RNS Number : 0155G
dotDigital Group plc
04 November 2025
Dotdigital Group plc
("Dotdigital" or the "Group")
Full Year Results
Year of organic growth, enhanced profitability and significant product advancement aligned to market demand
Dotdigital Group (AIM: DOTD), the leading SaaS provider of an AI-powered customer experience and data platform for intelligent, personalised marketing engagement at scale, announces its final audited results for the year ended 30 June 2025 ("FY25").
Financial Highlights
·
FY25 revenue performance in line and profitability performance slightly ahead of market expectations1.
·
Group revenue increased 6% to £83.9m (FY24: £79.0m); 7% on a constant-currency basis; driven by organic growth.
o Recurring and repeating revenue represented 94% of total (FY24: 94%); contracted recurring was 80% of Group revenue (FY24: 79%).
o Average revenue per customer (ARPC) increased 8% on a constant-currency, normalised basis to £1,923 per month (FY24: £1,781 normalised).
·
Forward looking ARR growth totalling 14% (or 9% on an organic basis) to £72.6m (FY24: £63.6m) in our core CXDP business.
·
Adjusted EBITDA up 10% to £26.8m (FY24: £24.3m).
·
Adjusted profit before tax up 13% to £19.0m (FY24: £16.8m).
·
Adjusted diluted EPS up 2% to 4.80p (FY24: 4.71p).
·
Cash balance of £36.2m at 30 June 2025 (30 June 2024: £42.2m), after the $20m initial cash payment for the Social Snowball acquisition in late June 2025 and continued strong cash generation.
·
Proposed final dividend of 1.21p per ordinary share (FY24: 1.10p) in line with progressive dividend policy.
Operational Highlights
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Growth in every region with revenues from international regions increasing to 33% of Group (FY24: 32%) with North America and APAC delivering c. 20% growth in local currency.
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Leading new global logos added, including Science in Sport, the QCA, KFC, New York Botanical Gardens, The Royal National Ballet, FujiFilm, The Body Shop and BBC Children in Need.
·
Functionality recurring revenue2 increased by 12% on a constant currency basis to £35.5m (FY24: £31.6m), supported by new customer growth and existing customers expanding usage of the platform as new capabilities are introduced.
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Acquisition of Social Snowball (June 2025) added influencer, affiliate and referral marketing capability, immediately earnings-enhancing, with a strong Shopify footprint and clear cross-sell potential. Post acquisition, ARR growth is approximately 50% to date on an annualised basis.
·
Product innovation: continued investment in AI and data; expansion of Winston AI; additional platform enhancements including improved data capability, reporting and connectivity to business systems.
·
WhatsApp fully launched in April 2025 and now generating revenue, with more than 30 customers adopting the functionality across regions.
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Fresh Relevance fully integrated, strengthening personalisation and helping to secure higher-value wins and cross-sell.
·
Partner ecosystem: revenue from customers using named technology connectors increased 8% to £37.0m, with notable growth in Shopify, Netsuite and Salesforce.
Outlook
·
The Group is well positioned to deliver results in line with full-year market expectations for FY26.
·
Strong market tailwinds as demand shifts to integrated platforms, like Dotdigital, that can leverage automation and AI to deliver increased efficiency, reduced complexity, improved consumer experience and clear ROI.
·
The Group entered FY26 with a broader product suite, higher-value pipeline and expectation of continued sustainable growth and strong cash generation.
Milan Patel, CEO of Dotdigital, said:
"We are pleased to report another year of profitable growth alongside meaningful progress on our platform strategy. New customer wins were complemented by consistently high retention and expansion within our existing base, underscoring the strategic value clients place on our platform as the foundation of their digital marketing strategy.
Customers are consolidating around fewer, more capable systems and demanding clear returns; we are meeting that need. With advances in AI, data and mobile messaging, the addition of Social Snowball and the integration of Fresh Relevance, our CXDP is broader and more valuable than ever.
With market conditions improving, our pipeline is healthy, our balance sheet is strong and our partner network continues to expand. We enter the new financial year focused on disciplined execution: expanding usage, growing internationally and delivering innovation that drives measurable outcomes for our customers."
1 Consensus market expectations for the year to 30 June 2025 were: Revenue £83.9m; Adjusted EBITDA £26.0m; Adjusted PBT £18.3m; Adjusted EPS 4.7p; DPS 1.2p.
2 Functionality recurring revenue refers to the value charged to customers for the core software platform and functionality, excluding contracted or transactional based revenue in relation to communication volumes.
Analyst Briefing
Management will host an in-person-only briefing and Q&A for analysts today at 9am UK time. To register to attend, please contact dotdigital@almastrategic.com.
Investor Presentation
Management will host a virtual investor presentation and Q&A via the Investor Meet Company platform on Thursday 6 November at 12.00 GMT. Investors can sign up for free and follow Dotdigital here.
A copy of the Results Presentation and FY25 Annual Report will be available on our website shortly.
Contacts
Dotdigital Group plc
+44 (0)20 3953 3072
Milan Patel, CEO
investorrelations@dotdigital.com
Tom Mullan, CFO
Alma Strategic Communications
+44 (0)20 3405 0210
Hilary Buchanan
dotdigital@almastrategic.com
David Ison
Sarah Peters
Canaccord Genuity (Nominated Adviser and Joint Broker)
+44 (0)20 7523 8000
Bobbie Hilliam
Elizabeth Halley-Stott
Cavendish Capital Markets Limited (Joint Broker)
+44 (0)20 7220 0500
Jonny Franklin-Adams, Corporate Finance
Sunila de Silva, Equity Capital Markets
Singer Capital Markets (Joint Broker)
+44 (0)20 7496 3000
Shaun Dobson
Jen Boorer
About Dotdigital
Dotdigital Group plc (AIM: DOTD) is a leading provider of cross-channel marketing automation technology to marketing professionals. Dotdigital's customer experience and data platform (CXDP) combines the power of automation and AI to help businesses deliver hyper-relevant customer experiences at scale. With Dotdigital, marketing teams can unify and enrich their customer data, identify valuable customer segments, and deliver personalised cross-channel customer journeys that result in engagements, conversions, and loyalty.
Founded in 1999, Dotdigital is headquartered in London with offices in Manchester, Southampton, New York, Melbourne, Sydney, Singapore, Tokyo, Warsaw and Cape Town. Dotdigital's solutions empower over 4,000 brands across 150 countries.
Chairman's Statement
Financial year 2025 (FY25) was a year of encouraging delivery against the strategy, combining solid financial performance with further strengthening of the platform and development of the organisation to prepare it for global scaling in the years to come.
Profitable growth and strategic progress
We delivered growth across all regions, with international markets the standout. North America was particularly strong, while APAC achieved sustained double-digit growth supported by continued investment in product and people on the ground. We also delivered a solid performance in EMEA, albeit at lower growth rates than previously experienced, pleasingly this was more than offset by the acceleration overseas. It was encouraging to broadly maintain Group-level growth across a period of softer conditions for much of the wider software sector, including for many of our significantly larger competitors, reflecting the strength and resilience of our model.
Selective acquisitions remain a core component of our strategy. The addition of Social Snowball at the end of our financial year is both strategically and financially important and broadens our capability into the influencer, affiliate and referral marketing space, and strengthens our presence in the Shopify ecosystem. This follows the integration of our acquisition of Fresh Relevance in financial year 2024 (FY24), which deepened our personalisation offering and has contributed to higher-value customer wins. We will continue to assess opportunities that are earnings enhancing, strategically aligned and fairly valued, recognising the benefits that come from adding adjacent capabilities to an increasingly coherent platform.
Alongside this, we continued to build out our Customer Experience Data Platform (CXDP), unifying data, personalisation and communications into a connected suite that is easier to adopt and scale. Our investment in Winston AI continues to benefit our customers, with capabilities continuously being added and adopted. We will continue to invest in research and development (R&D) with spend being directed towards Winston AI, as well as driving AI adoption throughout our own operations. With over 250 integrations now in place and new channels such as WhatsApp launched, customers can access richer insights and deliver more tailored campaigns. These developments deepen adoption across our base, enhance retention and reinforce Dotdigital's position as a differentiated, future-ready platform.
High-quality financial model
Our financial model remains a key strength and differentiator. With 94% recurring or repeating revenue and c. 80% contracted, we enjoy high levels of visibility and resilience, supporting attractive margins and do not chase non-profitable business. With strong cash generation and a robust balance sheet, we are committed to continuing to reinvest in innovation while funding selective acquisitions that bolster our product offering and enhance our long-term opportunity.
Strengthened executive
During the period, we strengthened our leadership with the appointment of Tom Mullan as Chief Financial Officer. Tom brings significant public tech company and international software sector experience that will support the Group's financial discipline, scalability and M&A ambitions.
We are in the process of appointing a Chief Revenue Officer, a new role designed to centralise and align our go-to-market activities across regions and with an emphasis on expansion, retention and enhancing lifetime value. Together, these appointments will deepen the expertise of the executive team, enhance operational execution and ensure the Group is well positioned to capture the opportunities ahead.
ESG in action
We continued to advance our sustainability agenda during the year, building upon strong foundations, and remain on track to achieve our Net Zero 2030 objective. From a social standpoint, we continue to focus on our people and their communities. It's encouraging to see the increased uptake of the government-backed electric vehicle scheme from our UK employees as well as strong participation across our global teams in dotCommunity initiatives to give back to local communities.
Growing momentum and increasing opportunity
With each year that passes, the opportunity for Dotdigital increases. Organisations increasingly want the highest-quality products, cutting-edge capabilities and demonstrable ROI. At the same time, there is a growing trend towards rationalising their technology stack to fewer providers. With Fresh Relevance and now Social Snowball, alongside the stellar work of our R&D teams introducing new functionality and bolstering existing features, we are uniquely positioned to respond, with a broad, independent platform that meets the needs of marketers globally now and tomorrow.
On behalf of the Board, I would like to thank our employees for their commitment and energy this year amid a challenging macroeconomic backdrop, to our customers for choosing us and to our shareholders for their continued support. We are making steady progress as we move through the new financial year; our integrated platform has significant strategic value as the industry evolves, and we have a clear plan to enhance it further and increase penetration across marketers globally. We look to the future with confidence.
CEO's Report
Overview
Dotdigital delivered yet another year of resilient progress and strong cash generation. We grew in every region, with international revenue now accounting for 33% of Group revenue (FY24: 32%). North America delivered the strongest growth in absolute value terms, APAC continued to build as we ramped up localisation, and EMEA remained our anchor for scale and stability while delivering a solid performance. Our execution centred on expanding usage and retention through disciplined implementations and customer success, and a continued focus of driving new logo wins in international regions.
Our Customer Experience and Data Platform (CXDP) advanced at pace. We strengthened Winston AI, expanded data and reporting capabilities, and broadened connectivity across social and commerce ecosystems. WhatsApp moved from trial to full launch and is already in production with customers across regions, reinforcing our position in mobile messaging. These enhancements are being adopted steadily as customers look to augment their engagement strategies and seek measurable return on investment.
The acquisition of Social Snowball just before the end of the period adds high-growth influencer, affiliate and referral capability while bolstering the Group's presence in the Shopify ecosystem. Fresh Relevance, acquired in FY24, is now fully embedded and performing, deepening our personalisation capability and helping us win and expand higher-value accounts. In the year we also expanded the go-to-market strategies for our personalisation capabilities into international markets. Together, these acquisitions broaden our addressable market and create clear opportunities to expand average revenue per customer, increase customer retention and win higher value customers.
Operational discipline remained a priority throughout, strengthening our long-term prospects. We focused on accelerating onboarding so customers realise value sooner, stepped away from a lower margin contract that would have become loss-making, and continued to invest selectively in product and go-to-market where we see the most attractive returns.
With a strong balance sheet, a comprehensive product suite and an expanding partner ecosystem, we enter the new financial year with measured confidence, underpinned by a highly recurring, contracted revenue base.
Results
Group revenue increased to £83.9m (FY24: £79.0m), up 6% on an actual currency basis and 7% on a constant currency basis, driven by organic growth. Recurring and repeating revenue represented 94% of total revenue, consistent with FY24, and 80% of Group revenue was high margin CXDP and related contracted recurring (FY24: 79%). Gross profit was £66.6m at a margin of 79%, consistent with the prior year.
Profitability was slightly ahead of market expectations. Adjusted EBITDA increased to £26.8m (FY24: 24.3m) and adjusted profit before tax to £19.0m (FY24: £16.8m). Adjusted diluted EPS was 4.80p (FY24: 4.71p) slightly ahead of market expectations.
Integration synergies from Fresh Relevance were delivered as planned, and the exit from competitor resellers improved revenue quality with a modest ARR impact already reflected in the year.
Cash generation remained strong. The cash balance at 30 June 2025 was £36.2m, after the $20m initial cash payment for the Social Snowball acquisition and continued cash inflow. The Board intends to pay an increased final dividend in line with adjusted EBITDA growth. The balance sheet supports ongoing investment in product and go-to-market, together with selective, earnings-enhancing acquisitions.
Business Review
Our product offering
Dotdigital's AI powered platform gives marketers a single suite of products based upon real-time data to connect with their customers more effectively. We help our customers create and manage automated personalised communications and understand customer behaviour across multiple channels. Key elements of the suite include:
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Core CXDP- underpinned by unified data and analytics, our core offering provides marketers a single place to design, deliver and measure personalised end customer journeys.
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Comms and channels- technology delivering communications via email, SMS and MMS, WhatsApp, social media channels, app push, on-site personalisation, landing pages and forms, with unrivalled delivery success. These capabilities are all extensions, leveraging the power of our core CXDP platform.
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Personalisation- originally acquired with our acquisition of Fresh Relevance in FY24, this enables web personalisation capabilities for our customers to provide to their audience. Customers can either use this technology as an extension to our core CXDP or on a standalone basis.
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Influencer and affiliate marketing- acquired with our late June 2025 acquisition of Social Snowball, providing customers with the technology to seamlessly manage their influencer, affiliate and referral programmes so brands can move from single campaigns to orchestrated, data-led engagement that is easy to evidence and optimise.
Our WinstonAI offering is embedded within and underpins the suite, enabling our customers to amplify their results whilst driving efficiencies.
In addition to our core product offerings, we have a smaller number of heritage customers, using the originally acquired SMS communications offering on an API-only basis without the power of our CXDP. This CPaaS or transactional messaging business generates high-volume, largely repeatable revenues, albeit at lower margins.
Market Opportunity
Marketing teams are operating with increased scrutiny on outcomes. Buyers want clear, defensible ROI, simpler stacks and faster time to value. That environment favours platforms that unify data and channels, reduce handoffs and make performance obvious. Dotdigital's CXDP is built for this shift: a single place to bring customer data together, orchestrate journeys across email, SMS, WhatsApp, app push and web, and evidence results in one view.
Rather than adding more tools, organisations are prioritising fewer, interoperable enterprise grade systems that plug into existing commerce and CRM platforms and can be rolled out across brands and regions without the risk of a single global 'rip and replace' implementation process. Our breadth of native channels and deep connector set - now extended with Fresh Relevance for web personalisation and Social Snowball for influencer, affiliate and referral programmes - positions the Group as a practical consolidation choice for mid-market and enterprise customers.
AI is now expected to make a tangible impact. Marketers expect measurable gains in speed, quality and return on investment, not gimmicks or window-dressing. Our 15+ years of investment into AI, culminating in the launch of WinstonAI in 2023, along with our reporting enhancements, meet that brief; assisting with content, imagery and analysis inside existing workflows, while the underlying platform enables predictive and real-time use cases as customers mature. Our AI functionality delivers both stronger ROI for our customers as well as creating efficiencies within the Marketing department.
Customer engagement continues to lean towards mobile-first, with messaging apps and social platforms becoming core to how brands reach and retain audiences. Our native WhatsApp, expanding mobile messaging and social integrations allow customers to meet users where they are, while keeping zero- and first-party data and attribution inside the CXDP.
Taken together, these trends play to Dotdigital's strengths: a unified, extensible platform, clear routes to value and an ecosystem that helps customers achieve more with less complexity.
M&A Strategy: Social Snowball
Social Snowball provides influencer, affiliate and referral capability with an analytics-first design that attributes creator activity to revenue. This broadens the CXDP, expands our total addressable market and creates tangible opportunities to increase ARPC through targeted cross-sell.
Acquired in June 2025 for up to $35m, being an initial cash payment of $20m and maximum deferred consideration of $15m (funded from existing cash resources), the business was immediately earnings-enhancing. It reported 200% revenue growth in FY24 to $3m and entered 2025 cash-flow positive with run-rate revenues above $5m at the time of acquisition. Since completion, ARR has risen to approximately $6m, supported by strong merchant engagement across a base of 1,500+ Shopify brands including Crocs, G Fuel, Blume, Sharma Brands and True Classic.
As we have entered FY26, back- and middle-office functions have been onboarded, and product integration is progressing so that creator programmes can be planned and measured within Dotdigital alongside existing channels with unified reporting.
Go-to-market remains focused on Shopify through a dedicated team where there is a significant scope for further expansion across its brand network, complemented by a growing flow of referrals from Dotdigital customers.
Progress Against Organic and Select Acquisitive Growth Strategy
Our strategy is consistent and focused on three organic growth pillars: Geographic Expansion, Product Innovation and Partnerships. We target the mid-market while serving larger enterprises, across commerce and selected non-commerce verticals. A broad ecosystem of commerce, CRM and data integrations means quicker results and wider adoption. The business model is predominantly recurring subscription revenues, with multi-year contracts priced by selected modules, data volumes and messaging usage. Growth is driven by new customer wins and by increasing average revenue per customer through additional functionality and products, channels and integrations, supported by selective, earnings-enhancing acquisitions that strengthen the platform.
Geographic Expansion
Regional revenue and growth are shown in local currency. Recurring revenue growth rates are on a constant-currency basis.
We delivered growth across all regions in the period. Performance reflected disciplined execution of our geographic plan, namely focusing on our core commerce target customer profile, expanding global brands across markets and driving platform adoption to support net retention. Headline growth also reflects the previously reported increase in customer administrations in the first half and our decision in the second half to exit a low-margin contract to strengthen revenue quality.
We expect solid double-digit international growth in FY26, driven by expansion with global brands and a continued focus on adoption and retention.
EMEA
Revenue grew 3% to £61.5m (FY24: £59.7m), in spite of headwinds incurred as a result of the planned exit from specific competitor resellers within Fresh Relevance and the previously announced Board's decision not to renew the low margin CPaaS contract due to unprofitable pricing requirements. Through the year we leaned into implementations and deeper CXDP adoption to improve retention as trading conditions remained mixed. Fresh Relevance continued to drive higher-value work across the region, with joint go-to-market activity converting both new logos and cross-sell. Procurement cycles increasingly favoured vendors that can break down data siloes and simplify stacks, a trend that played to our strengths and supported steady progress across enterprise and mid-market accounts.
North America
Revenue increased 19% to US$18.2m (FY24: US$15.2m). Growth was driven by expanded usage within existing accounts and wins with larger customers, consistent with the progress delivered in the first half. The region now has a clearer path to land-and-expand across mid and enterprise commerce, supported by strengthened customer success and solutions consulting. Fresh Relevance was brought to market in the region late in the year and added to our credibility in data-led personalisation, helping us compete for multi-brand and global mandates. We continue to view North America as a significant opportunity, with growth expected to track in the mid-teens over the medium term.
APAC
Revenue rose 20% to A$16.6m (FY24: A$13.8m). APAC remains a largely mobile-first region. Localisation remained a differentiator: in Japan; we expanded in-app translation, introduced regional templates and added local delivery expertise, which shortened time to value and improved conversion. Fresh Relevance supported several wins and the pipeline continues to grow, while investments in people and R&D in Japan positioned us to capitalise on rising demand for WhatsApp, app push and social integrations such as TikTok.
Product Innovation
We strengthened the CXDP offering during the period with a series of high-impact releases.
We made significant additions and enhancements to WinstonAI in the year, including the release of in-campaign language translation and AI-powered image search. Adoption statistics across the AI platform have all increased significantly and, particularly of note, AI email campaign translation was responsible for £100k+ wins in Europe and Japan.
WhatsApp progressed from trial to wider revenue generating usage. More than 50 brands have trialled the channel, with retention of approximately 80% amongst adopters, while well-targeted campaigns have achieved open rates of up to 95%. WhatsApp functionality is currently only available on our premium packages, which we are encouraged to see is beginning to drive package upgrades to CXDP.
Further enhancements in our data capabilities have been released, including strengthening firehose capabilities to Amazon S3, SFTP and Snowflake (beta).
We also completed the Personalisation (Fresh Relevance) integration and launched joint roadmap items that simplify activation, including a unified script with Dotdigital, Shopify Marketplaces support and high-resolution image handling. These improvements allow teams to run web personalisation alongside email and mobile with one set of data and reporting capabilities.
Connectivity broadened so that customers can activate data faster and reach audiences across more social channels, including TikTok and LinkedIn, building on existing connections to Facebook and Google.
Looking ahead to FY26, we will continue to strengthen the CXDP and extend our lead in AI. Priorities include deepening WinstonAI so that it operates as a truly agentic assistant, expanding the underlying Customer Data Platform to support broader audience types and more real-time experiences, and accelerating audience-growth tools that maximise reach. We are also progressing plans to broaden the CXDP with an in-house-developed Loyalty product which will launch early in calendar year 2026.
Strategic Partnerships
Revenue from customers using named technology connectors increased by 8% to £37.0m (FY24: £34.1m), highlighting the part our ecosystem plays in adoption and expansion on the CXDP. Revenue per connected customer increased by 19% in FY25, indicating deeper deployments and therefore stickier customers with higher revenue potential.
Within e-commerce, connector-attached revenue increased by 8% to £25.1m (FY24: £23.3m). Stand-out growth came from Shopify, up 25% to £6.5m. In addition, Adobe (Magento), BigCommerce, WooCommerce and Shopware all experienced increases.
In CRM and ERP, connector-attached revenue increased by 10% to £11.9m (FY24: £10.8m), led by Salesforce increasing 13%. Dynamics also saw strong growth and, pleasingly, we saw early momentum in NetSuite, indicating developing ERP momentum.
Personalisation (Fresh Relevance) remains a catalyst for connector adoption and is now native within our CXDP. This is helping customers activate data from commerce and CRM connectors more quickly and at greater depth, which in turn supports higher average contract values.
Alongside this, we broadened the ecosystem with additions such as Blackbaud Raiser's Edge, Trustpilot service reviews, Segment and Bynder. We will continue to invest in enablement, co-marketing, certification and marketplace presence to extend our reach in priority regions and verticals.
Outlook
We enter FY26 with measured confidence, supported by a robust pipeline and sustained international momentum, further strengthened by a growing Social Snowball pipeline. International markets and Social Snowball are expected to be the main growth accelerators as they continue to build scale. We also expect EMEA growth rates to normalise following the previously mentioned one-off events which moderated growth in FY25. We are seeing the market converge around integrated platform offerings, driven by organisations' need for efficiency, simplicity, and measurable ROI; precisely the strengths of our secure, data-driven platform that enables seamless automation and AI integration.
Execution will continue to centre on expanding usage and retention. We are investing in customer success, implementations and onboarding to shorten time to value and to support durable net retention. The revenue mix remains highly recurring with a strong contracted component, which underpins visibility.
Our product priorities are clear. We will deepen WinstonAI, expand the underlying Customer Data Platform for broader audiences and real-time use cases, and progress our Loyalty product. Social Snowball is progressing to plan - ARR has increased since acquisition, operations are onboarded and product integration into the Dotdigital platform is advancing.
Capital allocation will remain disciplined. We will continue to fund organic growth and targeted M&A from free cash flow, with a proactive pipeline and intention to continue with our stated acquisition strategy to assess opportunities that broaden our proposition and where the asset, valuation and timing are right. Our focus is on adding bolt-on capabilities that can be rapidly integrated into the platform to extend workflow coverage across clients, unlock new revenue streams, and expand our total addressable market (TAM).
Overall, we expect FY26 to be another year of sustainable growth and strong cash generation.
Financial Review
Business Model
We sell access to our CXDP and messaging (email, SMS, MMS, WhatsApp, push) on 1-3 year contracts priced by modules taken, data volumes and message volumes. Revenue is recognised evenly over the contract life under IFRS 15, with customers able to upgrade during term as usage grows.
Fresh Relevance, acquired in FY24, added website-personalisation capability and an additional pricing lever via page-view volumes.
In late June 2025 we acquired Social Snowball, a subscription SaaS product for influencer, affiliate and referral programmes. Social Snowball's revenues are recognised in the same way as our other software revenues, albeit the vast majority of contracts are currently month-to-month. The product broadens our addressable market and increases cross-sell potential, with a margin profile consistent with the Group.
Professional services remain a small contributor (well under 5% of group revenue) and are recognised as delivered.
Revenue and gross margin
Total revenue increased 6% on an actual currency basis or 7% on a constant currency basis to £83.9m (FY24: £79.0m), including a £0.7m in-year headwind from the previously announced exit of a non-core, low margin contract. Growth was driven by the core SaaS and contracted messaging base and continued expansion in international markets.
Core CXDP (and related) recurring revenue rose by 8% on a constant currency basis to £67.8m (FY24: £62.7m), while repeating revenues from our low margin transactional messaging CPAAS business were £12.0m (FY24: £11.7m). Together with repeating revenue, ~94% of Group revenue was recurring or repeating.
By region (local currency): EMEA £61.5m (+3%); North America US$18.2m (+19%); APAC A$16.6m (+20%). International revenue represented 33% of Group revenue (FY24: 32%).
Gross profit was £66.6m (FY24: £62.8m), with a gross margin of 79%, consistent with the prior year. Core CXDP and related margins are at ~90%, with overall Group revenues being diluted by the standalone transactional CPaaS business which operates on gross margins of ~15%.
R&D credit presentation change & tax
From FY25, the UK R&D incentive is presented in Other income under the RDEC regime rather than as a tax credit, which amounted to £0.7m in FY25. When considered together with the tax expense of £3.9m (FY24: £2.1m), the net tax position has increased by £1.1m to £3.2m, equating to a like-for-like effective tax rate increase from 16% to 21%. This increase in effective tax rate is a result of the increase in the UK tax rate and the significant reductions to the UK R&D tax incentive scheme for FY25.
Operating expenses
Total operating expenses were £49.8m (FY24: £47.2m), up 5%, reflecting disciplined investment in go-to-market and product while managing inflationary pressure.
Profitability
Adjusted EBITDA increased 10% to £26.8m (FY24: £24.3m), a margin of 32% (FY24: 31%). Adjusted operating profit rose 13% to £17.5m (FY24: £15.6m). Adjusted PBT increased 13% to £19.0m (FY24: £16.8m). The tax charge was £3.9m (FY24: £2.1m), reflecting the higher UK rate and the change to the RDEC presentation noted above. Statutory PAT was £11.2m (FY24: £11.1m), up 1%.
EPS
Adjusted diluted EPS growth of 2% to 4.80p (FY24: 4.71p), with underlying profit growth being partly offset by the higher effective tax rate.
Balance sheet and cash
The Group remained strongly cash-generative with a robust working-capital profile. The upfront cash consideration for the acquisition of Social Snowball in June 2025 was funded from existing cash resources. We continue to allocate cash with discipline across organic investment and selective, earnings-enhancing M&A.
Dividend policy
We remain committed to a progressive dividend policy aligned to earnings and cash generation. The Board are proposing a dividend for shareholder approval of 1.21p per share (FY24: 1.10p) an increase of 10% in line with adjusted EBITDA growth. The dividend record and payment timetable will be announced following the approval of the dividend payment at the 2025 annual general meeting.
Dotdigital Group Plc
Consolidated Income Statement
For the year ended 30 June 2025
30.06.25
30.06.24
Notes
£'000s
£'000s
Revenue from contracts with customers
3
83,921
78,973
Cost of sales
(17,371)
(16,177)
Gross profit
66,550
62,796
Administrative expenses
(49,765)
(47,222)
Other operating income
736
-
Operating profit from continuing operations pre share-based payments, amortisation of acquired intangibles and exceptional costs
17,521
15,574
Share-based payments
(702)
(1,219)
Amortisation of acquired intangibles
6
(1,786)
(1,462)
Exceptional costs
7
(1,463)
(973)
Operating profit from continuing operations
13,570
11,920
Finance costs
8
(133)
(88)
Finance income
8
1,652
1,351
Profit before income tax from continuing operations
15,089
13,183
Income tax expense
4
(3,879)
(2,117)
Profit for the year from continuing operations
11,210
11,066
Profit for the year attributable to the owners of the Company
11,210
11,066
Earnings per share from all operations (pence per share)
Basic
5
3.65
3.62
Diluted
5
3.55
3.54
Adjusted basic
5
4.93
4.82
Adjusted diluted
5
4.80
4.71
Dotdigital Group Plc
Consolidated Statement of Comprehensive Income
For the year ended 30 June 2025
30.06.25
30.06.24
Notes
£'000s
£'000s
Profit for the year
11,210
11,066
Other comprehensive (expense)/income
Items that may be subsequently reclassified to
profit and loss:
Exchange differences on translating foreign operations
(682)
(27)
Total comprehensive income attributable to:
Owners of the parent
10,528
11,039
Total comprehensive income for the year Comprehensive income from continuing operations
10,528
11,039
Dotdigital Group Plc
Consolidated Statement of Financial Position
As at 30 June 2025
30.06.25
30.06.24
Notes
£'000s
£'000s
Assets
Non-current assets
Goodwill
9
35,392
22,278
Intangible assets
6
48,356
37,556
Property, plant and equipment
2,350
3,568
86,098
63,402
Current assets
Trade and other receivables
17,320
18,011
Current tax recoverable
1,063
-
Cash and cash equivalents
36,211
42,160
54,594
60,171
Total assets
140,692
123,573
Equity attributable to the owners of the parent
Called up share capital
1,538
1,538
Share premium
12,786
12,786
Reverse acquisition reserve
(4,695)
(4,695)
Share-based payment reserve
3,263
2,835
Retranslation reserve
(451)
231
Retained earnings
90,669
82,505
Total equity
103,110
95,200
Liabilities
Non-current liabilities
Lease liabilities
1,249
2,334
Contingent Consideration
10
6,786
-
Deferred tax
8,307
6,330
16,342
8,664
Current Liabilities
Trade and other payables
10
20,709
18,348
Lease liabilities
531
746
Current tax payable
-
615
21,240
19,709
Total Liabilities
37,582
28,373
Total equity and liabilities
140,692
123,573
Dotdigital Group Plc
Company Statement of Financial Position
As at 30 June 2025
30.06.25
30.06.24
Notes
£'000s
£'000s
Assets
Non-current assets
Intangible assets
6
2
3
Property, plant and equipment
6
9
Investments
11
44,211
43,794
44,219
43,806
Current assets
Trade and other receivables
14,450
11,321
Cash and cash equivalents
372
724
14,822
12,045
Total assets
59,041
55,851
Equity attributable to the
owners of the parent
Called up share capital
1,538
1,538
Share premium
12,786
12,786
Share-based payment reserve
3,205
2,828
Retained earnings
7,217
7,057
TOTAL EQUITY
24,746
24,209
Liabilities
Current liabilities
Trade and other payables
10
34,295
31,642
Total liabilities
34,295
31,642
Total equity and liabilities
59,041
55,851
As permitted by section 408 of the Companies Act 2006, the parent company's income statement has not been included in these financial statements. The profit for the Company was £3,205,824 (2024: loss of £1,814,895).
Dotdigital Group Plc
Consolidated Statement of Changes in Equity
For the year ended 30 June 2025
Called up
Share
Retained
Share
Capital
Earnings
Premium
£'000
£'000
£'000
Balance as at 1 July 2023
1,496
73,536
7,124
Transactions with owners
Issue of share capital
42
-
5,662
Dividends
-
(3,066)
-
Transfer in reserves
-
969
-
Deferred tax on share options
-
-
-
Share-based payments
-
-
-
Transactions with owners
42
(2,097)
5,662
Total comprehensive income
Profit for the year
-
11,066
-
Other comprehensive income
-
-
-
Total comprehensive income
-
11,066
-
Balance as at 30 June 2024
1,538
82,505
12,786
Balance as at 1 July 2024
1,538
82,505
12,786
Transactions with owners
Issue of share capital
-
-
-
Dividends
-
(3,375)
-
Transfer in reserves
-
329
-
Deferred tax on share options
-
-
-
Share-based payments
-
-
-
Transactions with owners
-
(3,046)
-
Profit for the year
-
11,210
-
Other comprehensive income
-
-
-
Total comprehensive income
-
11,210
-
Balance as at 30 June 2025
1,538
90,669
12,786
Retranslation
Reverse
Share-based payment
Total
Reserve
acquisition reserve
reserve
equity
£'000s
£'000s
£'000s
£'000s
Balance as at 1 July 2023
258
(4,695)
2,591
80,310
Transactions with owners
Issue of share capital
-
-
-
5,704
Dividends
-
-
-
(3,066)
Transfer in reserves
-
-
(969)
-
Deferred tax on share options
-
-
16
16
Share-based payments
-
-
1,197
1,197
Transactions with owners
-
-
244
3,851
Total comprehensive income
Profit for the year
-
-
-
11,066
Total comprehensive income
(27)
-
-
(27)
Balance As at 30 June 2024
231
(4,695)
2,835
95,200
Balance As at 1 July 2024
231
(4,695)
2,835
95,200
Transactions with owners
Issue of share capital
-
-
-
-
Dividends
-
-
-
(3,375)
Transfer in reserves
-
-
(329)
-
Deferred tax on share options
-
-
51
51
Share-based payments
-
-
706
706
Transactions with owners
-
-
428
(2,618)
Total comprehensive income
Profit for the year
-
-
-
11,210
Other comprehensive income
(682)
-
-
(682)
Total comprehensive income
(682)
-
-
10,528
As at 30 June 2025
(451)
(4,695)
3,263
103,110
· Share capital is the amount subscribed for shares at nominal value.
· Retained earnings represents the cumulative earnings of the Group attributable to equity shareholders.
· Share premium represents the excess of the amount subscribed for share capital over the nominal value net of the share issue expenses.
· Retranslation reserve relates to the retranslation of foreign subsidiaries into the functional currency of the Group.
· The reverse acquisition reserve relates to the adjustment required to account for the reverse acquisition in accordance with UK Adopted International Accounting Standards.
· Share-based payment reserve relates to the charge for the share-based payment in accordance with IFRS 2 and the transfer on the exercise or lapsing of share options.
Dotdigital Group plc
Company Statement of Changes in Equity
For the year ended 30 June 2025
Called up share
Retained
Share-based premium
Share-based payment
Total
capital
earnings
reserve
equity
£'000s
£'000s
£'000s
£'000s
£'000s
Balance as at 1 July 2023
1,496
10,969
7,124
2,600
22,189
Transactions with owners
Issue of share capital
42
-
5,662
-
5,704
Dividends
-
(3,066)
-
-
(3,066)
Transfer in reserves
-
969
-
(969)
-
Share-based payments
-
-
-
1,197
1,197
Transactions with owners
42
(2,097)
5,662
228
3,835
Total comprehensive loss
Loss for the year
-
(1,815)
-
-
(1,815)
Total comprehensive loss
-
(1,815)
-
-
(1,815)
Balance As at 30 June 2024
1,538
7,057
12,786
2,828
24,209
Balance As at 1 July 2024
1,538
7,057
12,786
2,828
24,209
Transactions with owners
Issue of share capital
-
-
-
-
-
Dividends
-
(3,375)
-
-
(3,375)
Transfer in reserves
-
329
-
(329)
-
Share-based payments
-
-
-
706
706
Transactions with owners
-
(3,046)
-
377
(2,669)
Total comprehensive income
Profit for the year
-
3,206
-
-
3,206
Total comprehensive income
-
3,206
-
-
3,206
As at 30 June 2025
1,538
7,217
12,786
3,205
24,746
· Share capital is the amount subscribed for shares at nominal value.
· Retained earnings represents the cumulative earnings of the Company attributable to equity shareholders.
· Share premium represents the excess of the amount subscribed for share capital over the nominal value net of the share issue expenses.
· Share-based payment reserve relates to the charge for the share-based payment in accordance with IFRS 2 and the transfer on the exercise or lapsing of share options.
Dotdigital Group Plc
Consolidated Statement of Cash Flows
For the year ended 30 June 2025
30.06.25
30.06.24
Notes
£'000s
£'000s
Cash flow from operating activities
Cash generated from operations
15
28,007
23,212
Interest paid
8
(133)
(88)
Tax paid
(5,533)
(2,057)
Net cash generated from operating activities
22,341
21,067
Cash flow from investing activities
Acquisition of subsidiaries net of cash acquired
9
(14,469)
(18,325)
Additional consideration for repayment of debts at acquisition
-
(607)
Purchase of intangible fixed assets
6
(10,322)
(9,709)
Purchase of property, plant and equipment
(315)
(195)
Interest received
8
1,652
1,351
Net cash used in investing activities
(23,454)
(27,485)
Cash flows from financing activities
Equity dividends paid
(3,375)
(3,066)
Payment of leasing liabilities
(779)
(1,012)
Proceeds from share issues
-
7
Net cash used in financing activities
(4,154)
(4,071)
Decrease in cash and cash equivalents
(5,267)
(10,489)
Cash and cash equivalents at beginning of year
42,160
52,676
Effect of foreign exchange rate changes
(682)
(27)
Cash and cash equivalents at end of year
36,211
42,160
Dotdigital Group plc
Company statement of cash flows
For the year ended 30 June 2025
30.06.25
30.06.24
Notes
£'000
£'000
Cash flows from operating activities
Cash generated from operations
15
3,066
22,217
Net cash generated from operating activities
3,066
22,217
Cash used in investing activities
Acquisition of subsidiaries net of cash acquired
-
(18,323)
Additional subsidiary investment
(40)
-
Purchase of intangible fixed assets
6
-
(3)
Purchase of property, plant and equipment
(3)
(4)
Net cash flows used in investing activities
(43)
(18,830)
Cash flows used in financing activities
Equity dividends paid
(3,375)
(3,066)
Proceeds from share issues
-
7
Net cash flows used in financing activities
(3,375)
(3,059)
(Decrease)/Increase in cash and cash equivalents
(352)
328
Cash and cash equivalents at beginning of year
724
396
Cash and cash equivalents at end of year
372
724
Dotdigital Group Plc
Notes to consolidated financial statements
For the year ended 30 June 2025
1. GENERAL INFORMATION
Dotdigital Group Plc is a company incorporated in England and Wales and quoted on the AIM market.
2. RESPONSIBILITY STATEMENTS UNDER THE DISCLOSURE AND TRANPARENCY RULES
The Annual Financial Report for the year ended 30 June 2025 contains the following statements:
The directors confirm that to the best of their knowledge:
·
the Group financial statements have been prepared in accordance with IFRS as issued by IASB and Article 4 of the IAS Regulation, and give a true and fair view of the assets, liabilities, financial position and profit and loss of the Group; and
·
the Annual Financial Report 2025 includes a fair review of the development and performance of the business and the financial position of the Group and the Parent Company, together with a description of the principal risks and uncertainties that they face.
The name and function of each of the directors for the year ended 30 June 2025 are set out in the Annual Financial Report 2025.
3. SEGMENTAL REPORTING
Dotdigital's single line of business is the provision of intuitive software as a service (SaaS) via an AI-powered customer experience and data platform for intelligent, personalised marketing engagement at scale. The chief operating decision-maker considers the Group's segments to be by geographical location, this being EMEA, US and APAC operations as shown in the tables that follow:
Geographical revenue and results (from all operations)
30.06.25
EMEA
US
APAC
Operations
Operations
Operations
Total
£'000s
£'000s
£'000s
£'000s
Income statement
Revenue
61,556
14,042
8,323
83,921
Gross profit
46,024
12,838
7,688
66,550
Profit before income tax
11,813
2,592
684
15,089
Total comprehensive income attributable to the owners of the parent
7,983
1,673
872
10,528
Financial position
Total assets
122,272
15,873
2,547
140,692
Net current assets
26,939
4,820
1,595
33,354
30.06.24
EMEA
US
APAC
Operations
Operations
Operations
Total
£'000s
£'000s
£'000s
£'000s
Income statement
Revenue
59,731
12,082
7,160
78,973
Gross profit
45,576
10,737
6,483
62,796
Profit/(loss) before income tax
12,390
1,159
(366)
13,183
Total comprehensive income/(loss) attributable to the owners of the parent
10,690
991
(642)
11,039
Financial position
Total assets
113,894
8,552
1,127
123,573
Net current assets
36,777
2,843
842
40,462
The Company is domiciled in the UK, its consolidated non-current assets, other than financial instruments and deferred tax assets are as follows:
30.06.25
30.06.24
£'000
£'000
Non-current assets
United Kingdom
63,944
62,867
Rest of the World
22,154
535
86,098
63,402
4. INCOME TAX EXPENSE
Analysis of the tax charge from continuing operations:
30.06.25
30.06.24
£'000
£'000
Current tax on profits for the year
4,032
2,030
Foreign tax suffered
422
301
Changes in estimates related to prior years
137
48
Deferred tax on origination and reversal of timing differences
(712)
(262)
3,879
2,117
Factors affecting the tax charge:
30.06.25
30.06.24
£'000
£'000
Profit on ordinary activities from all operations before tax
15,089
13,183
Profit on ordinary activities multiplied by the standard rate of corporation tax in the UK: 25% (2024: 25%)
3,772
3,296
Effects of:
Adjustments in respect of prior years
188
(67)
Expenses not deductible
95
300
Research and development enhanced claim
(51)
(1,469)
Income not taxable
(11)
(1)
Losses
(15)
-
Share options
185
55
Amounts not recognised and previously unrecognised
(285)
(4)
Tax rate changes
-
1
Effects of overseas tax rates
1
8
Other
-
(2)
Total tax charge for the year
3,879
2,117
Taxation for each region is calculated at the rates prevailing in the respective jurisdiction.
The effective tax rate in the period was 25.71% (2024: 16.06%).
5. EARNINGS PER SHARE
Earnings per share data is based on the consolidated profit and the weighted average number of shares in issue of the parent Company. Basic earnings per share are calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the year.
Diluted earnings per share is calculated using the weighted average number of shares adjusted to assume the conversion of all dilutive potential ordinary shares. Adjusted earnings per share is based on the consolidated profit deducting exceptional costs, share based payment and amortisation of acquired intangibles.
A number of non-IFRS adjusted profit measures are used in the annual report and financial statements and in these interim financial statements. Adjusting items are excluded from our headline performance measures by virtue of their size and nature, in order to reflect management's view of the performance of the Group. Summarised below is a reconciliation between statutory results to adjusted results. The Group believes that alternative performance measures such as adjusted EBITDA are commonly reported by companies in the markets in which it competes and are widely used by investors in comparing performance on a consistent basis without regard to factors such as depreciation and amortisation, which can vary significantly depending upon accounting methods (particularly when acquisitions have occurred) or based on factors which do not reflect the underlying performance of the business. The adjusted profit after tax earnings measure is also used for the purpose of calculating adjusted earnings per share.
Reconciliations to earnings figures used in arriving at adjusted earnings per share are as follows:
30.06.25
30.06.24
From all operations
£'000s
£'000s
Profit for the year attributable to the owners of the parent
11,210
11,066
Amortisation of acquisition-related intangible fixed asset (see note 6)
1,786
1,462
Professional costs in relation to the acquisition (see note 7)
750
389
Other exceptional costs (see note 7)
713
584
Share-based payment
702
1,219
Adjusted profit for the year attributable to the owners of the parent
15,161
14,720
Management does not consider the above adjustments to reflect the underlying business performance.
30.06.25
Weighted
From all operations
average
Per share
Earnings
number of
Amount
£'000
shares
Pence
Basic EPS
Profit for the year attributable to the owners of the parent
11,210
307,508,354
3.65
Adjusted basic EPS
Adjusted profit for the year attributable to the owners of the parent
15,161
307,508,354
4.93
Options and warrants
-
8,609,979
-
Diluted EPS
Profit for the year attributable to the owners of the parent
11,210
316,118,333
3.55
Adjusted diluted EPS
Adjusted profit for the year attributable to the owners of the parent
15,161
316,118,333
4.80
30.06.24
Weighted
From all operations
average
Per share
Earnings
number of
Amount
£'000
shares
Pence
Basic EPS
Profit for the year attributable to the owners of the parent
11,066
305,472,095
3.62
Adjusted basic EPS
Adjusted profit for the year attributable to the owners of the parent
14,720
305,472,095
4.82
Options and warrants
-
7,192,298
-
Diluted EPS
Profit for the year attributable to the owners of the parent
11,066
312,664,393
3.54
Adjusted diluted EPS
Adjusted profit for the year attributable to the owners of the parent
14,720
312,664,393
4.71
Weighted average number of shares in issue as follows:
30.06.25
30.06.24
Weighted average number
£'000
£'000
Basic
307,508,354
305,472,095
Diluted
316,118,333
312,664,393
6. INTANGIBLE ASSETS
Group
Technology
Customer relationships
Brand Names
Intellectual property
£'000
£'000
£'000
£'000
At 1 July 2024
8,451
11,083
-
58
Additions
-
-
-
-
Disposals
-
-
-
(6)
Acquisition
9,366
123
1,469
-
At 30 June 2025
17,817
11,206
1,469
52
AMORTISATION
At 1 July 2024
1,520
1,817
-
48
Amortisation for the year
1,026
760
-
8
Disposals
-
-
-
(6)
At 30 June 2025
2,546
2,577
-
50
NET BOOK VALUE At 30 June 2024
15,271
8,629
1,469
2
Group
Computer
Internally generated development
Domain
software
costs
names
Totals
£'000
£'000
£'000
£'000
At 1 July 2024
1,096
60,049
51
80,788
Additions
4
10,318
-
10,322
Disposals
-
-
-
(6)
Acquisition
-
-
-
10,958
At 30 June 2025
1,100
70,367
51
102,062
AMORTISATION
At 1 July 2024
1,029
38,780
38
43,232
Amortisation for the year
37
8,648
1
10,480
Disposals
-
-
-
(6)
At 30 June 2025
1,066
47,428
39
53,706
NET BOOK VALUE At 30 June 2025
34
22,939
12
48,356
Group
Technology
Customer relationships
Intellectual property
£'000
£'000
£'000
At 1 July 2023
1,200
1,205
55
Additions
-
-
3
Acquisition
7,251
9,878
-
At 30 June 2024
8,451
11,083
58
AMORTISATION
At 1 July 2023
670
1,205
47
Amortisation for the year
850
612
1
At 30 June 2024
1,520
1,817
48
NET BOOK VALUE At 30 June 2024
6,931
9,266
10
Group
Computer
Internally generated development
Domain
software
costs
names
Totals
£'000
£'000
£'000
£'000
At 1 July 2023
1,080
50,359
51
53,950
Additions
16
9,690
-
9,709
Acquisition
-
-
-
17,129
At 30 June 2024
1,096
60,049
51
80,788
AMORTISATION
At 1 July 2023
980
31,151
37
34,090
Amortisation for the year
49
7,629
1
9,142
At 30 June 2024
1,029
38,780
38
43,232
NET BOOK VALUE At 30 June 2024
67
21,269
13
37,556
Development cost additions represent resources the Group has invested in the development of new, innovative and ground-breaking technology products for marketing professionals. This platform allows them to create, send and automate marketing campaigns. Following development of the products the Group licences the use of the platform.
Technology represents the cost that would be incurred to build the entire Comapi and Fresh Relevance platforms had the acquisitions not occurred plus the value of Social Snowball's technology based on future economic earnings. Customer relationships represent the value of customer contracts within Comapi, Fresh Relevance and Social Snowball. Brand names represent the value of the trade name of Social Snowball.
Company
Intellectual Property
COST
£'000
At 1 July 2024
3
Additions
-
At 30 June 2025
3
DEPRECIATION
At 1 July 2024
-
Depreciation for the year
1
At 30 June 2025
1
NET BOOK VALUE
At 30 June 2025
2
NET BOOK VALUE
At 30 June 2024
3
7. EXCEPTIONAL COSTS
30.06.25
30.06.24
£'000
£'000
Professional costs in relation to the acquisition
750
389
Surrender of Croydon office lease
264
-
Restructuring costs
166
430
Professional fees related to the valuation of share options
13
11
Adjustment to Useful Economic Life of CRM due to replacement
270
-
Employers NI paid on the exercise of LTIPs
-
143
1,463
973
8. NET FINANCE INCOME
30.06.25
30.06.24
£'000
£'000
Deposit account interest
1,652
1,351
Finance income:
1,652
1,351
Interest on lease liabilities
(143)
(81)
Other net interest payable
-
(28)
Interest capitalised
10
21
Finance expense:
(133)
(88)
Net finance income
1,519
1,263
9. GOODWILL
Group
30.06.25
30.06.24
COST
£'000
£'000
At 1 July
25,790
13,192
Additions
13,114
12,598
At 30 June
38,904
25,790
IMPAIRMENT
At 1 July
3,512
3,512
At 30 June
3,512
3,512
NET BOOK VALUE
35,392
22,278
On 25 June 2025, the Group acquired all the voting rights of Social Snowball Holdings, Inc ("Social Snowball") a US-based influencer, affiliate and referral marketing platform for e-commerce brands. The total consideration is up to $35m comprising an initial cash payment of $20m and an earnout dependent on two-year performance of up to $15m.
The Directors believe the acquisition:
·
Adds complementary capability to Dotdigital in the fast-growing influencer, affiliate and referral marketing segments.
·
Extends capability of Dotdigital's AI-powered customer experience and data platform, strengthening the Group's competitive positioning and increasing its total addressable market.
·
Provides Dotdigital with an enhanced value proposition to enable Average Revenue Per Customer expansion through cross-sell and up-sell opportunities.
·
Will be immediately earnings enhancing, with a complementary SaaS business model and an equivalent margin profile to the existing Group.
Goodwill of £13.1m was recognised on the acquisition, being the excess of the purchase consideration over the fair value of net assets acquired as set out below.
Fair value of assets acquired
£'000s
Assets
Non-current assets
Intangibles assets
10,958
10,958
Current assets
Trade and other receivables
1
Cash and cash equivalents
280
281
Total assets
11,239
Liabilities
Non-current liabilities
Deferred tax
2,740
2,740
Current liabilities
Trade and other payables
17
17
Total liabilities
2,757
Total fair value of assets acquired
8,482
Goodwill
13,114
Consideration in cash
14,749
Consideration in ordinary shares
6,847
Total consideration
21,596
Consideration transferred settled in cash
14,749
Cash and cash equivalents acquired
(280)
Net cash outflow on acquisition
14,469
10. TRADE AND OTHER PAYABLES
Group
Company
30.06.25
30.06.24
30.06.25
30.06.24
£'000
£'000
£'000
£'000
Current:
Trade payables
3,242
2,262
40
52
Social security and other taxes
549
688
-
-
Other payables
593
214
-
-
Amounts owed to Group undertakings
-
-
34,115
31,492
VAT
1,688
1,202
-
-
Accruals and contract liabilities
14,637
13,982
140
98
20,709
18,348
34,295
31,642
Non-current:
Contingent Consideration
6,786
-
-
-
6,786
-
-
-
Contingent consideration
At the date of acquisition of Social Snowball Holdings Inc, contingent consideration was recognised of US$ 9,311,000 within Dotdigital Inc. The Earnout is based on the Monthly Recurring Revenue in the previous calendar month multiplied by 12. The Earnout payment dates are 31 August 2026 and 2027. The discount period has been based on the payment dates with a discount factor of 28%.
11. INVESTMENTS
Company
Group
Group
undertakings
undertakings
30.06.25
30.06.24
£'000
£'000
COST
At 1 July
48,554
22,837
Additions
746
25,717
At 30 June
49,300
48,554
IMPAIRMENT
At 1 July
4,760
3,790
Impairment (lapsed share options)
329
970
At 30 June
5,089
4,760
NET BOOK VALUE
At 30 June
44,211
43,794
Subsidiaries
Nature of business
Class of share
Proportion of
voting power
held directly %
Dotdigital EMEA Limited
All-in-one customer experience and data platform
Ordinary
100
Dotdigital Inc
All-in-one customer experience and data platform
Ordinary
100
Dotdigital APAC Pty Limited
All-in-one customer experience and data platform
Ordinary
100
Dotdigital B.V.
All-in-one customer experience and data platform
Ordinary
100
Dotdigital Development SA Pty
Development hub
Ordinary
100
Dotdigital SG Pte Limited
All-in-one customer experience and data platform
Ordinary
100
Dynmark International Limited
Non-trading
Ordinary
100
Dotdigital Poland S.p. z.o.o
Development hub
Ordinary
100
Dotdigital Japan Limited
All-in-one customer experience and data platform
Ordinary
100
Fresh Relevance Limited
Cross-channel personalisation platform
Ordinary
100
Fresh Relevance Inc
Cross-channel personalisation platform
Ordinary
100
Social Snowball Holdings Inc
Influencer, affiliate and referral marketing platform
Ordinary
100
Subsidiary
Registered office
Dotdigital EMEA Ltd
No.1 London Bridge
Dynmark International Ltd
London
Fresh Relevance Ltd
SE1 9BG
Dotdigital Inc
16192 Coastal Highway
Lewes
Delaware 19958-9776
County of Sussex
USA
Fresh Relevance Inc
6 Liberty Square
Unit 248
Boston
MA 02109
USA
Social Snowball Holdings Inc
80 Mallard Drive
Delray Beach
Florida
33444, USA
Dotdigital APAC Pty Ltd
60/2 O'Connell Street
Parramatta
New South Wales 2150
Australia
Dotdigital SG Pte Ltd
6001 Beach Road
11-06 Golden Mile Tower
199589 Singapore
Dotdigital Japan Ltd
3-1-6 Motoazabu
Minato-ku
Tokyo
Japan
Dotdigital Development SA Pty Ltd
BDO Building
Wanderers Office Park
52 Corlett Drive
Illovo
Johannesburg 2196
South Africa
Dotdigital B.V.
Spaces Amstel
Mr. Treublaan 7
Amsterdam
1097DP
Netherlands
Dotdigital Poland S.p. z.o.o
Al. Jana Pawla II 22
00-133 Warsaw
Poland
12. CONTINGENT LIABILITIES
The Company has no contingent liabilities at the year end (2024: £Nil). The Group has a contingent liability due to the acquisition of Social Snowball Holdings Inc by way of contingent cash consideration of up to US$ 9.3m over two years (2024: £nil). This would be payable if Social Snowball Holdings Inc maintains its historical growth rate at a sufficiently accretive margin for the Group. See note 10 for further details.
13. ADJUSTED PROFIT BEFORE TAX
30.6.25
30.6.24
£'000
£'000
Profit before income tax
15,089
13,183
Amortisation of acquired intangibles (see note 6)
1,786
1,462
Professional acquisition costs (see note 7)
750
389
Other exceptional costs (see note 7)
713
584
Share-based payment
702
1,219
Adjusted profit before income tax
19,040
16,837
Amortisation charge *
8,424
7,680
Depreciation charge *
839
1,027
Finance income
(1,652)
(1,351)
Finance costs
133
88
Adjusted EBITDA
26,784
24,281
* Both amortisation of intangibles and depreciation charge will not agree to the relevant notes as these numbers include amounts in cost of sales but exclude amounts capitalised as development expenditure and amounts included in exceptional costs.
14. PROJECT DEVELOPMENT
During the year the Group incurred £10,318,000 (2024: £9,690,000) in development investments. All resources utilised in development have been capitalised as outlined in the accounting policy governing this area
15. GROUP RECONCILIATION OF PROFIT BEFORE CORPORATION TAX TO CASH GENERATED FROM OPERATIONS
Group
Company
30.06.25
30.06.24
30.06.25
30.06.24
£'000
£'000
£'000
£'000
Current:
Profit/(loss) before tax from all operations
15,089
13,183
3,205
(1,815)
Amortisation
10,480
9,142
1
-
Depreciation
839
985
6
4
Finance lease non-cash movement
67
265
-
-
Loss on disposal of fixed assets
33
-
-
-
Finance Income
(1,652)
(1,351)
-
-
Share-based payments
702
1,197
-
-
Impairment on investment
-
-
329
970
R&D tax credit
(736)
-
-
-
Finance expense
133
88
-
-
24,955
23,509
3,541
(841)
(Increase)/decrease in trade receivables
691
(1,941)
(3,129)
4,088
Increase in trade payables
2,361
1,644
2,654
18,970
Cash generated from operations
28,007
23,212
3,066
22,217
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