, a subsidiary of the Company. These
are exercisable upon the exercise of those warrants in a share for share
exchange arrangement, under which the Company acquires all shares issued in
Digitalbox Publishing (Holdings) Limited and in consideration, issues shares
to the warrant holders.
A Black-Scholes model has been used to determine the fair value of the share
options on the date of grant. The fair value is expensed to the income
statement on a straight-line basis over the vesting period, which is
determined annually. The model assesses a number of factors in calculating
the fair value. These include the market price on the date of grant, the
exercise price of the share options, the expected share price volatility of
the Company's share price, the expected life of the options, the risk-free
rate of interest and the expected level of dividends in future periods.
A Black-Scholes model has been used to determine the fair value of the share
options on the date of grant. The fair value is expensed to the income
statement on a straight-line basis over the vesting period, which is
determined annually. The model assesses a number of factors in calculating
the fair value. These include the market price on the date of grant, the
exercise price of the share options, the expected share price volatility of
the Company's share price, the expected life of the options, the risk-free
rate of interest and the expected level of dividends in future periods.
The inputs into the models of options previously granted which have
contributed to the share-based payment arising in the year are:
Date of grant 24/02/2021 06/04/2023
Model type Black Scholes Black Scholes
Vesting date 23/02/2024 05/04/2026
Number of options granted 1,002,906 4,513,322
Share price at date of grant 6.00p 7.88p
Exercise price 6.00p 7.88p
Option life in years 10 10
Risk-free rate 10% 5.25%
Expected volatility 65% 65%
Expected dividend yield 0% 0%
Fair value of options 5.20p 6.07p
23. RESERVES
Full details of movements in reserves are set out in the consolidated
statement of changes in equity. The following describes the nature and purpose
of each reserve within owners' equity:
Share premium: Amount subscribed for share capital in excess of nominal value.
During the year a special resolution was passed at the general meeting held on
15 November 2024, stating that the share premium account was to be cancelled
in its entirety, subject to approval by the High Court of Justice. On the 17
December 2024 the High Court of Justice approved this resolution. As a result
there has been a transfer of the share premium account in its entirety to
retained earnings in the year.
Retained earnings: Cumulative net gains and losses recognised in the
consolidated statement of comprehensive income.
Share based payment reserve: Cumulative charges recognised in the consolidated
statement of comprehensive income in relation to share based payments.
24. CAPITAL COMMITMENTS
At 31 December 2024 and at 31 December 2023 there were no capital commitments.
25. RELATED PARTY TRANSACTIONS
During the year, Integral2 Limited billed £68k (2023: £73k) to the Group, a
company related by virtue of David Joseph, a member of key management
personnel until he resigned on 31(st) December 2024, having control over the
entity. As at 31 December 2024, £8k (2023: £7k) was owed to Integral2
Limited. During the year and prior to being appointed a member of key
management personnel, £21k was paid to a Link Stone Advisory Limited, a
company related by virtue of Richard Spilsbury having control over the entity
and at 31 December 2024 £10k was owed to Link Stone Advisory Limited.
The key management personnel are considered to be the Board of Directors.
Their remuneration is disclosed in detail in note 9. Key management were
remunerated £662k in the year ended 31 December 2024 (2023: £431k).
The key management personnel have been provided with a total of 1,363,916
effective share options resulting in a charge of £61k in the period (2023:
£46k).
26. POST BALANCE SHEET EVENT
On 14th March 2024 the Group exchanged contracts (the "Exchange") to acquire
the digital assets of The Life Network from Media Chain Group Limited for a
total consideration of £200,000 (the "Consideration", together the
"Acquisition"). Completion of the Acquisition is conditional upon the
satisfactory testing, by the Group, through a licence agreement which is in
operation until mid-June 2025. The total Consideration for the Acquisition to
be paid is £200,000, with £20,000 payable immediately on Exchange as a
non-refundable deposit to trigger the license, and a
further £180,000 conditionally payable on completion - which is anticipated
to be within three months from the date of Exchange.
STATEMENT OF FINANCIAL POSITION
FOR THE YEAR ENDED 31 DECEMBER 2024
At 31 December 2024 At 31 December 2023
£'000 £'000
Fixed assets
Investments III 6,226 6,226
Deferred tax asset IV 33 17
----------------- -----------------
6,259 6,243
Current assets
Trade and other receivables V 1,086 1,213
Cash and cash equivalents VI 13 -
----------------- -----------------
1,099 1,213
Current liabilities
Bank overdrafts and loans VII - (38)
Trade and other payables VII (113) (31)
---------------- ----------------
Total current liabilities (113) (69)
---------------- ----------------
Total liabilities (113) (69)
Net current assets 986 1,144
--------------- ---------------
Total assets less total liabilities 7,245 7,387
======= =======
Capital and reserves
Called up share capital VIII 1,179 1,179
Share premium account IX - 11,169
Share-based payment reserve IX 122 138
Retained earnings/(deficit) IX 5,944 (5,099)
------------------ ------------------
Shareholders' funds 7,245 7,387
========= =========
The Company has taken advantage of the exemptions allowed under section 408 of
the Companies Act 2006 and has not presented its income statement in these
financial statements. The Group loss for the year included a loss on ordinary
activities after tax of £203k (2023: £5,082k) in respect of the Company.
The financial statements were approved by the Board and authorised for
issue on 24 March 2025.
James Carter
Richard Spilsbury
CEO
CFO
Company registration number: 04606754
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
Share Share Share-based Retained deficit Total
Capital Premium payment
£'000 £'000 £'000 £'000 £'000
Balance at 1 January 2023 1,179 11,169 196 (121) 12,423
Loss after tax - - - (5,082) (5,082)
Share-based payments - - 46 - 46
Reserves transfer in respect of lapsed options - - (104) 104 -
------------- ------------- ------------- ------------- -------------
Balance at 31 December 2023 1,179 11,169 138 (5,099) 7,387
------------- -------------- ------------- ------------- -------------
Loss after tax - - - (203) (203)
Share-based payments - - 61 - 61
Reserves transfer in respect of lapsed options - - (77) 77 -
Share capital reduction - (11,169) - 11,169 -
------------- -------------- -------------- -------------- --------------
Balance at 31 December 2024 1,179 - 122 5,944 7,245
------------- -------------- ------------- ------------- -------------
NOTES FORMING PART OF THE COMPANY FINANCIAL STATEMENTS
I. ACCOUNTING POLICIES
The separate financial statements of the Company are presented as required by
the Companies Act 2006. As permitted by the Act, the separate financial
statements have been prepared in accordance with Financial Reporting Standard
101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable
accounting standards.
The Company has taken advantage of the following disclosure exemptions under
FRS 101:
· the requirements of paragraphs 45(b) and 46 to 52 of IFRS 2
Share-based Payment
· the requirements of paragraphs 62, B64(d), B64(e), B64(g),
B64(h), B64(j) to B64(m), B64(n)(ii), B64(o)(ii), B64(p), B64(q)(ii), B66 and
B67 of IFRS 3 Business Combinations;
· the requirements IFRS 7 Financial Instruments: Disclosures;
· the requirements of the second sentence of paragraph 110 and
paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15
Revenue from Contracts with Customers;
· the requirements of paragraph 58 of IFRS 16, provided that the
disclosure of details of indebtedness required by paragraph 61(1) of Schedule
1 to the Regulations is presented separately for lease liabilities and other
liabilities, and in total;
· the requirement in paragraph 38 of IAS 1 'Presentation of
Financial Statements' to present comparative information in respect of: (i)
paragraph 79(a) (iv) of IAS 1, (ii) paragraph 73(e) of IAS 16 Property Plant
and Equipment and (iii) paragraph 118 (e) of IAS 38 Intangible Assets
· the requirements of paragraphs 10(d), 10(f), 16, 38A to 38D, 40A
to 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements;
· the requirements of IAS 7 Statement of Cash Flows;
· the requirements of paragraphs 30 and 31 of IAS 8 Accounting
Policies, Changes in Accounting Estimates and Errors;
· the requirements of paragraph 17 and 18a of IAS 24 Related Party
Disclosures; and
· the requirements in IAS 24 Related Party Disclosures to disclose
related party transactions entered into between two or more members of a
Group, provided that any subsidiary which is a party to the transaction is
wholly owned by such a member.
Where required, equivalent disclosures are given in the Group financial
statements of Digitalbox plc.
The principal accounting policies adopted are the same as those set out in
note 4 to the consolidated financial statements except as noted below:
Valuation of investments
Investments in subsidiaries are stated at cost less any provision for
impairment in value.
II. OPERATING PROFIT
The auditor remuneration for audit and other services is disclosed in note 8
to the consolidated financial statements.
The average number of employees of the Company during the year was 5 (2023: 5)
and total staff costs were £524k (2023: £477k). Directors' remuneration is
disclosed in note 9 to the consolidated financial statements.
III. FIXED ASSET INVESTMENTS 31 December
2024
£'000
Subsidiary undertakings
Cost
Balance at 31 December 2023 and 31 December 2024 11,209
Provisions
Balance at 1 January 2024 (4,983)
--------------
Balance at 31 December 2024 (4,983)
--------------
Carrying value of investments at 31 December 2023 and 31 December 2024 6,226
=======
At the year end the Company had the following subsidiaries:
Subsidiary name Class of shares Proportion of ownership Registered office
Digitalbox Publishing Limited Ordinary 100% Indirect Jubilee House, 92 Lincoln Road, Peterborough, PE1 2SN
Digitalbox Publishing (Holdings) Limited Ordinary 100% Direct Jubilee House, 92 Lincoln Road, Peterborough, PE1 2SN
Subsidiary name Principal activity
Digitalbox Publishing Limited Sale of digital advertising space
Digitalbox Publishing (Holdings) Limited Holding company
IV. DEFERRED TAX
Total
£'000
Balance at 1 January 2024 (17)
Deferred tax credit for the year (16)
-------------
Balance at 31 December 2024 (33)
=======
The deferred tax provision rates to tax losses.
V. RECEIVABLES: due within one year 31 December 31 December
2024 2023
£'000 £'000
Amounts owed by Group undertakings 1,064 1,177
Prepayments and accrued income 22 36
------------ ------------
1,086 1,213
===== =====
VI. CASH AND CASH EQUIVALENTS
31 December 31 December
2024 2023
£'000 £'000
Cash at bank and in hand 13 -
====== ======
VII. PAYABLES: amounts falling due within one year
31 December 2024 31 December 2023
£'000 £'000
Bank overdrafts and loans - 38
Trade payables 85 8
Accruals 11 3
Other tax and social security 17 20
------------ ------------
113 69
====== ======
VIII. SHARE CAPITAL
Details of the Company's share capital can be found in Note 21 to the
consolidated financial statements.
IX. RESERVES
Full details of movements in reserves are set out in the Company statement of
changes in equity. The following describes the nature and purpose of each
reserve within owners' equity:
Share premium: Amount subscribed for share capital in excess of nominal value.
During the year a special resolution was passed at the general meeting held on
15 November 2024, stating that the share premium account was to be cancelled
in its entirety, subject to approval by the High Court of Justice. On the 17
December 2024 the High Court of Justice approved this resolution. As a result
there has been a transfer of the share premium account in its entirety to
Retained earnings in the year.
Retained earnings/(deficit): Cumulative net losses recognised in the Company
statement of comprehensive income.
Share based payment reserve: Cumulative charges recognised in the Company
statement of comprehensive income in relation to share based payments.
X. RELATED PARTY TRANSACTIONS
The key management personnel are considered to be the Board of Directors.
Their remuneration is disclosed in detail in note 9. Key management were
remunerated £466k in the year ended 31 December 2024 (2023: £431k).
The key management personnel have been provided with a total of 1,363,916
effective share options resulting in a charge of £61k in the period (2023:
£46k).
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. END FR ZZGZFGDMGKZZRecent news on Digitalbox
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