REG - Engage XR Holdings - Unaudited Interim Results
30/09/2025 07:00
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RNS Number : 2746B Engage XR Holdings PLC 30 September 2025
30 September 2025
ENGAGE XR Holdings Plc
("ENGAGE XR", the "Company", or the "Group")
Unaudited Interim Results
ENGAGE XR Holdings Plc, a leading Metaverse / Spatial Computing technology
company, is pleased to announce its unaudited interim results for the six
months ended 30 June 2025 ("H1 2025").
Financial Highlights:
● Revenue of c.€1.2 million, down 46% (H1 2024: €2.2 million) due to delayed
contract closures (expected in late 2025) and reduced one-off enterprise
activity. Revenue to end of September of c€1.8m.
● Gross margin in H1 2025 up 2% to 91% (H1 2024: 89%), due to one-off hardware
purchases for a key customer in early 2024 not recurring in 2025
● EBITDA loss was €1.6m (H1 2024: loss of €1.8m)
● Loss before tax was €1.6m, in line with management's expectations, compared
to a loss in H1 2024 of €1.8m.
● Cash balance at 30 June 2025 of €2.1m and €2.2m at 30 September 2025
following receipt of R&D refund post period end (31 December 2024:
€3.6m)
Operational Highlights:
● Launch of comprehensive education offering at BETT conference in London in
January 2025
● Participation and collaboration at BETT conference, ASU+GSV Summit and Leap
2025 with key partners including Meta and PWC.
Post-period end Highlights:
● Increase in K-12 licenses from one of our largest educational customers who
has now in excess of 4,000 licenses with an annual revenue approaching €0.3m
● Receipt of €0.5m in R&D tax refund confirmed by Irish Revenue in
relation to R&D carried out during 2024.
Outlook:
● Operating cost base reduced significantly in Q2 2025 with monthly run-rate of
costs now approx.€0.3 million with net monthly burn of c.€0.15 million.
● With a strengthened educational product portfolio, our focus continues to be
replacing one off enterprise revenue with education license revenue. We expect
this continued shift to further improve our net revenue retention which was
98% in Education year to date compared to 50% in Enterprise year to date.
David Whelan, CEO of ENGAGE XR, said: The first half of 2025 has been a
challenging transition period as we shift our focus toward education-related
revenues. This has been influenced by a broader market slowdown in enterprise
spending on immersive technology and a significant decline in demand from the
tech sector, where we previously supported large-scale onboarding
initiatives.
That said, I am confident that our renewed focus on the education sector, the
very foundation on which this company was built positions us far more strongly
for long term growth and stability.
This announcement contains inside information for the purposes of the UK
Market Abuse Regulation and the Directors of the Company are responsible for
the release of this announcement.
- Ends -
For further information, please contact:
ENGAGE XR Holdings Plc Tel: +353 87 665 6708
David Whelan, CEO info@engagexr.co
Séamus Larrissey, CFO
Sandra Whelan, COO
Cavendish Capital Markets (Nominated Adviser & Broker) Tel: +44 (0) 20 7220 0500
Marc Milmo / Seamus Fricker / (Corporate finance)
Sunila de Silva (ECM)
About ENGAGE XR
ENGAGE XR Holdings plc (AIM: EXR) has developed ENGAGE, an immersive training,
education and collaboration platform, offering cutting-edge VR/AR tools and
environments that elevate employee training and student outcomes. Trusted by
enterprise and educational clients worldwide, ENGAGE leverages the
transformative power of spatial computing to revolutionize onboarding, sales
meetings, product demos and a host of other vital business operations.
For further information, please visit: https://engagevr.io/
Chief Executive's Review
First Half Challenges
The first half of 2025 has been a challenging period for the wider technology
sector, with widespread layoffs across major corporations impacting demand for
training and onboarding solutions as hiring activity slowed.
This has been particularly evident in the enterprise projects we previously
completed with major consultancy firms such as Accenture, KPMG, and PwC. Like
many in the industry, they have experienced significant workforce reductions
due to the rise of AI. While this shift contributed to a revenue decline in
the first half of the year predominantly from reduced numbers of one off
consultancy projects and lower enterprise license revenue, we have been
actively working to replace this revenue stream with stronger, repeatable
revenue within the education sector. This transition, if completed
successfully, should position us on a more sustainable and growth oriented
path as this market has proven more resilient, with clients showing stronger
growth and renewal rates compared to the enterprise sector.
Educational leaders such as Optima ED and Inspired Education have achieved
strong growth utilising ENGAGE software, each delivering truly engaging
learning experiences both in the classroom and remotely.
AI Teacher
We are now helping to shape the future of education with our partners through
the AI Teacher Program a groundbreaking initiative that gives students 24/7
access to domain-level experts. Powered by ENGAGE's advanced AI training
tools, these AI Teachers can design lesson plans, assess student performance,
and provide real-time progress reports to educators.
AI Teachers are not designed to replace educators but to empower them. By
automating repetitive, lecture style teaching, educators gain more time to
focus on high value one on one interactions with students, guiding those who
need extra support while allowing advanced learners to progress at their own
pace.
The video you see here is an early beta prototype, created in under an hour
using our proprietary ENGAGE AI integration tools, seamlessly connected with
OpenAI and Meta AI. This is just the beginning of how ENGAGE is redefining
what's possible in education and expect to see a wider roll out of this tool
for all our education clients later this year as we exit our private client
testing phase.
AI Teacher Demo: https://vimeo.com/1115479480?share=copy
(https://vimeo.com/1115479480?share=copy)
Middle East
We currently have two major educational projects underway in the Middle East,
both of which are now moving forward after experiencing long delays over the
past 12 months.
The first project, in partnership with PwC Middle East, announced in 2024, is
about to welcome its first enterprise students, who will begin experiencing
remote education in the hospitality sector within weeks. Following the initial
evaluation phase, we anticipate a broader rollout most likely in FY26.
The second large-scale initiative has just launched with a university pilot
program, where the first cohort of students is now testing immersive
technology for media studies. This project is being developed in collaboration
with the state education board, ENGAGE, and professors from Stanford
University, ensuring world-class expertise and rigorous user acceptance
testing. A wider rollout is scheduled for early next year.
Outlook
The first half of 2025 has been a challenging transition period as we continue
to shift our focus toward education-related revenues. This has been influenced
by a broader market slowdown in enterprise spending on immersive technology
and a significant decline in demand from the tech sector, where we previously
supported large-scale onboarding initiatives.
The ENGAGE board is cognisant of the Company's current cash runway. Having
already taken steps to reduce the Company's cash burn, the ENGAGE board is
very focused on the importance of cash conservation so as to ensure the
Company is able to capture its future growth opportunity. In addition, the
board is continually evaluating all options available to it to enable the
Company to deliver value to shareholders.
Despite the challenges the business has faced in H1, the Board remains
confident in meeting expectations for the current financial year. Looking
further ahead, the Board is confident that our continued focus on the
education sector, the very foundation on which this company was built,
positions us strongly for long term growth and stability.
David Whelan
Chief Executive Officer
30 September 2025
Financial Review
Revenue for H1 2025 is down 46% on the prior half year to €1.2m (H1 2024:
€2.2m), due to delayed contract closures (expected in late 2025) and reduced
one-off enterprise activity.
ENGAGE revenue from Education customers fell in the period to €0.7 million
(H1 2024: €1.0m) while ENGAGE revenue from Enterprise fell in the period to
€0.3 million (H1 2024: €0.7m)
ENGAGE revenue from Content and Events fell to €0.1m (H1 2024: €0.4m) in
line with management expectations as the Group's focus was centred on renewing
license revenue from Enterprise and Education customers.
EBITDA loss was €1.6m (H1 2024: loss of €1.8m). The primary cost driver
for the EBITDA loss is salary and associated costs, currently approximately
€0.2m per month, following cost savings put in place in late Q2 2025.
Gross margin in H1 2025 up 2% to 91% (H1 2024: 89%), due to one-off hardware
purchases for a key customer in 2024 not recurring in 2025.
Loss before tax was €1.6m, in line with management expectations, compared to
a loss in the prior year of €1.8m.
The combination of operating cashflows and capital expenditure in H1 2024 were
€1.4m compared to €2.3m in H1 2024. The cash balance at 30 June 2024 was
€2.1m (30 June 2024: €5.5m). The management team are focused on actively
managing the cash position of the Group, through cost control, as the Group
aims to deliver cash flow profitability in the future.
Séamus Larrissey
Chief Financial Officer
30 September 2025
Consolidated Statement of Comprehensive Income
For the six months ended 30 June 2025
Unaudited Unaudited
Six months Six months
ended ended
Note 30 June 2025 30 June 2024
€ €
Continuing Operations
Revenue 1,199,634 2,206,780
Cost of Sales (111,988) (251,643)
Gross Profit 1,087,646 1,955,137
Administrative Expenses (2,755,138) (3,894,365)
Operating Loss (1,667,492) (1,939,228)
Finance Costs (2,428) (1,779)
Finance Income 33,870 125,461
Loss before Income Tax (1,636,050) (1,815,546)
Income Tax Credit - -
Loss for the Year from continuing operations (1,636,050) (1,815,546)
Loss per share
Basic from continuing operations 4 (0.003) (0.003)
Consolidated Statement of Financial Position
As at 30 June 2025
Unaudited Unaudited Audited
as at as at as at
30 June 2025 30 June 2024 31 Dec 2024
Note € € €
Non-Current Assets
Property, Plant & Equipment 52,573 100,630 56,417
Intangible Assets - - -
52,573 100,630 56,417
Current Assets
Trade and other receivables 1,392,911 1,744,012 1,786,684
Cash and short-term deposit 2,106,833 5,524,869 3,566,927
3,499,744 7,268,881 5,353,611
Total Assets 3,552,317 7,369,511 5,410,028
Equity and Liabilities
Equity Attributable to Shareholders
Issued share capital 5 524,826 524,826 524,826
Share premium 5 43,910,062 43,910,062 43,910,062
Other reserves (12,054,664) (12,219,118) (12,128,790)
Retained earnings (29,225,276) (25,430,276) (27,589,226)
Total Equity 3,154,948 6,785,494 4,716,872
Non-Current Liabilities
Operating lease liabilities 17,860 8,176 -
Current Liabilities
Trade and other payables 359,748 523,113 658,616
Operating lease liabilities 19,761 52,728 34,540
379,509 575,841 693,156
Total Liabilities 397,369 584,017 693,156
Total Equity and Liabilities 3,552,317 7,369,511 5,410,028
Consolidated Statement of Changes in Equity
At 30 June 2025
Attributable to Equity Shareholders
Share Share Other Retained
Capital Premium Reserves Earnings Total
€ € € € €
Balance at 1 January 2024 524,826 43,910,062 (12,292,523) (23,614,730) 8,527,635
Loss for the period - - - (1,815,546) (1,815,546)
Share option expense - - 73,405 - 73,405
Balance at 30 June 2024 524,826 43,910,062 (12,219,118) (25,430,276) 6,785,494
Share Share Other Retained
Capital Premium Reserves Earnings Total
€ € € € €
Balance at 1 January 2025 524,826 43,910,062 (12,128,790) (27,589,226) 4,716,872
Loss for the period - - - (1,636,050) (1,636,050)
Share option expense - - 74,126 - 74,126
Balance at 30 June 2025 524,826 43,910,062 (12,054,664) (29,225,276) 3,154,948
Consolidated Statement of Cash Flows
For six month period ended 30 June 2025
Unaudited Unaudited
Six months Six months
ended ended
30 June 30 June
2025 2024
Note € €
Cash Flows from Operating Activities
Loss before income tax (1,636,050) (1,815,546)
Adjustments to reconcile loss before tax to net cash flows:
Depreciation 38,599 44,894
Finance Income (33,870) (125,461)
Finance Costs 2,428 1,779
Share Option Expense 74,126 73,406
Movement in Trade & Other Receivables 393,773 (548,679)
Movement in Trade & Other Payables (298,868) (92,124)
(1,459,862) (2,461,731)
Bank interest & other charges paid (2,428) (1,779)
Bank interest received 33,870 125,461
Net cash used in operating activities (1,428,420) (2,338,049)
Cash Flows from Investing Activities
Purchases of property, plant & equipment - (21,795)
Net cash used in investing activities - (21,795)
Cash Flows from Financing Activities
Payment of operating lease liabilities (31,674) (26,366)
Net cash used in financing activities (31,674) (26,366)
Net decrease in cash and cash equivalents (1,460,094) (2,386,210)
Cash and cash equivalents at beginning of period 3,566,927 7,911,079
Cash and cash equivalents at the end of period 2,106,833 5,524,869
Notes to the Interim Report
1. Basis of Preparation
The consolidated interim financial statements have been prepared in accordance
with the recognition and measurement principles of International Financial
Reporting Standards as endorsed by the European Union ("IFRS") and expected to
be effective at the year-end of 31 December 2025.
The accounting policies are unchanged from the financial statements for the
year ended 31 December 2024. The interim financial statements are unaudited
and do not constitute statutory accounts within the meaning of Section 434 of
the Companies Act 2006. Statutory accounts for the year ended 31 December
2024, prepared in accordance with IFRS, have been filed with the Companies
Registration Office. The Auditors' Report on these accounts was unqualified.
The consolidated interim financial statements are for the 6 months to 30 June
2025.
The interim consolidated financial information does not include all the
information and disclosures required in the annual financial statements and
should be read in conjunction with the Group's annual financial statements for
the year ended 31 December 2024, which were prepared in accordance with IFRS's
as adopted by the European Union.
2. Summary of Significant Accounting Policies
New standards, interpretations and amendments adopted by the Company
No new standards or amendments have been adopted for the first time in these
financial statements.
3. Share Based Payments
Share-based payment schemes with employees
Following the successful completion of the equity placing in H1 2023, the
Remuneration Committee evaluated appropriate solutions to put in place
suitable longer-term incentives aimed at aligning the interests of employees
and shareholders. The option grant also assists with the retention and
motivation of key employees of the Company as the Company looks to deliver
against the strategic opportunity outlined at the time of the placing. The
Options will provide the potential for rewards only if shareholders benefit
from sustained growth in shareholder value over the coming years.
New Scheme
Under this new option grant there were no (2024: 2,700,000) employee options
granted during 2025 at an exercise price of €0.046 per share. The Options
were granted at a price of GBP£0.04 each (€0.046) and cannot be exercised
for at least three years from the date of grant (other than on a change of
control).
The Options have performance criteria linked to the future share price
performance of the Company with:
- One third of the Options being capable of exercise if the five day
volume-weighted average price preceding the date of such exercise was 12 pence
or higher; and
- One third of the Options being capable of exercise if the five day
volume-weighted average price preceding the date of such exercise was 16 pence
or higher; and
- One third of the Options being capable of exercise if the five day
volume-weighted average price preceding the date of such exercise was 20 pence
or higher.
The Options will vest in full on a change of control provided a minimum price
threshold of 10 pence per share is met. Options expire at the end of a period
of 7 years from the Grant Date or on the date on which the option holder
ceases to be an employee.
The movement in employee share options under the new option grant and weighted
average exercise prices are as follows for the reporting periods presented:
2023 Scheme
Half-Year Half-Year
2025 2024
At 1 January 40,903,393 38,493,393
Granted during period - 200,000
Forfeited during period (1,980,000) (250,000)
At 30 June 38,923,393 38,443,393
Options outstanding at 30 June
Number of shares 38,923,393 38,443,393
Weighted average remaining contractual life 5.15 6.10
Weighted average exercise price per share €0.046 €0.046
Range of exercise price €0.046 €0.046
Exercisable at 30 June
Number of shares - -
Weighted average exercise price per share - -
Old Scheme
There were no employee options granted under the old scheme during H1 2025 (H1
2024: Nil). Options expire at the end of a period of 7 years from the Grant
Date or on the date on which the option holder ceases to be an employee.
Share-based payment expense with Directors
There were no share options granted during H1 2025 (H1 2024: Nil) to
Directors.
The movement in employee share options and weighted average exercise prices
are as follows for the reporting periods presented:
2018 Scheme
Half-Year Half-Year
2025 2024
At 1 January 3,585,080 3,585,080
Granted during period - -
Forfeited during period -
At 30 June 3,585,080 3,585,080
Options outstanding at 30 June
Number of shares 3,585,080 3,585,080
Weighted average remaining contractual life 0.82 0.85
Weighted average exercise price per share €0.022 €0.022
Range of exercise price €0.0001 - €0.135 €0.0001 - €0.135
Exercisable at 30 June
Number of shares 3,585,080 3,585,080
Weighted average exercise price per share €0.022 €0.022
The expense recognised in respect of employee share based payment expense and
credited to the share based payment reserve in equity was €74,127 (H1 2024:
€73,405)
4. Loss per share
Unaudited Unaudited
Six months Six months
ended ended
30 June 30 June
2025 2024
Loss attributable to equity holders of the Group: € €
Continuing Operations (1,636,050) (1,815,546)
Weighted average number of shares for Basic EPS 524,826,146 524,826,146
Basic loss per share from continuing operations (0.003) (0.003)
5. Share Capital
Number of shares Ordinary Share Total
shares premium
€ € €
At 1 January 2025 and 30 June 2025 524,826,146 524,826 43,910,062 44,434,888
Forward-Looking Statements
Certain statements made in this announcement are forward-looking statements.
These forward-looking statements are not historical facts but rather are based
on the Company's current expectations, estimates, and projections about its
industry; its beliefs; and assumptions. Words such as 'anticipates,'
'expects,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and similar
expressions are intended to identify forward-looking statements. These
statements are not guarantees of future performance and are subject to known
and unknown risks, uncertainties, and other factors, some of which are beyond
the Company's control, are difficult to predict, and could cause actual
results to differ materially from those expressed or forecasted in the
forward-looking statements.
The Company cautions security holders and prospective security holders not to
place undue reliance on these forward-looking statements, which reflect the
view of the Company only as of the date of this announcement. The
forward-looking statements made in this announcement relate only to events as
of the date on which the statements are made. The Company will not undertake
any obligation to release publicly any revisions or updates to these
forward-looking statements to reflect events, circumstances, or unanticipated
events occurring after the date of this announcement except as required by law
or by any appropriate regulatory authority.
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