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REG - Gaming Realms PLC - Annual Results 2025

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RNS Number : 5345Y  Gaming Realms PLC  30 March 2026

30 March 2026

Gaming Realms plc

 

("Gaming Realms", the "Company" or the "Group")

 

Annual Results 2025

 

Another record year; 10% Revenue growth and 15% increase in Adjusted EBITDA(1)

 

Gaming Realms plc (AIM: GMR), the developer and licensor of mobile focused
gaming content, announces its annual results for the year ended 31 December
2025 and Q1 highlights for 2026.

 

The Group's continued focus on its content licensing strategy has supported
further revenue growth and strong profitability, driven by expansion across
both established and newly regulated markets. During the year, Gaming Realms
significantly broadened its partner network, launched additional proprietary
content and enhanced its distribution platform, positioning the business for
continued international growth.

 

2025 Financial Highlights:

 

·      Revenue increased by 10% to £31.4m (2024: £28.5m), or £31.9m
on a constant currency basis

o  Licensing revenue increased by 13% to £27.6m (2024: £24.5m)

·      Adjusted EBITDA increased by 15% to £15.0m (2024: £13.1m), or
£15.4m on a constant currency basis

o  Licensing segment generated £16.6m Adjusted EBITDA (2024: £14.5m)

o  Social publishing segment generated £1.2m Adjusted EBITDA (2024: £1.2m)

o  Head office costs, excluding share option and related charges, were £2.7m
(2024: £2.6m)

·      Adjusted EBITDA margin increased to 48% (2024: 46%), with
operational leverage

·      Profit before tax increased by 5% to £8.8m (2024: £8.3m)

·      Year-end cash increased to £17.8m (2024: £13.5m), with the
Group continuing to operate debt free

·      £6.0m share buyback programme announced with £2.8m completed in
2025

2025 Operational Highlights:

·    Expanded the Slingo portfolio with 12 new proprietary games and 8
bespoke operator or market-specific adaptations

·      Launched with 40 new partners globally:

o  In North America with the British Columbia Lottery Corporation ("BCLC"),
Hard Rock in Michigan and Hollywood Casino in West Virginia

o  In South America with BetMGM, Betano, Superbet and Bet365 in Brazil, and
BetPlay in Colombia

o  In Europe with Betfred, Swiss Casino, Tote and Microgame

o  In Africa with Hollywoodbets in South Africa

·      Launched content in Delaware, USA, the sixth U.S. state where the
Group distributes its games

·      Increased unique players in content licensing business by 22%

·      Launched innovative content including Slingo Cash Eruption and
Slingo Fishing Bob, collaborating with high-profile gaming brands

·      Developed and launched a new Slingo in-game tool designed for the
new UK regulatory environment. By the end of the year, UK revenues had
recovered to previous levels

·     Established Lucky Lunar Studio, a second internal studio focused
on traditional slot games, expanding proprietary content capabilities ahead of
a Q1 2026 market launch

·      Launched content from a third partner content studio, S Gaming,
to accelerate the growth of the distribution business

·      Increased the number of third-party games distributed on the
platform to 23 (2024: 14)

·      Extended our Slingo Lottery deal with Scientific Games

Q1 2026 Highlights:

·      Positive start to 2026 with continued expansion into the
additional regulated markets of Peru, Nigeria, Ghana and Kenya, further
broadening the Group's international footprint

·      Granted conditional iGaming Services Provider licence in Alberta
(Canada) with ongoing progress towards entering additional regulated markets
including Maine (USA)

·      Continued investment in new game development, including the
launch of first 2 titles from Lucky Lunar Studio

·      Launched 3 Slingo new games including Frutti Boost AutoSlingo,
and Slingo Loteria

·      In the two months post period end, core content licensing revenue
was 8% ahead of the comparable period in 2025 (10% in constant currency)

·     Remaining £3.2m of the £6.0m share buyback completed, and an
announced extension of the  share buyback programme by a further £5.0m

1 EBITDA is profit before interest, tax, depreciation and amortisation and is
a non-GAAP measure.  The Group uses EBITDA and Adjusted EBITDA to comment on
its financial performance.  Adjusted EBITDA is EBITDA excluding share option
and related charges and adjusting items, which are significant, non-recurring
items outside the scope of the Group's ordinary activities.

 

Summary:

The Group delivered continued growth in its core content licensing business,
with licensing revenue increasing by 13% to £27.6m (2024: £24.5m). North
America remained the Group's largest market, accounting for 63% of total
content licensing revenue, supported by further expansion across regulated
U.S. jurisdictions and launches with additional operators. The Company
continues to be highly cash generative with a cash surplus of £9.5m from
trading activities in the year, partially used for increased investment in
product (additional £2.5m) and the share buyback programme (£2.8m).

Outlook:

Looking ahead, the Group expects to continue expanding across both new and
existing regulated markets. The Company continues to invest in new proprietary
content, platform development and its growing third-party distribution
network. The Board therefore remains confident in the Group's strategy and its
prospects for the current year.

Commenting on the Group's performance, Mark Segal, CEO, said:

 

"I am pleased to report another record year for Gaming Realms, with revenue
increasing by 10% and Adjusted EBITDA growing by 15%, demonstrating ongoing
operational leverage. This performance reflects the strength of our
licensing-led strategy and the continued popularity of our Slingo portfolio
across global iGaming markets.

 

"During 2025 we further expanded our international presence, launching in a
number of new regulated markets and adding 40 new operator partners to our
distribution network. We also continued to invest in our proprietary content
pipeline and technology platform, including the establishment of Lucky Lunar
Studio to broaden our game development capabilities.

 

"We have made a positive start to 2026 with further launches across new
regulated markets including Peru, Nigeria, Ghana and Kenya. With a strong
pipeline of new games, additional partner launches and further geographic
expansion planned, we remain well positioned to deliver continued growth."

 

An analyst briefing will be held virtually at 10:00am today. To attend, please
email: gamingrealms@yellowjerseypr.com
(mailto:gamingrealms@yellowjerseypr.com) .

 

Enquiries

 

 Gaming Realms plc                        0845 123 3773
 Michael Buckley, Executive Chairman

 Mark Segal, CEO

 Geoff Green, CFO

 Peel Hunt LLP - NOMAD and joint broker   020 7418 8900
 George Sellar

 Andrew Clark

 Investec - Joint broker                  020 7597 4000
 James Hopton

 Lydia Zychowska

 Yellow Jersey PR

                                          07747 788 221

 Charles Goodwin

 Annabelle Wills

 

About Gaming Realms

Gaming Realms creates and licenses innovative games for mobile, with
operations in the UK, U.S., Canada and Malta. Through its unique IP and
brands, Gaming Realms is bringing together media, entertainment and gaming
assets in new game formats. As the creator of a variety of Slingo(TM), bingo,
slots and other games, we use our proprietary data platform to build and
engage global audiences. The Gaming Realms management team includes
accomplished entrepreneurs and experienced executives from a wide range of
leading gaming and media companies.

 

Executive Chairman's Statement

 

I am pleased to present my statement for Gaming Realms for the year ended 31
December 2025. The Company delivered another record year, building on its
strong financial and operational performance. During the year, we continued to
expand into new regulated markets, strengthened partnerships with leading
operators, and further enhanced our proprietary gaming portfolio, while
actively positioning the Group for long-term growth primarily in international
markets.

 

Financial Performance and Highlights

 

The Group delivered another year of strong financial growth, reflecting the
continued success of our content licensing strategy and the scalability of our
operating model. Revenue increased by 10% to £31.4 million (2024: £28.5
million), with licensing revenue growing by 13% to £27.6 million. This growth
was driven by launches with new partners, ongoing product innovation, and
increased activity with existing partners.

 

Adjusted EBITDA increased by 15% to £15.0 million, with margins improving to
48% (2024: 46%), highlighting the operational leverage in the business and
continued discipline in cost management.

 

During the year, our Remote Gaming Server ("RGS") platform processed in excess
of £7.4 billion of gaming transactions.

 

Profit before tax increased by 5% to £8.8 million, reflecting the effective
execution of our strategy in a competitive and evolving regulatory
environment. The Group continues to generate strong cash flows, with £9.5
million cash generation during the year, representing 63% of Adjusted EBITDA.
We announced a £6.0 million share buyback during the year, and £2.8 million
was deployed under this programme by year-end. The Company substantially
increased investment in game and platform development by £2.5 million,
expanding our game portfolio and supporting growth across multiple regulated
markets. Shareholders can expect to benefit from these new products during the
coming years.

 

The Group's ability to generate sustained revenue growth, profitability, and
strong cash flows reinforces its position as a leading international gaming
content licensor. We ended the year with a cash balance of £17.8 million, and
this strong cash position combined with the absence of any borrowing, provides
the Company with the flexibility to capitalise on growth opportunities as they
arise.

 

Strategic Achievements and Geographic Diversification

 

Gaming Realms made significant strategic progress during 2025, expanding into
new territories, launching innovative new games, and forming key partnerships
with major operators. A key focus during the year was the continued
diversification of the Group's revenue base, reflecting both the maturity of
the UK market, the impact of staking limits introduced as part of UK
regulation changes from April 2025 and the growth opportunities we see for the
business across international markets, particularly in the United States.

 

As a result of this strategy, the UK now accounts for 23% of Group revenues in
2025 (2024: 28%), demonstrating the effectiveness of our international
expansion. The 6 regulated iGaming states in the United States led the way as
our largest market, with revenue increasing by 19% (23% in constant currency)
and now represents 52% of total content licensing revenue. During the year, we
successfully went live in Delaware, our sixth regulated iGaming market in the
U.S., further consolidating our position as a leading supplier in North
America. We remain well positioned to enter additional U.S. states as further
regulation is introduced, and whilst small, Maine is currently going through a
regulated licensing process.

 

Beyond North America, we continued to broaden our global footprint. The Group
launched successfully in South Africa and Brazil during the year, adding
further regulated markets to our portfolio, and preparations are underway to
launch our content in Alberta, Canada in 2026, which we view as a highly
attractive market.

 

We also continued to strengthen relationships with our operator partners.
During the year, we launched 12 new Slingo games, introduced a portfolio of
bespoke content, and expanded our international distribution network by adding
40 new partners. Leveraging our extensive distribution capabilities, we are
now partnering with three innovative third-party studios to distribute their
content to our growing network of regulated operators.

 

Gaming Realms has made remarkable progress over the past five years, with
content licensing revenue increasing from £3.1 million in 2019 to £24.5
million in 2025, being a compound annual growth rate of 34%.

 

Our proven business model, strong balance sheet, and increasingly diversified
geographic footprint provide a solid foundation for the future.

 

Outlook - Long-Term Growth and Market Expansion

 

Looking ahead, Gaming Realms is well positioned for continued growth and
innovation. Our strategic priorities for 2026 and beyond include:

·      Further international expansion, with planned and ongoing market
entries including Peru, Maine (USA), and Alberta (Canada)

·      Continued growth in existing regulated markets and deeper
collaboration with current partners to maximise content distribution

·      Ongoing development of new game formats, leveraging the strength
of the Slingo intellectual property

·      Continued investment in technology, platform scalability, and new
product verticals to support future growth

·      Expansion of our third-party content distribution offering

 

Acknowledgements

 

On behalf of the Board, I would like to thank our management team and
employees for their dedication, creativity, and commitment, which have been
instrumental in delivering another successful year. I would also like to thank
our shareholders and other stakeholders for their continued trust and support.

 

As we look to the future, we do so with confidence, guided by a clear strategy
and a commitment to operational excellence. I remain optimistic about the
prospects for Gaming Realms plc and look forward to reporting on our continued
progress in the years ahead.

 

 

Michael Buckley

Executive Chairman

 

27 March 2026

Chief Executive's Review

 

During 2025, Gaming Realms delivered continued growth while making meaningful
progress against its strategic objectives. The Group advanced its
licensing-led business model, broadened its presence across regulated markets,
and further evolved its proprietary content portfolio. These actions supported
the delivery of record revenue and profitability for the year.

 

The Group operates in a dynamic iGaming environment, requiring ongoing
adaptability and disciplined execution. Throughout the year, Gaming Realms
successfully scaled its operations while maintaining financial control,
supported by ongoing investment in technology, strengthened operator
relationships, and the continued expansion of its global distribution
footprint. As a result, the business is well positioned to support further
growth in 2026 and beyond.

 

Financial performance for the year reflected the strength of the licensing
model and continued momentum across core markets. Revenue increased by 10% to
£31.4 million (2024: £28.5 million), driven principally by the sustained
growth of licensing activities. Licensing revenues increased by 13% to £27.6
million (2024: £24.5 million), reflecting broader market penetration and
increased engagement with the Group's games across multiple regulated
jurisdictions. We were also pleased to extend our Slingo lottery deal with
Scientific games for a further 5 years.

 

Adjusted EBITDA increased by 15% to £15.0 million, with the Adjusted EBITDA
margin expanding to 48% (2024: 46%), demonstrating the operating leverage
inherent in the Group's scalable licensing platform. Profit before tax
increased by 5% to £8.8 million (2024: £8.3 million), supported by revenue
growth and ongoing operational efficiencies.

 

The Group remained debt-free throughout the year and closed the period with a
cash balance of £17.8 million (2024: £13.5 million). This strong financial
position provides resilience and flexibility to continue investing in content
development, technology, and market expansion, or returning surplus capital to
shareholders.

 

Overall, the year's performance reinforces the robustness of the Group's
business model and its ability to generate sustainable cash flows and
attractive margins.

 

Strategic Progress in 2025

 

Throughout the year, Gaming Realms continued to execute against its strategic
priorities, with progress made across geographic expansion, content
development, and partner growth.

 

Market Expansion

 

·      Successfully launched content in Brazil, British Columbia
(Canada), South Africa, and Delaware in the United States.

·      Completed preparatory work to support future entry into
additional regulated markets, including Peru and Alberta, Canada.

 

Content Development and Portfolio Growth

 

·      Delivered 12 new proprietary game releases during the year,
including Slingo Cash Eruption and Slingo Gold Fish, further enhancing the
breadth and appeal of the portfolio.

·      Released 8 bespoke titles developed in collaboration with
operator partners, supporting deeper integration and tailored player
experiences.

·      Expanded third-party content distribution through a partnership
with S Gaming, increasing the number of third-party titles available on the
platform from 14 to 23.

·      Established Lucky Lunar Studios to diversify the Group's product
offering through innovative new game concepts, with the first titles launching
in 2026.

 

Operator Partnerships

·      Extended the Group's distribution network through launches with
40 new operator partners, including Kaizen, Betplay in Colombia, and Hard Rock
in Michigan.

·      Achieved a 22% increase in unique player engagement, reflecting
the continued strength and relevance of the Group's content across regulated
markets.

·      Launched in a further 7 regulated markets during the year,
bringing the total number of regulated jurisdictions we operate in to 28 at
the year-end.

 

The Group remains focused on delivering engaging, high-quality content while
maintaining strong alignment with operator requirements and regulatory
frameworks.

 

Technology and Platform Development

 

The Group's proprietary RGS platform remains a key enabler of growth,
supporting efficient scaling and global content distribution. During 2025,
investment was directed towards:

 

·      Increasing platform capacity and resilience to support new market
launches and growing content volumes.

·      Applying data-driven optimisation to enhance player engagement
and game performance.

·      Further strengthening security, regulatory compliance, and
platform governance.

·      Introducing functionality that enables 'free-rounds' during the
year, expanding marketing and promotional capabilities for operator partners.

·      Deploying a new business intelligence system, providing faster
insights and improved feedback loops to support product development and
performance optimisation.

 

These enhancements ensure the platform remains robust, compliant, and capable
of supporting the Group's long-term growth ambitions.

 

Responsible Gaming and Compliance

 

Responsible gaming and regulatory compliance remain integral to the Group's
operations. During the year, Gaming Realms:

 

·      Enhanced responsible gaming functionality, enabling operators to
configure stake limits and game features in line with local regulatory
requirements.

·      Maintained compliance across all key regulated markets, including
the UK, USA, and Sweden, while implementing the changes required arising from
the UK Gambling White Paper.

·      Continued constructive engagement with regulators and industry
stakeholders to support best practice in player protection, compliance, and
data security.

 

The Group remains committed to operating responsibly and maintaining the
highest standards across all jurisdictions in which it operates.

 

Impact of UK Staking Limits

 

In April 2025, new staking limits on online slot games were introduced in the
UK, representing a significant regulatory change in one of the Group's
established markets. The introduction of these limits resulted in a short-term
impact on performance, with UK revenues declining by approximately 21% during
the second quarter of the year.

 

In response, the Group's development and commercial teams rapidly adapted the
Slingo product offering to operate more effectively at lower staking levels. A
new proprietary tool was developed to enhance engagement and performance
across Slingo titles while maintaining gameplay quality and compliance with
the revised regulations.

 

The effectiveness of this approach was demonstrated by a recovery in UK
revenues by December 2025 to levels comparable with those at the start of the
year. Trading performance in 2026 has continued at similar levels.

 

This outcome highlights the resilience of the Slingo brand, its ongoing appeal
to players and operators, and the ability of the Group's teams to respond
creatively and constructively to regulatory change.

Outlook

 

Gaming Realms enters 2026 with strong operational momentum, a very strong
balance sheet, and a clear strategic direction. The Group's priorities for the
coming period include:

 

·      Continuing to expand into new regulated markets.

·      Further developing the Slingo and slot-based game portfolio to
drive player engagement.

·      Rolling out innovative new titles from Lucky Lunar Studios to
broaden the reach of the Group's content.

·      Deepening and expanding operator partnerships to enhance global
distribution.

·      Sustained investment in platform technology and data analytics to
support scalable growth.

 

With a high-margin licensing model, strong cash generation, and a
well-developed pipeline of new content, the Group is well positioned to
deliver continued growth and long-term shareholder value.

 

 

Mark Segal

Chief Executive Officer

 

27 March 2026

 

Financial Review

 

The Group delivered another strong financial performance in 2025, alongside
meaningful operational progress to support the next phase of growth. During
the year, we continued to scale our licensing platform, expand our content
development capability and enhance our aggregation offering, positioning the
business for increased output and further market penetration.

 

The Company's core strategy remains focused on scaling its licensing business
by expanding into new regulated jurisdictions, deepening penetration in
existing markets through key operator partnerships, and enhancing its
differentiated and scalable games content portfolio.

 

The business continued to generate strong operating cash flows, increasing the
Group's cash balance by £4.3m during the year to £17.8m (2024: £13.5m),
while remaining debt-free. This growth in cash was achieved after £2.8m
returned to shareholders under the share buyback programme, demonstrating the
strength and resilience of the Group's cash generative model.

 

Consistent with our strategy, the Group increased capital investment during
2025 to expand development capacity, enhance platform capability and support
increased proprietary and aggregated content output. This disciplined
reinvestment of internally generated cash positions the Group well for
continued expansion and long-term value creation.

 

Performance

Group revenue increased by 10% to £31.4m (2024: £28.5m), driven by content
and brand licensing.

 

EBITDA rose 8% to £13.3m (2024: £12.3m), while Adjusted EBITDA increased 15%
to £15.0m (2024: £13.1m), with the Adjusted EBITDA margin improving to 48%
(2024: 46%).

 

Adjusted EBITDA is EBITDA excluding share option and related charges and
adjusting items.  A reconciliation between EBITDA and Adjusted EBITDA is
presented below. Management considers Adjusted EBITDA the most appropriate
measure to comment on the Group's underlying financial performance.

 

                                     2025        2024
                                     £            £
  EBITDA                             13,258,298  12,318,504
  Share option and related charges   1,493,250   767,663
  Adjusting items                    267,838     -
  Adjusted EBITDA                    15,019,386  13,086,167

 

Adjusting items in 2025 relate primarily to the settlement of a legal matter
and certain one-off employee-related settlement costs incurred during the
year.

 

The £0.9m increase in EBITDA generated in 2025 has seen the Group report
another record profit before tax of £8.8m (2024: £8.3m), representing growth
of 5%.

 

Operating expenses, primarily revenue-related costs such as license fees,
hosting costs and platform provider fees, rose by 7% to £6.3m (2024: £5.9m).

 

Administrative expenses increased by 8% to £10.0m (2024: £9.3m), driven by
investment in staff costs to support our long-term growth strategy, along with
other business expansion expenses. The lower rate of growth relative to
revenue reflects continued cost discipline and has contributed to expanding
profit margins.

 

Share option and related charges were £1.5m in 2025 (2024: £0.8m).

 

The table below presents revenue, Adjusted EBITDA, EBITDA and profit before
tax by segment, discussed further below.

 

                                                Licensing                  Social publishing               Head Office                                   Total
 2025                                           £                          £                               £                                             £
 Revenue                                           27,588,048                   3,786,033                                      -                            31,374,081
 Other income                                           100,000                    242,761                                     -                                 342,761
 Marketing expense                                       (67,906)                 (216,182)                         (98,358)                                    (382,446)
 Operating expense                                 (4,908,340)                (1,406,402)                                      -                            (6,314,742)
 Administrative expense                            (6,131,153)                (1,240,890)                     (2,628,225)                                 (10,000,268)
 Adjusted EBITDA                                   16,580,649                   1,165,320                     (2,726,583)                                   15,019,386
 Share option and related charges                      (559,509)                      (2,230)                     (931,511)                                 (1,493,250)
 Adjusting items                                       (231,704)                    (36,134)                                   -                                (267,838)
 EBITDA                                            15,789,436                   1,126,956                     (3,658,094)                                   13,258,298
 Amortisation of intangible assets                 (3,664,116)                    (953,375)                                    -                            (4,617,491)
 Depreciation of property, plant and equipment           (36,040)                 (117,558)                       (222,681)                                     (376,279)
 Finance expense                                         (41,401)                   (21,215)                        (75,378)                                    (137,994)
 Finance income                                         252,978                         2,473                      369,947                                       625,398
 Profit before tax                                 12,300,857                         37,281                  (3,586,206)                                     8,751,932

 

                                                Licensing                                     Social                                        Head Office                                   Total

publishing
 2024                                           £                                             £                                             £                                             £
 Revenue                                           24,472,679                                      3,993,075                                                    -                            28,465,754
 Other income                                                       -                                 205,903                                                   -                                 205,903
 Marketing expense                                       (60,960)                                    (207,900)                                       (98,987)                                    (367,847)
 Operating expense                                 (4,350,861)                                   (1,572,901)                                                    -                            (5,923,762)
 Administrative expense                            (5,610,847)                                   (1,172,704)                                   (2,510,330)                                   (9,293,881)
 Adjusted EBITDA                                   14,450,011                                      1,245,473                                   (2,609,317)                                   13,086,167
 Share option and related charges                      (220,724)                                           1,387                                   (548,326)                                     (767,663)
 Adjusting items                                                    -                                             -                                             -                                             -
 EBITDA                                            14,229,287                                      1,246,860                                   (3,157,643)                                   12,318,504
 Amortisation of intangible assets                 (3,105,087)                                       (903,939)                                                  -                            (4,009,026)
 Depreciation of property, plant and equipment           (59,318)                                      (87,969)                                    (174,568)                                     (321,855)
 Finance expense                                         (27,365)                                      (20,208)                                      (43,702)                                      (91,275)
 Finance income                                         360,164                                            1,546                                       82,252                                     443,962
 Profit before tax                                 11,397,681                                         236,290                                  (3,293,661)                                     8,340,310

 

 

Licensing

Total licensing revenue grew by 13% on a reported basis to £27.6m (2024:
£24.5m), or 15% on a constant currency basis. This comprised:

 

·      Content licensing revenue, which increased 3% on a reported basis
to £24.5m (2024: £23.8m), or 5% on a constant currency basis; and

 

·      Brand licensing revenue, which increased 349% to £3.0m (2024:
£0.7m), due to the completion of a significant brand deal.

 

The segment delivered £16.6m Adjusted EBITDA in 2025 (2024: £14.5m).

 

The segments amortisation charge increased to £3.7m (2024: £3.1m),
reflecting continued investment in content and platform development. The
increase in both the EBITDA generated and amortisation charge resulted in the
segment delivering profit before tax of £12.3m (2024: £11.4m).

 

Content licensing

Content licensing remains the Group's core long-term growth driver, with a
strategy focused on:

 

·      Expanding into new regulated markets;

·      Expanding and diversifying the proprietary games portfolio,
including increased Slingo releases and traditional slot content; and

·      Strengthening relationships with partners to drive engagement and
growth in existing markets.

 

The Group launched its content in a number of regulated jurisdictions during
the year, including Brazil, South Africa, Switzerland, Greece and Delaware -
the sixth U.S. state regulated for iGaming where the Group distributes its
content. Alongside these launches, in Q1 2026 to date we have also launched in
the additional regulated territories of Peru, Nigeria, Ghana and Kenya.

 

We also went live with 40 new partners on a global scale, with new partners
across Europe, North America, South America, Africa and Asia.

 

In the first quarter of 2026, a further 10 partners have already gone live.

 

The Group released 12 new Slingo games in 2025, including Slingo Cash Eruption
and Slingo Fishing Bob, together with a series of bespoke Slingo-branded
titles for our partners. Slingo remains highly popular with both partners and
players, with its unique hybrid format driving strong engagement across
regulated markets.

 

We continue to partner with leading brands that will complement the Slingo
format. During 2025 we launched exciting Slingo game collaborations with
partners such as IGT, Light & Wonder and King Show Games. Further
partnerships are secured for 2026, including The Godfather and Loteria.

 

North America remains a driver of growth in content licensing, with revenue
from the region now representing 63% of total content licensing revenue (2024:
59%). With the expected entries into Maine, USA and Alberta, Canada, and as
more U.S. states regulate iGaming, the Group is well positioned for continued
growth in this region.

 

Brand licensing

Brand licensing revenue increased 349% to £3.0m (2024: £0.7m), reflecting
the impact of two notable brand renewal deals completed in the year.

 

The Slingo brand remains well-recognised, providing opportunities to expand
into adjacent markets, such as physical and digital lottery scratch games.

 

 

Social publishing

The social publishing segment generated revenue of £3.8m (2024: £4.0m), a
reduction of 5% on a reported basis and 2% on a constant currency basis.

 

Marketing investment remained constant at £0.2m (2024: £0.2m), focused on
maintaining player engagement and activity levels.

 

Operational costs reduced by 11% to £1.4m (2024: £1.6m), primarily
reflecting lower revenue-linked costs including app-store fees and third-party
content royalties.

 

Administrative expenses remained stable at £1.2m (2024: £1.2m), reflecting
the segment's stable underlying cost base.

 

As a result, Adjusted EBITDA for the segment remained constant at £1.2m
(2024: £1.2m).

 

The amortisation charge for the segment was £1.0m (2024: £0.9m).

 

Cashflow and Balance Sheet

The Group's cash balance increased by £4.3m in 2025, reaching £17.8m as of
31 December 2025 (2024: £13.5m), while remaining debt-free. The Group's
strong cash position and cash generative profile resulted in £0.6m of bank
interest income during the year (2024: £0.4m).

 

The £4.3m increase in cash reflects strong operating cash generation,
partially offset by a £2.5m increase in capitalised development investment
and £2.8m deployed under the Group's share buyback programme, as discussed
below.

 

During the year, £2.8m of cash was deployed under the Group's share buyback
programme, with 6,604,256 ordinary shares acquired and held in treasury at 31
December 2025.

 

The Group capitalised £7.9m (2024: £5.4m) into intangible assets as
development costs during the year. The £2.5m increase reflects targeted
investment within the licensing segment to expand content development capacity
and support a higher planned level of proprietary game releases, including the
establishment of a second internal studio focused on traditional slot content.

 

In addition, the Group continued to scale its aggregation offering within the
licensing segment, onboarding and launching content from a third partner
studio during the year ahead of a full 2026 roadmap, and increasing the number
of game launches from existing partner studios compared with 2024. These
initiatives support the continued expansion of the Group's game portfolio and
further enhance the scale and functionality of its proprietary RGS platform.

 

Operating cash inflow of £14.7m (2024: £11.6m) was the primary driver of the
increase in cash during the year. This was partially offset by capitalised
development expenditure of £7.9m and £2.8m spent under the Group's share
buyback programme. A reconciliation between profit for the year and cash from
operating activities is provided below.

 

                                                             2025         2024
                                                             £             £
  Cash flows from operating activities
  Profit for the financial year                              5,951,311    8,841,126
  Adjustments for:
  Depreciation of property, plant and equipment              376,279      321,855
  Loss on disposal of property, plant and equipment          -            3,067
  Amortisation of intangible fixed assets                    4,617,491    4,009,026
  Other income                                               (342,761)    (205,903)
  Other income received during the year                      181,397      146,881
  Finance income                                             (625,398)    (443,962)
  Finance expense                                            137,994      91,275
  Tax charge/ (credit)                                       2,800,621    (500,816)
  Exchange differences                                       (36,859)     (918)
  Equity settled share based payment expense                 1,153,856    688,824
  Decrease / (increase) in trade and other receivables       487,229      (963,811)
  Increase in trade and other payables                       1,034,558    381,690
  Decrease in other assets                                   -            139,531
  Net cash flows from operating activities before taxation   15,735,718   12,507,865
  Net tax paid in the year                                   (1,053,579)  (892,088)
  Net cash flows from operating activities                   14,682,139   11,615,777

 

Net assets at the year-end were £39.3m (2024: £34.0m).

 

Going concern

In adopting the going concern basis of preparation in the financial
statements, the Directors have performed both qualitative and quantitative
assessments of the associated risks facing the business and its ability to
meet its short and medium-term forecasts. The forecasts were subject to stress
testing to analyse the reduction in forecast cash flows required to bring
about insolvency of the Company unless capital was raised. In such cases it is
anticipated that mitigation actions, such as reduction in overheads could be
implemented to mitigate such an outcome.

 

The Directors confirm their view that they have carried out a robust
assessment of the emerging and principal risks facing the business. As a
result of the assessment performed, the Directors consider that the Group has
adequate resources to continue its normal course of operations for the
foreseeable future.

 

 

Dividend and Capital Allocation

During the year, Gaming Realms did not pay an interim or final dividend. The
Board of Directors are not proposing a final dividend for the current year as
we continue to execute our strategy, invest in the growth of the business and
return surplus capital to shareholders via a buyback.

 

In March 2025, the Company announced a share buyback programme of up to
£6.0m. During the year, the Group repurchased 6,604,256 of its own ordinary
shares for a total consideration of £2.8m under this programme. The shares
are held in treasury at 31 December 2025. The buyback reflects the Board's
confidence in the long-term prospects of the business and forms part of the
Group's disciplined capital allocation framework, balancing continued
investment in growth with the return of surplus capital to shareholders.

 

Subsequent to the year-end, the Company completed the remaining £3.2m of the
£6.0m buyback programme during Q1 2026. In March 2026, the Company announced
a further share buyback programme of up to £5.0m, reflecting the Board's
continued confidence in the Group's strategy and cash generation.

 

 

Corporation and deferred taxation

The tax charge for the year was £2.8m (2024: credit of £0.5m). The prior
year credit reflected the recognition of previously unrecognised tax losses as
a deferred tax asset. As a result, from 2025 onwards the Group is utilising
this deferred tax asset to offset corporation tax paid, with a full
corporation tax charge shown in the income statement.

 

 

Geoff Green

Chief Financial Officer

 

27 March 2026

Consolidated Statement of Comprehensive Income

For the year ended 31 December 2025

                                                                   2025                                                     2024
                                                                    £                                                        £
  Revenue                                                                            31,374,081                                             28,465,754
  Other income                                                                            342,761                                                205,903
  Marketing expenses                                                                    (382,446)                                              (367,847)
  Operating expenses                                                                 (6,314,742)                                            (5,923,762)
  Administrative expenses                                                          (10,000,268)                                             (9,293,881)
  Share option and related charges                                                   (1,493,250)                                               (767,663)
  EBITDA before adjusting items                                                      13,526,136                                             12,318,504
  Adjusting items                                                                       (267,838)                                                         -
  EBITDA*                                                                            13,258,298                                             12,318,504

  Amortisation of intangible assets                                                  (4,617,491)                                            (4,009,026)
  Depreciation of property, plant and equipment                                         (376,279)                                              (321,855)
  Finance expense                                                                       (137,994)                                                (91,275)
  Finance income                                                                          625,398                                                443,962
  Profit before tax                                                                    8,751,932                                              8,340,310
  Tax (charge)/ credit                                                               (2,800,621)                                                 500,816
  Profit for the financial year                                                        5,951,311                                              8,841,126
  Other comprehensive income
  Items that will or may be reclassified to profit or loss:
  Exchange loss arising on translation of foreign operations                            (107,524)                                              (122,391)
  Gain on cash flow hedges (net)                                                            67,302                                                        -
  Total other comprehensive loss                                                          (40,222)                                             (122,391)
  Total comprehensive income                                                           5,911,089                                              8,718,735
  Profit attributable to:
  Owners of the parent                                                                 5,951,311                                              8,841,126
                                                                                       5,951,311                                              8,841,126
  Total comprehensive income attributable to:
  Owners of the parent                                                                 5,911,089                                              8,718,735
                                                                                       5,911,089                                              8,718,735

  Earnings per share                                               Pence                                                    Pence
  Basic                                                            2.03                                                     3.00
  Diluted                                                          1.91                                                     2.87

 

Consolidated Statement of Financial Position

As at 31 December 2025

 

                                      31 December   31 December

2025
2024

                                       £             £
  Non-current assets
  Intangible assets                   18,195,840    14,768,578
  Property, plant and equipment       1,014,692     1,317,019
  Deferred tax asset                  1,617,564     2,654,415
                                      20,828,096    18,740,012
  Current assets
  Trade and other receivables         6,536,893     6,768,580
  Cash and cash equivalents           17,764,518    13,512,235
                                      24,301,411    20,280,815
  Total assets                        45,129,507    39,020,827
  Current liabilities
  Trade and other payables            4,745,157     3,855,861
  Lease liabilities                   239,568       219,131
                                      4,984,725     4,074,992
  Non-current liabilities
  Deferred tax liability              313,281       240,338
  Lease liabilities                   512,634       749,193
                                      825,915       989,531
  Total liabilities                   5,810,640     5,064,523
  Net assets                          39,318,867    33,956,304
  Equity
  Share capital                       296,266       294,826
  Share premium                       283,267       -
  Treasury share reserve              (2,775,895)   -
  Merger reserve                      (68,393,657)  (68,393,657)
  Deferred tax reserve                788,806       -
  Cash flow hedge reserve             67,302        -
  Foreign exchange reserve            1,214,782     1,322,306
  Retained earnings                   107,837,996   100,732,829
  Total equity                        39,318,867    33,956,304

 

 

Consolidated Statement of Cash Flows

For the year ended 31 December 2025

 

                                                                 2025         2024
                                                                 £             £
  Cash flows from operating activities
  Profit for the financial year                                  5,951,311    8,841,126
  Adjustments for:
  Depreciation of property, plant and equipment                  376,279      321,855
  Loss on disposal of property, plant and equipment              -            3,067
  Amortisation of intangible fixed assets                        4,617,491    4,009,026
  Other income                                                   (342,761)    (205,903)
  Other income received during the year                          181,397      146,881
  Finance income                                                 (625,398)    (443,962)
  Finance expense                                                137,994      91,275
  Tax charge/ (credit)                                           2,800,621    (500,816)
  Exchange differences                                           (36,859)     (918)
  Equity settled share based payment expense                     1,153,856    688,824
  Decrease/ (Increase) in trade and other receivables            487,229      (963,811)
  Increase in trade and other payables                           1,034,558    381,690
  Decrease in other assets                                       -            139,531
  Net cash flows from operating activities before taxation       15,735,718   12,507,865
  Net tax paid in the year                                       (1,053,579)  (892,088)
  Net cash flows from operating activities                       14,682,139   11,615,777

  Investing activities
  Acquisition of property, plant and equipment                   (81,301)     (205,413)
  Acquisition of intangible assets                               (234,230)    (163,378)
  Capitalised development costs                                  (7,918,688)  (5,448,619)
  Interest received                                              621,098      418,095
  Net cash used in investing activities                          (7,613,121)  (5,399,315)

  Financing activities
  Principal paid on lease liability                              (285,668)    (249,049)
  Issue of share capital on exercise of options                  284,707      151,316
  Share buyback                                                  (2,775,895)  -
  Interest paid                                                  (62,793)     (44,457)
  Net cash used in financing activities                          (2,839,649)  (142,190)
  Net increase in cash and cash equivalents                      4,229,369    6,074,272
  Cash and cash equivalents at beginning of year                 13,512,235   7,455,316
  Exchange gain/ (loss) on cash and cash equivalents             22,914       (17,353)
  Cash and cash equivalents at end of year                       17,764,518   13,512,235

Consolidated Statement of Changes in Equity

For the year ended 31 December 2025

                                                  Share capital    Share premium    Treasury share reserve    Merger reserve    Deferred tax reserve    Cash flow hedge reserve    Foreign Exchange Reserve    Retained earnings    Total equity
                                                  £                £                                          £                                                                    £                           £                    £
  1 January 2024                                 29,366,782       87,732,888       -                         (67,673,657)      -                       -                          1,444,697                   (26,473,281)         24,397,429
  Profit for the year                            -                -                -                         -                 -                       -                          -                           8,841,126            8,841,126
  Other comprehensive loss                       -                -                -                         -                 -                       -                          (122,391)                   -                    (122,391)
  Total comprehensive income for the year        -                -                -                         -                 -                       -                          (122,391)                   8,841,126            8,718,735
  Contributions by and distributions to owners
  Share-based payment on share options           -                -                -                         -                 -                       -                          -                           688,824              688,824
  Exercise of options                            115,861          35,455           -                         -                 -                       -                          -                           -                    151,316
  Capital reduction                              (29,187,817)     (87,768,343)     -                         (720,000)         -                       -                          -                           117,676,160          -
  31 December 2024                               294,826          -                -                         (68,393,657)      -                       -                          1,322,306                   100,732,829          33,956,304

  1 January 2025                                 294,826          -                -                         (68,393,657)      -                       -                          1,322,306                   100,732,829          33,956,304
  Profit for the year                            -                -                -                         -                 -                       -                          -                           5,951,311            5,951,311
  Other comprehensive income income/ (loss)      -                -                -                         -                 -                       67,302                     (107,524)                   -                    (40,222)
  Total comprehensive income for the year        -                -                -                         -                 -                       67,302                     (107,524)                   5,951,311            5,911,089
  Contributions by and distributions to owners
  Share-based payment on share options           -                -                -                         -                 -                       -                          -                           1,153,856            1,153,856
  Deferred tax on unexercised share options      -                -                -                         -                 788,806                 -                          -                           -                    788,806
  Exercise of options                            1,440            283,267          -                         -                 -                       -                          -                           -                    284,707
  Repurchase of own shares                       -                -                (2,775,895)               -                 -                       -                          -                           -                    (2,775,895)
  31 December 2025                               296,266          283,267          (2,775,895)               (68,393,657)      788,806                 67,302                     1,214,782                   107,837,996          39,318,867

Notes to the Consolidated Financial Statements

For the year ended 31 December 2025

 

1.    Accounting policies

​

General information

Gaming Realms Plc (the "Company") and its subsidiaries (together the "Group").

 

The Company is admitted to trading on the Alternative Investment Market (AIM)
of the London Stock Exchange. It is incorporated and domiciled in the UK. The
address of its registered office is Two Valentine Place, London, SE1 8QH.

 

The consolidated financial statements are presented in British Pounds
Sterling.

 

Basis of preparation

The Group financial statements have been prepared in accordance with UK
adopted international accounting standards in conformity with the requirements
of the Companies Act 2006 and on a basis consistent with those policies set
out in our audited financial statements for the year ended 31 December 2025.

 

The financial information set out in this document does not constitute the
Group's statutory accounts for the year ended 31 December 2025 or 31 December
2024.

 

Statutory accounts for the year ended 31 December 2024 have been filed with
the Registrar of Companies and those for the year ended 31 December 2025 will
be delivered to the Registrar in due course; both have been reported on by
independent auditors. The independent auditor's report for the year ended 31
December 2025 is unmodified.

 

The independent auditor's reports on the Annual Report and Accounts for the
year ended 31 December 2025 and 31 December 2024 were unqualified and did not
contain a statement under 498(2) or 498(3) of the Companies Act 2006.

 

Going concern

The Group meets its day-to-day working capital requirements from the cash
flows generated by its trading activities and its available cash resources.

 

The Group prepares cash flow forecasts and re-forecasts at least bi-annually
as part of the business planning process.  The Directors have reviewed
forecast cash flows for the period to December 2028 and consider that the
Group will have sufficient cash resources available to meet its liabilities as
they fall due for at least the forthcoming 12 months from the date of the
approval of the financial statements.

 

These cash flow forecasts have been subject to short- and medium-term stress
testing, scenario modelling and sensitivity analysis through to June 2027,
which the Directors consider sufficiently robust.  Scenarios considered
include but are not limited to; failure to expand into planned new regulated
jurisdictions during the forecast period and a significant reduction in
trading cash flows compared to Group forecasts.  The Directors note that in
an extreme scenario, the Group also has the option to rationalise its cost
base including cuts to discretionary capital, marketing and overhead
expenditure.  The Directors consider that the required level of change to the
Group's forecast cash flows to give a rise to a material risk over going
concern are sufficiently remote.

 

Accordingly, these financial statements have been prepared on the basis of
accounting principles applicable to a going concern, which assumes that the
Group and the Company will realise its assets and discharge its liabilities in
the normal course of business.  Management has carried out an assessment of
the going concern assumption and has concluded that the Group and the Company
will generate sufficient cash and cash equivalents to continue operating
through to at least June 2027.

 

Adoption of new and revised standards

The following amendments are effective for the year beginning 1 January 2025:

 

·      IAS 21 The Effects of Changes in Foreign Exchange rates
(Amendment- Lack of exchangeability)

 

These amendments did not have a material impact on the Group.

 

There are a number of standards, amendments to standards, and interpretations
which have been issued by the IASB that are effective in future accounting
periods that the Group has decided not to adopt early.

 

The following amendment is effective for the period beginning 1 January 2026:

 

·      IFRS 9 Financial Instruments & IFRS 7 Financial Instruments:
Disclosures (Amendment - Classification and Measurement of Financial
Instruments)

·      IFRS 9 Financial Instruments & IFRS 7 Financial Instruments:
Disclosures (Amendment - Contracts referencing Nature- dependant Electricity)

 

The following amendments are effective for the period beginning 1 January
2027:

 

·      IFRS 18 Presentation and Disclosure in Financial Statements

·      IFRS 19 Subsidiaries without Public Accountability: Subsidiaries

·      IAS 21 Translation to a Hyperinflationary Presentation Currency

 

The Group is currently assessing the impact of these new accounting standards
and amendments.  The Group does not expect the amendments to IFRS 9, IFRS 19
and IAS 21 to have a material impact on the Group.

 

IFRS 18 Presentation and Disclosure in Financial Statements, which was issued
by the IASB in April 2024 supersedes IAS 1 and will result in major
consequential amendments to IFRS Accounting Standards including IAS 8 Basis of
Preparation of Financial Statements (renamed from Accounting Policies, Changes
in Accounting Estimates and Errors). Even though IFRS 18 will not have any
effect on the recognition and measurement of items in the consolidated
financial statements, it is expected to have a significant effect on the
presentation and disclosure of certain items. These changes include
categorisation and sub-totals in the statement of profit or loss,
aggregation/disaggregation and labelling of information, and disclosure of
management-defined performance measures.

 

2.   ADJUSTED EBITDA

EBITDA is profit before interest, tax, depreciation and amortisation and is a
non-GAAP measure.  Adjusted EBITDA is EBITDA before share option and related
charges and adjusting items, which are items that Management considers to be
significant, non-recurring and outside the scope of the Group's ordinary
activities that may distort an understanding of financial performance or
impair comparability.

 

Adjusted EBITDA is stated before adjusting items as follows:

 

                          2025       2024
                           £          £

  Other income            (225,000)  (322,500)
  Legal expenses          372,804    322,500
  Restructuring costs     120,034    -
 Adjusting items          267,838    -

 

The adjusted other income and legal expenses in the current year relate to a
legal case settled during the year. The other income represents costs
reimbursed in relation to the matter. Restructuring costs relate to certain
one-off employee-related settlement costs incurred during the year.

 

3.   Segment information

The Board is the Group's chief operating decision-maker. Management has
determined the operating segments based on the information reviewed by the
Board for the purposes of allocating resources and assessing performance.

 

The Group has 2 reportable operating segments:

·      Licensing - brand and content licensing to a global network of
partners; and

·      Social Publishing - providing freemium games to the US

                                                   Licensing                                    Social publishing                               Head Office                                                 Total
 2025                                              £                                            £                                               £                                                           £
  Revenue                                                     27,588,048                                     3,786,033                                                    -                                            31,374,081
  Other income                                                     100,000                                      242,761                                                   -                                                 342,761
  Marketing expense                                                 (67,906)                                   (216,182)                                         (98,358)                                                  (382,446)
  Operating expense                                            (4,908,340)                                  (1,406,402)                                                   -                                             (6,314,742)
  Administrative expense                                       (6,131,153)                                  (1,240,890)                                     (2,628,225)                                               (10,000,268)
  Share option and related charges                                (559,509)                                        (2,230)                                     (931,511)                                                (1,493,250)
  EBITDA before adjusting items                               16,021,140                                     1,163,090                                      (3,658,094)                                                13,526,136
  Adjusting items                                                 (231,704)                                      (36,134)                                                 -                                                (267,838)
  EBITDA                                                      15,789,436                                     1,126,956                                      (3,658,094)                                                13,258,298
  Amortisation of intangible assets                            (3,664,116)                                     (953,375)                                                  -                                             (4,617,491)
  Depreciation of property, plant and equipment                     (36,040)                                   (117,558)                                       (222,681)                                                   (376,279)
  Finance expense                                                   (41,401)                                     (21,215)                                        (75,378)                                                  (137,994)
  Finance income                                                   252,978                                          2,473                                       369,947                                                     625,398
  Profit before tax                                           12,300,857                                          37,281                                    (3,586,206)                                                  8,751,932

 

 

 

                                                   Licensing                                                   Social                                                      Head Office                                                 Total

publishing
 2024                                              £                                                           £                                                           £                                                           £
  Revenue                                                     24,472,679                                                    3,993,075                                                                -                                            28,465,754
  Other income                                                               -                                                 205,903                                                               -                                                 205,903
  Marketing expense                                                 (60,960)                                                  (207,900)                                                     (98,987)                                                  (367,847)
  Operating expense                                            (4,350,861)                                                 (1,572,901)                                                               -                                             (5,923,762)
  Administrative expense                                       (5,610,847)                                                 (1,172,704)                                                 (2,510,330)                                                 (9,293,881)
  Share option and related charges                                (220,724)                                                        1,387                                                  (548,326)                                                   (767,663)
  EBITDA before adjusting items                               14,229,287                                                    1,246,860                                                  (3,157,643)                                                12,318,504
  Adjusting items                                                            -                                                           -                                                           -                                                           -
  EBITDA                                                      14,229,287                                                    1,246,860                                                  (3,157,643)                                                12,318,504
  Amortisation of intangible assets                            (3,105,087)                                                    (903,939)                                                              -                                             (4,009,026)
  Depreciation of property, plant and equipment                     (59,318)                                                    (87,969)                                                  (174,568)                                                   (321,855)
  Finance expense                                                   (27,365)                                                    (20,208)                                                    (43,702)                                                    (91,275)
  Finance income                                                   360,164                                                         1,546                                                     82,252                                                    443,962
  Profit before tax                                           11,397,681                                                       236,290                                                 (3,293,661)                                                  8,340,310

 

 

4.   Taxation

 

                                                2025         2024
                                                 £            £
  Current tax
  Current tax charge                            (732,552)    (252,821)
  Adjustment for current tax of prior periods   (163,345)    24,602
  Total current tax charge                      (895,897)    (228,219)
  Deferred tax
  Movement on deferred tax asset                (1,825,657)  763,415
  Overseas temporary differences                (79,067)     (34,380)
  Total deferred tax (charge)/ credit           (1,904,724)  729,035
 Total tax (charge)/ credit                     (2,800,621)  500,816

 

The reasons for the difference between the actual tax charge/ (credit) for the
period and the standard rate of corporation tax in the UK applied to profits
for the year are as follows:

 

                                                                               2025       2024
                                                                                £          £
  Profit before tax for the year                                               8,751,932  8,340,310
  Expected tax at effective rate of corporation tax in the UK of 25% (2024:    2,187,983  2,085,078
 25%)
  Expenses not deductible for tax purposes                                     324,669    207,594
  Income not chargeable for tax purposes                                       (60,690)   (51,476)
  Share scheme deductions under Part 12 CTA 09                                 (94,614)   (63,173)
  Effects of overseas taxation                                                 80,276     86,289
  Adjustment for tax in respect of prior periods                               50,896     (24,602)
  Difference between IFRS 2 expense and deferred tax charge on share options   312,101    -
  Research and development tax credit                                          -          (118,250)
  Restriction of use of tax losses                                             -          145,263
  Movement in deferred tax not previously recognised                           -          (1,140,859)
  Recognition of deferred tax asset on losses previously unrecognised          -          (1,626,680)
                                                                               2,800,621  (500,816)

 

The Group has a net corporation tax receivable at the balance sheet date of
£891,621 (2024: £623,782), being the £895,897 current tax charge for the
year, less £1,034,559 payments made during the year, less a £100,000 tax
payable credit relating to a research and development claim and £10,157 of
foreign exchange differences relating to US corporation tax payments.

 

Deferred Tax

The analysis of deferred tax included in the financial statements at the end
of the year is as follows:

 

                                   2025       2024
                                    £          £
  Deferred tax assets
  Tax losses carried forward       -          1,513,556
  Unexercised share options        1,617,564  1,140,859
  Deferred tax assets              1,617,564  2,654,415

  Deferred tax liabilities
  Overseas temporary differences   (313,281)  (240,338)
 Deferred tax liabilities          (313,281)  (240,338)

  Net deferred tax asset           1,304,283  2,414,077

 

The deferred tax included in the Group income statement is as follows:

 

                                                                  2025         2024
                                                                   £            £
  Deferred tax asset recognised for losses                        (1,513,556)  (377,444)
  Deferred tax asset for deduction on unexercised share options   (312,101)    1,140,859
  Overseas temporary differences                                  (79,067)     (34,380)
 Total deferred tax (charge)/ credit                              (1,904,724)  729,035

 

 

The deferred tax asset movement is as follows:

                                                                                  Tax losses    Share options    Total
                                                                                  £             £                £
  At 1 January 2024                                                              1,891,000     -                1,891,000
  Movement on asset relating to tax losses                                       (377,444)     -                (377,444)
  Deferred tax asset for deduction on unexercised share options                  -             1,140,859        1,140,859
  At 31 December 2024                                                            1,513,556     1,140,859        2,654,415
  Movement on asset relating to tax losses                                       (1,513,556)   -                (1,513,556)
  Deferred tax asset for deduction on unexercised share options through profit   -             (312,101)        (312,101)
 and loss
  Deferred tax asset for deduction on unexercised share options through equity   -             788,806          788,806
 At 31 December 2025                                                             -             1,617,564        1,617,564

 

The deferred tax liability movement is as follows:

 

                                                         Overseas temporary differences    Total
                                                         £                                 £
  At 1 January 2024                                     219,921                           219,921
  Overseas timing difference on intangible assets       34,380                            34,380
  Exchange differences                                  (13,963)                          (13,963)
  At 31 December 2024                                   240,338                           240,338
  Overseas timing difference on intangible assets       79,067                            79,067
  Exchange differences                                  (6,124)                           (6,124)
  At 31 December 2025                                   313,281                           313,281

 

 

5.   EARNINGS per share

Basic earnings per share is calculated by dividing the result attributable to
ordinary shareholders by the weighted average number of shares in issue during
the year. The calculation of diluted EPS is based on the result attributable
to ordinary shareholders and weighted average number of ordinary shares
outstanding after adjusting for the effects of all dilutive potential ordinary
shares.  The Group's potentially dilutive securities consist of share
options.

 

                                                                      2025         2024
                                                                       £            £

  Profit after tax attributable to the owners of the parent Company   5,951,311    8,841,126

                                                                       Number       Number
  Denominator - basic
  Weighted average number of ordinary shares                          293,825,547  294,732,077

  Denominator - diluted
  Weighted average number of ordinary shares                          293,825,547  294,732,077
  Weighted average number of option shares                            17,435,377   13,415,329
  Weighted average number of shares                                   311,260,924  308,147,406

                                                                       Pence        Pence
  Basic earnings per share                                            2.03         3.00
  Diluted earnings per share                                          1.91         2.87

 

6.   Intangible assets

 

                          Goodwill        Customer database    Software    Development costs    Licenses    Domain names    Intellectual Property    Total
                          £               £                    £           £                    £           £               £                        £
  Cost
  At 1 January 2024      6,745,556       1,485,413            1,425,458   26,463,512           379,905     8,874           5,859,424                42,368,142
  Additions              -               -                    -           5,448,619            145,819     -               17,559                   5,611,997
  Disposals              -               -                    (147,142)   (1,297,884)          (48,629)    -               -                        (1,493,655)
  Exchange differences   (54,752)        -                    -           (121,850)            (213)       -               -                        (176,815)
  At 31 December 2024    6,690,804       1,485,413            1,278,316   30,492,397           476,882     8,874           5,876,983                46,309,669
  Additions              -               -                    -           7,918,688            224,129     -               10,101                   8,152,918
  Disposals              -               -                    -           (89,558)             (306,884)   -               -                        (396,442)
  Exchange differences   (81,626)        -                    -           (63,059)             -           -               -                        (144,685)
  At 31 December 2025    6,609,178       1,485,413            1,278,316   38,258,468           394,127     8,874           5,887,084                53,921,460

  Accumulated amortisation and impairment
  At 1 January 2024      1,650,000       1,485,413            1,416,818   18,479,931           194,971     8,874           5,859,424                29,095,431
  Amortisation charge    -               -                    8,640       3,793,684            204,935     -               1,767                    4,009,026
  Disposals              -               -                    (147,142)   (1,297,884)          (48,629)    -               -                        (1,493,655)
  Exchange differences   -               -                    -           (69,496)             (215)       -               -                        (69,711)
  At 31 December 2024    1,650,000       1,485,413            1,278,316   20,906,235           351,062     8,874           5,861,191                31,541,091
  Amortisation charge    -               -                    -           4,474,806            139,418     -               3,267                    4,617,491
  Disposals              -               -                    -           (89,558)             (306,884)   -               -                        (396,442)
  Exchange differences   -               -                    -           (36,520)             -           -               -                        (36,520)
  At 31 December 2025    1,650,000       1,485,413            1,278,316   25,254,963           183,596     8,874           5,864,458                35,725,620

  Net book value
  At 31 December 2024    5,040,804       -                    -           9,586,162            125,820     -               15,792                   14,768,578
  At 31 December 2025    4,959,178       -                    -           13,003,505           210,531     -               22,626                   18,195,840

 

 

7.   Share capital

Ordinary shares

 

                                             2025         2025     2024         2024
                                              Number       £        Number       £
  Ordinary shares issued and fully paid of   296,266,014  296,266  294,826,444  294,826
  0.1 pence each

 

The increase of 1,439,570 ordinary shares relates to the exercise of share
options during the year. The authorised number of shares at 31 December 2025
was 300,873,443 (31 December 2024: 300,873,443).

 

On 16 July 2024, following approval by the High Court of Justice, the Company
completed a share capital reduction, which included the cancellation of the
share premium account. The nominal value of each ordinary share was reduced
from £0.10 to £0.001. The capital reduction was registered with the
Registrar of Companies on 1 August 2024.

 

The cumulative change in the nominal difference of the issued share capital
was credited to retained earnings along with the entire share premium balance
as demonstrated in the consolidated statement of changes in equity.

 

The changes in issued shares, share capital and share premium as a result of
these events is shown below.

 

                              Issued shares  Share capital  Share premium  Total
                                              £              £              £
  At 1 January 2024           293,667,839    29,366,782     87,732,888     117,099,670
  Exercise of share options   1,158,605      115,861        35,455         151,316
  Capital reduction           -              (29,187,817)   (87,768,343)   (116,956,160)
  At 31 December 2024         294,826,444    294,826        -              294,826
  Exercise of share options   1,439,570      1,440          283,267        284,707
  At 31 December 2025         296,266,014    296,266        283,267        579,533

 

8.   SHARE BUYBACK

During the period the Group repurchased 6,604,256 ordinary shares with a
nominal value of 0.1 pence at a weighted average price of 42.03 pence per
share. The total cost was £2,775,895 inclusive of associated trading fees and
the shares are currently held at cost in the treasury share reserve within
equity.

 

9.   EVENTS AFTER THE REPORTING PERIOD

Subsequent to 31 December 2025, the Company completed the remaining £3.2m of
the £6.0m share buyback programme announced on 31 March 2025. All shares
purchased under the programme continue to be held in treasury.

 

On 3 March 2026, the Company announced a further share buyback programme of up
to £5.0m. Purchases under this programme commenced in March 2026.

 

These events occurred after the reporting period and therefore have not been
reflected in the financial statements for the year ended 31 December 2025.

 

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