REG - LBG Media PLC - Full year results
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RNS Number : 4105R LBG Media PLC 03 February 2026
3 February 2026
LBG Media plc
("LBG Media", the "Company" or "Group")
Full year results
FY25 revenue and profit in line with market expectations
Double-digit revenue growth and continued EBITDA growth
Accelerating investment in our growth to drive predictable revenues
LBG Media, whose purpose is to entertain and delight young adults making them
laugh, think and act, announces full-year results for the twelve months ended
30 September 2025 ("FY25" or "the period"). All figures relate to the
period, unless otherwise stated.
Strong performance
● Strong performance for Direct revenues (content for brands and media agencies
to reach young adults): revenues up 13% overall, including growth in Direct
U.S. (+29%) and Direct UK (+11%).
● Stabilisation of Indirect revenues (revenue-sharing agreements with social
media platforms that display adverts near our content and owned websites):
revenues up 1%, with growth on social platforms ("Social") offsetting lower
revenues from our websites ("Web"), as previously indicated.
● Building on our longstanding use of generative AI with investment in emerging
technology to drive further opportunities for productivity gains and client
engagement.
● Strengthening the leadership team and culture: building our leadership team
across LBG Media, with senior hires in the UK and U.S., to support the next
phase of LBG Media's growth.
● Repeat client revenue of 82% in FY25 in the Direct UK market (FY24: 78%)
● Unparalleled engagement and reach for our culturally relevant and commercially
effective content: global audience up to 509m (FY24: 503m).(1)
Financial Highlights
£m FY25 PF24(*) Growth (%)
Adjusted Group Revenue(**) 92.0 83.7 10%
Revenue
- Direct UK 30.0 27.0 11%
- Direct U.S. 18.6 14.5 29%
- Direct Ireland and Rest of World 1.1 2.4 (56%)
Total Direct 49.7 43.9 13%
- Indirect Social 25.3 22.5 12%
- Indirect Web 16.2 18.7 (13%)
Total Indirect 41.5 41.2 1%
- Other 1.0 1.1 (5%)
Total Group Revenue 92.2 86.2 7%
Adjusted EBITDA 25.2 24.5 3%
Adjusted EBITDA margin 27.4% 28.4% (100 ppts)
Profit before tax 14.0 14.5 (3%)
Cash and cash equivalents 30.8 27.2 13%
(*) Figures are based on unaudited pro forma numbers for the year ended 30
September 2024.
(**) Adjusted for the impact of ANZ and currency adjustments
● FY25 revenue and profit in line with market expectations, as previously
announced.
● Double-digit revenue growth and continued profit growth: revenue of £92.2m
(FY24 £86.2m), up 10% at constant currency(3), and adjusted EBITDA £25.2m
(FY24 £24.5m)(4), up 3%. In the UK, this was against a tough prior-year
comparator, as previously announced, with the men's football European
Championships generating approximately £3.5m of revenue in FY24 and higher
national insurance for UK employees adding additional cost.
● Strong cash performance: cash and cash equivalents at 30 September 2025 of
£30.8m, compared to £27.2m at 30 September 2024, with cash conversion of
93%(5). This includes a $5.5m earnout payment made in May 2025 to Betches. The
Group has no debt.
● Revenue reporting: to provide greater transparency on our growth strategy and
progress, we are disclosing additional revenue information. Revenue is now
presented across our four core revenue markets: Direct UK, Direct U.S.,
Indirect Web and Indirect Social.
Accelerating investment in growth
● We want to capitalise on the immediate opportunity in our U.S. and UK Direct
markets by accelerating our investment in areas such as senior leadership
capability and sales teams. Indirect revenues will remain central to our
business model and a critical component of why advertisers, major brands and
celebrities partner with us - to tap into our scale, brand recognition and
content relevance.
● As a result and as our revenue mix continues to evolve, we expect our higher
growth Direct revenue streams to make up an increasing proportion of Group
revenue (expected to exceed 50% of Group revenues and potentially reaching
70%), and anticipate Direct revenue growth to be in the low-to-mid teens
range, with margins before central costs in the mid-30% range. Our Indirect
revenues will remain an important part of our flywheel as we look to win
market share on premium social platforms and are expected to grow at a low
single-digit rate, with margins remaining above 50%.
● We anticipate this evolution in our revenue mix to make our performance more
predictable, with greater visibility on earnings because of the improved
pipeline and visibility in our Direct revenue streams.
● We expect absolute Group EBITDA margins to remain in line with consensus
reflecting higher growth in our Direct revenue streams and lower growth in our
Indirect revenue streams. Over time we expect margin improvements as we
benefit from operational leverage and higher-value IP is monetised across
multiple channels.
Current trading and outlook
● FY26 outlook: we are seeing increasing client engagement levels and a strong
pipeline for FY26 in our UK and U.S. Direct markets. The Board remains
confident of the growth outlook for FY26, reflecting LBG Media's appeal to
young adults through relevant and engaging content on premium digital
platforms. Global blue-chip brands are attracted to our model, which is
driving a healthy pipeline for global brands in the U.S. and the UK. Our net
cash position and cash generation supports selective acquisitions where we see
a compelling strategic fit.
● As outlined in detail above, we expect an acceleration of our investment in
the opportunity within our Direct revenue streams to evolve the revenue and
margin of our business to support more predictable performance with greater
visibility on earnings.
CEO, Solly Solomou commented:
"2025 was an important step forward for us as we build a scalable, compounding
model that drives predictable revenue growth. This is centred around our
market leadership with young adults, AI and data advantage, repeatable IP and
our U.S. platform. We have made excellent progress in the U.S., the world's
largest advertising market which is a multiplier for our growth. We now have 3
clients in the U.S. exceeding $1m revenues with a healthy pipeline of
near-term opportunities.
We are accelerating our investment to make the most of our healthy pipeline
and the opportunity from major brands who are looking to our scale, content
and appeal to reach young adults. Our strong cash generation supports this
investment and also selective add-on acquisitions where we see a compelling
strategic fit. Our positive momentum in our Direct revenue streams, progress
in the U.S., strong pipeline and audience engagement support the Board's
confidence of further progress in FY26."
Analyst Presentation
LBG Media will host a hybrid virtual and in-person analyst briefing at 9.30am
UK time, on 3 February 2026. To join the briefing virtually, please use the
following webcast link:
https://lbgmedia.co.uk/results-reports-presentations/interims-live-webcast
(https://lbgmedia.co.uk/results-reports-presentations/interims-live-webcast)
A recording of the presentation will also be available on the LBG Media
website at
www.lbgmedia.co.uk/results-reports-presentations/results-and-presentations
(http://www.lbgmedia.co.uk/results-reports-presentations/results-and-presentations)
following the event.
Notes
(Notes)
(1. By 2030, Gen Z is projected to be the wealthiest generation in every
region of the world (Source: GroupM. 'This Year, Next Year', 2024 Global
end-of-year forecast, WARC, global ad spend outlook 2024/5; NIQ, a report on
Gen Z spending power]).)
(2. Audience numbers reflect social followers, unique podcast listeners and
average monthly website users in the 12 months to 30 September 2025. The
percentage growth indicates the change compared to the corresponding period in
the previous year.)
(3. Revenue of £92.2m (FY24 £86.2m), up 10% at constant currency, includes
an adjustment for ANZ. On 8 November 2023, the Group announced changes to
the Group's operating model within ANZ, appointing a third-party partner (Val
Morgan Digital) to perform commercial operations in the region. Adjusted
Group Revenue represents statutory Group revenue adjusted to present revenue
on a constant currency basis and exclude Direct ANZ revenue. Constant currency
adjustments are applied to remove the impact of foreign exchange movements
between periods, using the same USD exchange rates as the prior period for
U.S. and Facebook income. This measure is used to provide a like-for-like
comparison of underlying Group revenue performance year on year.)
(4. Adjusted EBITDA - earnings before interest, tax, depreciation, and
amortisation adjusted for share-based payments (including employers NIC as
appropriate) and adjusting items. Adjusted EBITDA margin is adjusted EBITDA
divided by Group Revenue represented as a percentage.)
(5. Cash conversion is calculated as operating cash flow divided by adjusted
EBITDA.)
(6. LBG Media's 'flywheel' is taken to mean a virtuous circle, based on the
following factors: increasing scale among the young adult audience, combined
with LBG Media's culturally relevant content and brands (such as LADbible and
Betches), in turn supporting greater client demand and attractiveness to
celebrities. This 'flywheel' is supported by proprietary content creation
tools and AI technology.)
For further information, please contact:
LBG Media plc
Solly Solomou, Co-founder & CEO
investors@ladbiblegroup.com (mailto:investors@ladbiblegroup.com)
Dave Wilson, Executive Chair
Zeus (Nominated Adviser & Tel: +44 (0) 161 831 1512
Broker) www.zeuscapital.co.uk (http://www.zeuscapital.co.uk/)
Dan Bate / Kieran Russell (Investment Banking)
Benjamin Robertson (Equity Capital Markets)
Peel Hunt LLP (Joint Broker) Tel: +44 (0) 207 418 8990
Neil Patel / Benjamin Cryer / Alice Lane / Kate Bannatyne
www.peelhunt.com
For enquiries
FTI Consulting
LLP lbgmedia@fticonsulting.com (mailto:lbgmedia@fticonsulting.com)
Jamie Ricketts / Kwaku Aning / Jemima Gurney
Notes to editors
LBG Media entertains and delights young adults, making them laugh, think and
act. We do this by producing and distributing digital content such as
videos, editorial, images and audio through our brands, such as LADbible,
UNILAD, Betches and SPORTbible, which are dedicated to distinct popular
interests.
We help brands reach young adults on social media platforms, such as Facebook,
Instagram, Snapchat, X, YouTube and TikTok and our owned and operated
websites.
Engagement is at the heart of what we do - which comes through in our two main
revenue streams:
a We create bespoke content for blue-chip advertisers that gives them access to
a young adult audience that is hard to reach for traditional media players.
This is distributed across social media platforms and our owned and operated
websites. We call this 'Direct' revenue.
b Third parties - such as social media platforms - generate revenue by placing
advertising next to our content. We call this 'Indirect' revenue, and the
revenue is shared between the publisher, which is us, and the social media
platform.
LBG Media is listed on the AIM market of the London Stock Exchange (AIM: LBG).
Chair's Statement
On behalf of the board, I want to extend my thanks to every member of the LBG
team. Our progress in FY25 would not have been possible without the great
ideas, hard work and commitment of our team. I would also like to thank the
brands we partner with, our global audience and our shareholders for their
continued support and trust.
We delivered a strong financial performance in FY25, in line with market
expectations, with revenues up 10% at constant currency (12m v PF12m),
continuing profit growth and strong cash performance. On a statutory basis,
LBG Media increased revenues by 42% (12m v 9m) and adjusted EBITDA by 49% (12m
v 9m).
Our progress
We made significant progress in FY25, focusing on our three key growth lenses:
Direct, Indirect, and U.S. expansion. Our performance in the U.S., the world's
largest advertising market, was particularly strong, driven by increasing
demand from leading global brands.
Direct revenue, where we provide content marketing services to blue-chip
brands and media agencies to reach young adults, grew strongly. Direct revenue
was up 13% (12m v PF12m), including double-digit growth in both the U.S. and
UK. This demonstrates increasing demand for our specialised content and
campaigns that connect brands with our engaged young adult audience.
We also saw significant progress in the U.S., where we now have 3 clients
exceeding $1m (FY24: 1 client) with a healthy pipeline of near-term
opportunities. Partnerships with global brands including Dunkin' and PepsiCo
illustrate increasing demand to access our vast audience and capabilities in
the largest advertising market globally, the U.S. Our positive momentum has
continued in the three months from October to December 2025, providing a solid
foundation for FY26.
This year, we were delighted to launch Betches in the UK, an important step in
expanding our portfolio of community-driven brands. Alongside its UK launch,
Betches also introduced Betches Sport and Betches Style. These extensions have
helped contribute towards doubling the size of the business since acquisition
and have supported our continued expansion in the U.S.
Indirect revenue, where we share revenues with platforms and partners that
place adverts next to our content on social media and programmatically across
our owned and operated websites, grew 1% (12m v PF12m). As previously
announced, a strong performance on social platforms offset lower revenues from
our websites.
Board changes
In May, we were pleased to welcome Harry Stebbings to the Board as a
Non-Executive Director. Harry brings outstanding expertise as an investor and
media entrepreneur, having founded Twenty VC and The Twenty Minute VC, the
world's largest media platform in venture capital. His deep knowledge of
technology, innovation and digital engagement, combined with a global network
and proven track record in supporting high-growth businesses, will be valuable
to us as we pursue our strategic ambitions.
We announced on 6 January 2025 that Richard Flint had stepped down as
Non-Executive Director of the Company, effective 31 December 2024. Richard
decided to step down due to the growing time commitments from his other chair
roles and projects. The Board appreciates his significant contributions to the
Company throughout his tenure. His insights and guidance have been extremely
valuable, and we wish him all the best in his new role.
Richard Jarvis stepped down as CFO on 13 February 2025, while I moved into an
Executive Chair role on 22 January 2025, with a particular focus on supporting
the finance, legal and investor relations teams. The Board would like to thank
Richard for his contributions during his tenure and we wish him all the best
in the future. We are in the process of identifying an experienced CFO who
will join the Company as soon as practicably possible. Prior to the
appointment of the CFO, I will continue to fulfil my responsibilities as
Executive Chair, providing strong oversight of our finance and legal functions
and ensuring the stability and governance needed to support our growth as we
focus on delivering our strategy.
Accelerating investment in growth
We want to capitalise on the immediate opportunity in our U.S. and UK Direct
markets by accelerating our investment in areas such as senior leadership
capability and sales teams. Indirect revenues will remain central to our
business model and a critical component of why advertisers, major brands and
celebrities partner with us - to tap into our scale, brand recognition and
content relevance.
As a result and as our revenue mix continues to evolve, we expect our higher
growth Direct revenue streams to make up an increasing proportion of Group
revenue (expected to exceed 50% of Group revenues and potentially reaching
70%), and anticipate Direct revenue growth to be in the low-to-mid teens
range, with margins before central costs in the mid-30% range. Our Indirect
revenues will remain an important part of our flywheel as we look to win
market share on premium social platforms and are expected to grow at a low
single-digit rate, with margins remaining above 50%.
We anticipate this evolution in our revenue mix to make our performance more
predictable, with greater visibility on earnings because of the improved
pipeline and visibility in our Direct revenue streams.
We expect absolute Group EBITDA margins to remain in line with consensus
reflecting higher growth in our Direct revenue streams and lower growth in our
Indirect revenue streams. Over time we expect margin improvements as we
benefit from operational leverage and higher-value IP is monetised across
multiple channels.
Outlook
We are seeing increasing client engagement levels and a strong pipeline for
FY26 in our UK and U.S. Direct markets. The Board remains confident of the
growth outlook for FY26, reflecting LBG Media's appeal to young adults through
relevant and engaging content on premium digital platforms. Global blue-chip
brands are attracted to our model, which is driving a healthy pipeline for
global brands in the U.S. and the UK. Our net cash position and cash
generation supports selective acquisitions where we see a compelling strategic
fit.
As outlined in detail above, we expect an acceleration of our investment in
the opportunity within our Direct revenue stream to evolve the revenue and
margin of our business to support more predictable performance with greater
visibility on earnings.
Dave Wilson
Chair
2 February 2026
CHIEF EXECUTIVE OFFICER'S REVIEW
Entertaining and delighting young adults
LBG Media's purpose is to entertain and delight young adults making them
laugh, think and act. We do this through our attractive customer
proposition, centred around content that entertains, provokes thought and
drives action.
We are powered and energised by our mission; to empower young adults by
creating communities where they can laugh, think, and act. We have a
relentless focus on sharing, creating and curating content that delights our
audience. This approach has helped us reach an audience of 509m people
worldwide and positioned us at the forefront of two major trends: the rise of
digital advertising and the growing purchasing power of Millennials and Gen Z.
Today, LBG Media is the UK's fifth largest social and digital business by
reach. We have a growing presence and strong momentum in the U.S., the world's
largest advertising market.
We have a proven model that is shaped by our audience, the strength of our
brands, our appeal to blue-chip brands and celebrities, and the cultural
relevance of our content. Blue-chip, global companies and celebrities are
drawn to our ability to reach the young adult demographic through LBG Media's
diverse portfolio of brands, each dedicated to a specific popular interest.
We collaborate with blue-chip brands and social media platforms to generate
revenue through two main channels. First, our content serves as a means for
blue-chip brands and media agencies to reach young adults online, known as
'Direct' revenue. Second, we have revenue-sharing agreements with social media
platforms that display ads near our content and owned websites, referred to as
'Indirect' revenue.
Accelerating our growth strategy
We have invested in senior leadership capability as part of accelerating our
investment in growth, to capture the long-term structural opportunity in our
U.S. and UK Direct markets. We expect this evolution will make us a more
predictable business, with greater visibility of revenues and earnings.
In the U.S. we have made several high-profile appointments to bolster our
growth, including Bill Mulvihill as Executive Vice President, Partnerships
(formerly of Conde Nast, The Atlantic, Vanity Fair); Paul Josephsen as COO
(formerly of Consumable, Warner, and Group Nine); Maggie Milnamow as CCO
(formerly of Axel Springer, Business Insider, and The New York Times); and
Lauren Gibbons as SVP of Partnerships (formerly of Condé Nast and BDG). These
appointments enhance local execution and provide a scalable leadership
platform to capture demand in the substantial and attractive U.S. advertising
market. These senior appointments come alongside several high-calibre sales
hires.
To address the demand from blue-chip brands wanting to connect with young
adults, we have honed our focus on our Direct revenue streams, aiming to
expand and strengthen our relationships with existing clients, supported by a
strong pipeline. In the U.S., this reflects a large and attractive market
where we have a differentiated position, a healthy pipeline of new customers,
positive growth indicators and confirmatory customer feedback.
Indirect revenues will remain central to our business model and a critical
component of why advertisers, major brands and celebrities partner with us -
to tap into our scale, brand recognition and content relevance. Social media
platforms and age demographics are evolving. Our Millennial and Gen Z target
audience is projected to be the wealthiest generation worldwide by 2030. This
is a key reason why we will continue to invest in Indirect as we continue to
engage with key audience groups, while adapting to social media platform
changes and shifting our strategy to reflect changing audience behaviour and
monetisation trends.
As digital consumption continues to grow across Millennials, Gen Z and the
emerging Gen A cohort, the business is well positioned to engage these
audiences at scale through content and formats that remain culturally relevant
and commercially effective. Our ability to reach and influence hard-to-access
audiences across premium digital platforms remains a clear differentiator
versus our peers.
Tightening our flywheel
In FY25 we have begun tightening the LBG Media flywheel to bolster our market
leadership for young adults with a focus on five areas:
1. Rebuilding our engine around AI and first-party data;
2. Capitalising on the U.S. as a multiplier for LBG Media − by replicating
the UK model in the largest advertising market globally;
3. Applying our content, insight and monetisation engine to creators;
4. Building repeatable IP; and
5. Accelerating predictable, scalable revenues through Direct relationships.
Driving predictable revenues
We are making good early progress with our shift towards a more predictable
revenue mix. This is centred around five key themes:
1. Ongoing transition to Direct revenue and owned client relationships;
2. Focus on a defined group of top-tier clients with CMO-level relationships;
3. Growth of multi-year sponsorship and IP-led revenue;
4. Investment in high margin proprietary products; and
5. Measurement and data creating stickiness and repeat spend.
An exciting and expanding market
LBG Media is a dominant player in the fastest-growing segments of the digital
advertising market. LBG Media's serviceable addressable market is large and
growing, estimated to be £1.5bn. The market is expected to grow at
approximately 8.6% from 2025-2027, driven by a range of factors including
momentum in retail media and pureplay digital platforms.
We see five structural trends which support long-term growth and which we are
tapping into:
1. Young adult attention consolidating around a small number of global social
platforms. This spans well-known platforms such as YouTube and streaming
providers.
2. Ongoing shift from traditional media to social media and creator-led
formats. More than 70% of marketing budgets are digital, compared to around
50% five years ago.
3. AI is accelerating winners through speed, relevance and efficiency. We are
addressing this through our AI tools to improve engagement, monetisation and
client outcomes.
4. Rising Millennial and 'Gen Z' buying power. Millennials and especially Gen
Z, who make up our target audience of young adults born between 1997 and 2012,
are projected to be the wealthiest generation worldwide by 2030. Gen Z is
digitally native, with 94% of that age group using social media, and they
account for 17% of global expenditure. We continue to invest in reaching our
Millennial and Gen Z audiences who consume content across our brand portfolio
on social platforms and our owned platforms. Our strong engagement with these
groups is the main reason why global brands and celebrities choose to partner
with LBG Media. In addition, our proven capacity to develop and produce
compelling content with our proprietary tools positions us to connect with and
engage these audiences through our intellectual property, fostering brand
loyalty and authentic resonance with young adults. We have consistently shown
this by generating tens of billions of views and by engaging with and growing
our target audience.
5. U.S. market presents our largest and most scalable opportunity. Social
media advertising spend is expected to increase by 15.6% to $125bn in 2026,
according to EMARKETER's forecasts.
1 - Sources: CIL research, WARC, Global Ad Spend Outlook 2024/25 & NIQ, A
Report on Gen Z Spending Power, EMARKETERs.
Strategic progress
LBG Media enjoyed positive momentum through FY25, with double-digit revenue
growth. We have excellent momentum in the U.S., a strategically important
market for LBG Media that is significantly larger than the UK, supported by a
strong pipeline.
Our strategic progress reflects strong demand from blue-chip brands for LBG
Media's content and reach with young adults. Additionally, our distribution
model utilises scale across social platforms and owned websites to reach and
engage hundreds of millions of young people, supported by diverse revenue
streams and real-time data insights that enable effective targeting and
measurable advertiser outcomes. This combination of extensive reach, targeted
engagement, and insights sets LBG's distribution apart as best-in-class in the
digital media landscape. Our global audience has grown to 509m, up from 503m
in September 2024.
Direct (54% FY25 revenues)
Direct revenue is generated when we provide content marketing services to
blue-chip brands and media agencies, with direct engagement with the
advertiser.
Direct grew 13% (12m v PF12m) in FY25, including double-digit growth in the
U.S. and UK. In the UK this was against a tough prior-year comparator, as
previously indicated, with the men's football European Championships
generating approximately £3.5m of revenue in FY24.
Direct U.S.
Our impact in the world's largest advertising market in a short period of time
is testament to the strength of our value proposition to our customers.
Our clients include leading and global blue-chip brands such as Netflix,
Dunkin' Donuts, Boston Beer, PepsiCo and NYX Cosmetics.
We continue to see a particularly strong performance in the U.S. As proof of
our momentum, we now have 3 clients with annual revenues of more than $1m
(FY24: 1). LBG Media continues to deepen and build more strategic partnerships
with major brands and blue-chip advertisers.
In the U.S., we continue to see positive momentum with large brands and
blue-chip advertisers. Our U.S. audience grew to 143m (FY24: 141m).
The combination of LBG Media and Betches provides strong relationships with
advertisers and agencies, unmatched data and insights, and a highly talented
creative team. We now offer brands and agencies a "One Stop Shop" in the U.S.,
delivering integrated access to a highly engaged Gen Z and Millennial audience
across various platforms.
As previously announced, Betches met its revenue target for 2024, triggering a
$5.5m earnout, which was paid in May 2025.
Direct UK
In the UK, we now have 11 clients delivering more than $1m in annual revenue.
In July 2025, we launched Betches UK, bringing Betches' distinctive voice to
British audiences across TikTok and Instagram, while expanding on the brand's
status as a leading driver of cultural conversation on social media in the
U.S. Bringing Betches to the UK reflects our ambition as an entertainment
powerhouse to grow distinctive, community-led brands with global relevance in
an authentic way.
82% of our Direct revenue is on a repeat basis (FY24: 78%), underlining the
resilience of our model. Our brief conversion rate was 28% (FY24: 29%).
Indirect (45% FY25 revenues)
Indirect is where we generate revenue on social platforms ('Social') and from
our owned and operated websites ('Web').
As previously announced, we had a strong performance on social platforms
('Social') offsetting a decline in revenues from our websites ('Web'), due to
weaker referral volumes and a tough prior-year comparator.
Within our Social revenue stream, we continue to grow and scale our audience
in terms of size and engagement. Our total audience has grown to 509m, a 1%
increase compared to the same period last year (FY24: 503m), with the majority
of this growth driven by the U.S.
Within our Web revenue stream, management actions - including strengthening
the team and structure - are expected to support a recovery in the Web
business and bring extensive sector expertise and proven delivery. This
includes three senior appointments in our Web business: Nat Evans (Managing
Director, Web and Betches UK), Jo-Anne Rowley (Director of Editorial) and Mark
Holmes (Head of Sport and Gaming).
The evolution of editorial content to incorporate AI
One of LBG Media's differentiators is our AI and data advantage. We are
building on our longstanding use of generative AI with investment in emerging
technology to drive further opportunities for productivity gains and client
engagement. Our early traction is good and shows the impact of AI to improve
engagement, monetisation and client outcomes.
Editorial content is evolving to include AI-generated content with human-made
material, sometimes separately and sometimes seamlessly integrated. The value
of human-created content is not in doubt and will rise significantly in this
next chapter for content. This is compatible with the growing use of
AI-generated content.
We continue to invest in innovation across our content and tools to
continually improve our output and maintain high levels of engagement. This
includes Mission Control, our proprietary data platform tracking content
performance across web and social in real time, and EMMA (Editing Media
Management Assignment), our AI-enabled virtual traffic manager, which
streamlines workflows and saves over 4,000 hours annually.
Over the past year, we have also established an internal AI Steering Group to
identify and scale high-impact use cases across the business. Key initiatives
include LAD RADAR, a real-time engine for identifying emerging cultural trends
on social media; ARNOLD, an AI video tool that reduces manual spell-checking
from 69 days to 29 hours; and The Brief Unpacker, which helps Sales and
Strategy teams turn raw client briefs into clearer creative opportunities.
In addition, we have built an internal AI-powered company information system
integrating LADbible Group's core knowledge platforms, alongside an in-house
AI subtitling tool for our original content that removes the need for a
third-party provider.
LBG Media is well-positioned to capitalise on this shift, given our strong
position with the young adult audience and the depth of our distribution
channels. This gives us a tangible market advantage as we see an increase in
AI-generated content.
LBG Media has a clear direction of travel on AI and uses AI-generated material
as part of its editorial content. As an OpenAI enterprise customer, we are
already exploring how AI can drive efficiency, innovation, and creativity,
including tools that generate video from scripts and emerging breakthroughs in
dubbing, lip-syncing, and multilingual translation.
LBG Media operates one of the most engaging, socially native entertainment
platforms for young adults, powered by AI-enabled insights and scalable,
repeatable IP that supports predictable revenue. This model reduces exposure
to platform and AI disruption and positions the Group to capture an increasing
share in a growing market.
Platform for scaling
LBG Media has a scalable model that supports long-term, sustainable growth.
The strength of our leadership team, positive market dynamics and purpose-led
culture support the next phase of LBG Media's growth.
As a growing, cash-generative business, we will continue to assess acquisition
opportunities that support the long-term expansion of our audience engagement
and reach. We have a healthy acquisition pipeline and a strong balance sheet
and cashflow to support acquisitions that fit our long-term strategy.
In the period, we have made several high-calibre hires which have
significantly strengthened our senior leadership bench. As previously
announced:
● Victoria Bickle has joined as Managing Director of Client Solutions, bringing
a wealth of experience in commercial strategy.
● Nick Speakman, formerly Head of Social at Manchester United, is now our
Director of Social, helping to drive audience growth and engagement.
● Simon Champion has come on board as Chief Business Officer. Simon was
previously CEO at Boxpark and brings deep expertise in scaling innovative
businesses.
● Trudi Sunderland is our new Human Resources Director.
As part of our accelerated investment in growth, we continue to make targeted
senior hires to strengthen the organisation and support future growth. During
this period, we have invested in our U.S. ($3.5m) and Web (£0.6m) businesses:
● The U.S. remains a key growth market and a major strategic focus, and we have
increased management bandwidth and bench strength through several high-profile
appointments, alongside several high-calibre sales hires. We are pleased to
welcome Bill Mulvihill as Executive Vice President, Partnerships formerly of
Conde Nast, The Atlantic, Vanity Fair; Paul Josephsen as COO, formerly of
Consumable, Warner, and Group Nine; Maggie Milnamow as CCO, previously at Axel
Springer, Business Insider, and The New York Times; and Lauren Gibbons as SVP
of Partnerships, formerly of Condé Nast and BDG. These appointments enhance
local execution and provide a scalable leadership platform to capture demand
in the substantial and attractive U.S. advertising market.
● We have also made significant investments in our Web business with three
senior appointments: Nat Evans joined us as Managing Director, Web and Betches
UK; Jo-Anne Rowley as Director of Editorial; and Mark Holmes as Head of Sport
and Gaming, each bringing extensive sector expertise and proven delivery.
We believe that each of these strategic investments position the Group to
increase market share, promote sustainable growth, and continue to entertain
and delight young adults, making them laugh, think and act.
Purpose-driven work and awards
LBG Media has a purpose-driven culture.
In November 2025, we launched LADbible Youth Census 2025 - the most extensive
study of its kind, surveying over 6,500 Gen Zs and 1,800 Millennials across
the UK. The study offered an insight into and the most comprehensive snapshot
of what defines Britain's digital-first generation.
Our new campaign, 'For F*cks Sake,' ('FFS') was launched to break the silence
around porn and promote honest, responsible conversations about sex.
Collaborating with Fumble, Movember, and Jordan Stephens, this multi-platform
initiative seeks to bridge the gap between pornography and real life-the
disparity between actual sex experiences and online portrayals.
As an example of our culture in practice, LBG Media partnered with the Royal
National Institute of Blind People ('RNIB') for the Blind Hijackers campaign,
to tackle misconceptions about blindness through creator stories and an
exclusive episode of one of our factual original formats, Honesty Box. By
spotlighting creators and leveraging subbrands, the campaign shattered
stereotypes and challenged societal perceptions. It also demonstrated how
audiences connect better when popular media formats are accessible to all.
This resulted in a +7PP perception shift that blind and partially sighted
people can lead as full a life as fully sighted people.
We also partnered with Women's Aid to launch a powerful campaign aimed at
raising awareness of coercive control and domestic abuse among younger
audiences. Using LADbible's platform to reach millions, the campaign leveraged
the aspirational 'van life' trend, juxtaposing curated social media moments
with the harsh reality of abuse. Built for social platforms and optimised for
sharing, it combined emotional storytelling with platform-native formats to
drive virality whilst encouraging victims to seek support.
This year reinforced the strength of our creative and commercial teams and the
purpose that sits at the heart of the business. We were named Commercial Team
of the Year at the Campaign UK Media Awards, and our work continued to stand
out across multiple disciplines. In Ireland, LADbible Ireland was named Best
Brand at the Digital Media Awards 2025, alongside a Gold award for Best Use of
Video for the Obey Your Instinct campaign with Orchard Thieves and Heineken.
Our partnership with The King's Trust earned the Marketing and Media
Excellence Award. Since 2018, LBG Media has helped the Trust reach young
audiences, from being their official social partner at the annual Awards,
hosting red carpets, surprising winners, to creating LADnation reports that
reveal insights into youth careers and futures. Together, we highlight
important issues, provide opportunities, and inspire positive change in the
lives of young people.
These achievements and our partnerships reflect more than creative strength;
they show how a business built to highlight important issues, provide
opportunities and inspire positive change in the lives of young people while
delivering work that resonates with our audiences and partners.
Solly Solomou
Chief Executive Officer
Our investment case
LBG Media's investment case is centred around six key strengths:
1. A large, growing market. LBG Media is embedded in the fastest-growing part of
the market. Our addressable market is estimated to be $1.5 billion and is
forecast to grow at approximately 8.6% from 2025 to 2027.
2. A proven, pureplay digital model. LBG Media benefits from strong demand
from blue-chip brands to reach young adults through engaging content. LBG
Media's portfolio of brands, based on distinct interests, drives engagement
with our audience.
3. U.S. Opportunity. LBG Media has momentum with leading blue-chip brands in
the U.S., the largest advertising market globally.
4. Scalable, diversified model. LBG Media's leadership structure and culture
support the next phase of LBG Media's growth across diversified revenue
streams.
5. Continued Innovation. The business is using content-driven AI and Generative
AI to improve our speed and efficiency.
6. Acquisition strategy. Our robust cash flow and strong balance sheet enable us
to pursue selective bolt-on acquisitions that align well with our strategic
goals. We remain committed to pursuing strategic M&A and we have
established a robust, active pipeline. As demonstrated by our successful
partnership with Betches, we plan to structure these transactions with
earnouts, ensuring alignment of interests and shared success going forward.
The purchase of Betches exemplifies how we acquire assets that support our
long-term objective of expanding our audience, increasing engagement and
attracting blue-chip brands.
Financial report
STRONG revenue growth and continued profit growth
UNAUDITED PROFORMA
Year ended 9 months ended Year ended 12 months ended Change
30 Sept 25
30 Sept 24
30 Sept 25
30 Sept 24
12m v 12m
£'000
£'000
£'000
£'000
%
Revenue 92,225 64,945 92,225 86,245 7%
Adjusted EBITDA 25,249 16,929 25,249 24,475 3%
Profit before tax 14,024 12,139 14,024 14,469 (3%)
Closing cash 30,837 27,174 30,837 27,174 13%
Cash generated from operations 23,286 20,264 23,286 25,817 (10%)
Cash conversion 93% 120% 93% 105%
Financial KPIs
Adjusted EBITDA as a % of revenue 27.4% 26.1% 27.4% 28.4%
Profit before tax as a % of revenue 15.2% 18.7% 15.2% 16.8%
Non-financial KPIs
Global audience* (m) 509 503 509 503 1%
Brief conversion 28% 29% 28% 29%
Daily web sessions (m) 4.0 5.3 4.0 5.0 (20%)
Web yield per 1k sessions (£) 10.20 10.01 10.20 10.07 1%
* Global audience reflects social followers, unique podcast listeners
and average monthly website users in the period.
Highlights & KPIs
The Group delivered a strong financial performance for the year ended 30
September 2025, its first full 12-month reporting period following the change
in year end. On a 12-month pro forma basis, revenue increased by 7% and EBITDA
increased by 3%, reflecting continued progress against the Group's diversified
growth strategy and disciplined execution. Profit before tax decreased by 3%
year-on-year. Investment in the U.S. and audience development, together with
prudent cost control and strong cash generation, has further strengthened the
Group's financial position and provides a solid platform for sustainable
growth and resilience in FY26.
The following highlights and key performance indicators ('KPIs') demonstrate
the Group's sustained progress and momentum over the year.
Given that the comparative statutory period covered only 9 months, percentage
movements have been presented on a like-for-like basis, comparing the 12
months ended 30 September 2025 with the 12 months ended 30 September 2024, to
provide a more meaningful reflection of underlying performance.
Total revenue increased to £92.2m (FY24 (9m): £64.9m), reflecting strong
trading momentum across the Group. Unaudited proforma revenue grew by 7%, from
£86.2m to £92.2m, driven by continued expansion in Direct revenue and
further traction from U.S. operations.
Adjusted EBITDA increased to £25.2m (FY24 (9m): £16.9m). On a like-for-like
basis, comparing the 12 months ended 30 September 2025 with the unaudited
proforma 12 months ended 30 September 2024, Adjusted EBITDA rose 3% to £25.2m
(FY24 (12m): £24.5m), reflecting revenue growth and continued investment to
support expansion, particularly in the U.S. Adjusted EBITDA margin remained
strong at 27.4% (FY24 (9m): 26.1%). On a like-for-like 12-month basis, the
margin was 27.4% compared with 28.4%. The slight reduction year-on-year
reflects the Group's strategic investment in scaling U.S. operations and
enhancing content and commercial capabilities, while maintaining robust
profitability.
The Group closed the year with £30.8m of cash (FY24: £27.2m). Cash generated
from operations was £23.3m, with a cash conversion rate of 93%.
Change to accounting reference date
As announced on 24 July 2024, the Group adopted 30 September as its accounting
year-end. The current reporting period represents a full
12 months from 1 October 2024 to 30 September 2025. The comparative period
covers the 9 months ended 30 September 2024, which was a transitional period
following the change in year-end from 31 December.
Accordingly, the statutory financial statements present results for the
12-month period ended 30 September 2025 compared with the 9-month period ended
30 September 2024. To provide a more meaningful year-on-year comparison of the
Group's underlying performance, this announcement also includes unaudited pro
forma financial information on a like-for-like 12-month basis, comparing the
12 months ended 30 September 2025 with the 12 months ended 30 September 2024.
This supplementary information, derived from the Group's management accounts
for the relevant periods, does not form part of the audited financial
information. Additional detail, including segmental analysis, key assumptions
and reconciliations to the statutory financial statements, is presented in
the accompanying notes.
Financial Review
UNAUDITED PROFORMA
Revenue Year ended 9 months ended Year ended 12 months ended Change 12m v 12m
30 Sept 25
30 Sept 24
30 Sept 25
30 Sept 24
%
£'000
£'000
£'000
£'000
Direct UK 29,952 20,957 29,952 26,963 11%
Direct U.S. 18,643 12,387 18,643 14,493 29%
Direct Ireland and Rest of World 1,085 1,099 1,085 2,464 (56%)
Direct 49,680 34,443 49,680 43,920 13%
Indirect Social 25,252 15,064 25,252 22,542 12%
Indirect Web 16,220 14,304 16,220 18,651 (13%)
Indirect 41,472 29,368 41,472 41,193 1%
Other 1,073 1,134 1,073 1,132 (5%)
Total Revenue 92,225 64,945 92,225 86,245 7%
Adjusted Revenue 91,995 83,695 10%
Total Group Revenue
Total Group revenue for the year ended 30 September 2025 increased to £92.2m
(FY24 (9m): £64.9m), demonstrating strong operational performance following
the transition to a 30 September year-end.
On a like-for-like basis, comparing the 12 months ended 30 September 2025 with
the unaudited proforma 12 months ended 30 September 2024, revenue grew by 7%,
from £86.2m to £92.2m, reflecting continued momentum across both Direct and
Indirect revenue streams. This performance highlights the growing appeal of
our offering to advertisers and the strategic value we deliver to clients
through our data-driven, multi-platform model.
On a constant currency basis, Group revenue increased by 10%, reflecting the
impact of foreign exchange movements, primarily in the U.S.
The Group's revenue mix remains well balanced, with Direct revenue accounting
for 54% and Indirect revenue contributing 45% of total revenue for the year.
This diversification continues to underpin the resilience of our model,
providing stability across differing market conditions and enabling us to
capture growth opportunities across multiple channels and geographies.
The combination of sustained audience growth, and the continued expansion of
our U.S. operations provides a strong foundation for future revenue growth.
Supported by investment in content, technology, and data capabilities, the
Group remains well positioned to deliver consistent performance and long-term
value creation.
Direct Revenue
Direct revenue continued to perform strongly, increasing to £49.7m (FY24
(9m): £34.4m). On a like-for-like basis, comparing the 12 months ended 30
September 2025 with the unaudited proforma 12 months ended 30 September 2024,
Direct revenue grew by 13% to £49.7m (FY24 (12m): £43.9m), reflecting both
organic expansion and enhanced commercial capabilities across our key markets.
The Group continued to capitalise on major cultural and sporting moments,
delivering branded campaigns that reinforced our position as a trusted partner
for advertisers. Direct revenues were driven primarily by the UK and U.S.,
with Ireland and other international markets contributing £1.1m in FY25 (FY24
(12m): £2.5m).
Direct UK
Direct UK revenue increased to £30.0m (FY24 (9m: £21.0m). On a like-for-like
basis, comparing the 12 months ended 30 September 2025 with the unaudited
proforma 12 months ended 30 September 2024, Direct UK revenue increased by 11%
to £30.0m (FY24 (12m): £27.0m). Performance remained resilient as we
deepened relationships with blue-chip partners and strengthened our role in
their long-term marketing strategies, benefitting from continued shifts in
spend toward digital-first channels.
Direct U.S.
Direct U.S. revenue increased to £18.6m (FY24 (9m): £12.4m). On a
like-for-like basis, comparing the 12 months ended 30 September 2025 with the
unaudited proforma 12 months ended 30 September 2024, Direct U.S. revenue
increased by 29% to £18.6m (FY24 (12m): £14.5m).
Growth was supported by continued progress in the U.S., where the number of
clients with campaign spend exceeding $1m has increased to 3 (FY24 (12m): 1),
evidencing the growing maturity of our client base.
Indirect Revenue
Indirect revenue increased to £41.5m for the year ended 30 September 2025
(FY24 (9m): £29.4m), supported by solid performance across both social and
web channels. On a like-for-like basis, comparing the 12 months ended 30
September 2025 with the unaudited proforma 12 months ended 30 September 2024,
Indirect revenue grew to £41.5m (FY24 (12m): £41.2m).
Indirect Social
Indirect Social revenue increased to £25.3m (FY24 (9m): £15.1m). On a
like-for-like basis, comparing the 12 months ended 30 September 2025 with the
unaudited proforma 12 months ended 30 September 2024, Indirect Social revenue
increased by 12% to £25.3m (FY24 (12m): £22.5m). Growth reflected improved
platform stability and engagement following changes to social platform
commercial models in the prior year, supported by the Group's diversified
social distribution and strong audience engagement.
Indirect Web
Indirect Web revenue increased to £16.2m (FY24 (9m): £14.3m). However, on a
like-for-like basis, comparing to the unaudited proforma 12 months ended 30
September 2024, Indirect Web revenue decreased by 13% to £16.2m (FY24 (12m):
£18.7m). The reduction primarily reflected weaker referral volumes and a
tough prior-year comparator.
UNAUDITED PROFORMA
Net operating expenses Year ended 9 months ended Year ended 12 months ended Change 12m v 12m
30 Sept 25
30 Sept 24
30 Sept 25
30 Sept 24
%
£'000
£'000
£'000
£'000
Content costs 17,612 10,847 17,612 14,408 22%
Overhead costs 14,891 11,403 14,891 13,913 7%
Payroll costs 34,473 25,766 34,473 33,449 3%
Share-based payment costs 1,950 733 1,950 1,493 31%
Amortisation, depreciation and impairment 4,803 3,634 4,803 5,312 (10%)
Fair value movement in contingent consideration 3,220 - 3,220 - -
Adjusting items 1,592 - 1,592 2,703 (41%)
Total Group net operating expenses 78,541 52,383 78,541 71,278 10%
Net operating expenses increased in the year, reflecting the longer reporting
period and continued investment in people, content and technology to support
the Group's long-term growth. These strategic investments were partly offset
by efficiency initiatives and tighter cost control introduced during the year,
which helped moderate the rate of cost growth without limiting the Group's
ability to scale capability.
On a 12m v 9m basis, the higher cost base mainly reflects the full-year impact
of prior-year hiring, increased content production, inflationary pressures and
higher marketing and platform-related spend. Efficiency measures across
production workflows, commercial operations and supplier management helped
moderate the overall increase.
On a 12m v 12m unaudited pro forma basis, net operating expenses increased by
10%, driven by planned investment in talent, product development and audience
growth. Savings from improved operating processes and more effective resource
deployment helped offset inflation and maintain cost discipline.
Looking ahead, management remains focused on balancing targeted investment
with ongoing efficiency measures to support margin resilience and sustainable
growth.
Share-based payment charges
Share-based payment charges increased by £1.3m in the year to £2.0m (FY24
(9m): £0.7m). The increase reflects both the introduction of new share-based
incentive schemes during FY25 and a modification to existing schemes, under
which certain share price targets were replaced with revenue-based performance
targets to better align incentives with the Group's strategic priorities (see
note 20 for further details).
Amortisation and depreciation
Depreciation and amortisation charges for the year ended 30 September 2025
totalled £4.8m (FY24 (9m): £3.6m). When normalised for the extended
reporting period, these charges remained consistent year-on-year.
Depreciation amounted to £2.4m (FY24 (9m): £1.8m), relating primarily to the
Group's right-of-use assets.
Amortisation was £2.4m (FY24 (9m): £1.8m), largely relating to the
amortisation of intangible assets arising from the Betches acquisition, as
well as ongoing amortisation of internally developed software and social media
pages.
Adjusting items
Adjusting items represent costs that are not indicative of the Group's
underlying operating performance and are therefore adjusted to ensure
consistency and comparability between reporting periods. These totalled £1.6m
in the year ended 30 September 2025 (FY24 (9m): £nil), comprising the
following:
● £1.2m of one-off exceptional costs relating to professional fees incurred as
part of a comprehensive review of the Group's corporate structure. These costs
are non-recurring in nature and have been presented separately to provide a
clearer view of underlying trading performance.
● £0.4m of costs associated with the departure of the Chief Financial Officer.
Contingent consideration
The Group also recognised additional contingent consideration of £3.2m in
relation to the acquisition of Betches Media, reflecting updated expectations
of future performance against earn-out targets. This non-cash fair value
adjustment, recognised in accordance with IFRS 9, is excluded from underlying
operating profit due to its acquisition-related nature.
Adjusted EBITDA
Adjusted EBITDA rose to £25.2m (FY24 (9m): £16.9m). On a like-for-like
basis, comparing the 12 months ended 30 September 2025 with the unaudited
proforma 12 months ended 30 September 2024, Adjusted EBITDA increased by 3% to
£25.2m (FY24 (12m): £24.5m), reflecting revenue growth alongside continued
investment-particularly in the U.S.-to build capability for future expansion.
While operating costs increased at a faster rate than revenue, this primarily
reflects the planned investment to scale the business, with efficiency
initiatives helping to mitigate, but not eliminate, the impact of this
growth-focused investment.
Adjusted EBITDA margin remained strong at 27.4% (FY24 (9m): 26.1%). On a
like-for-like 12-month basis, the margin was 27.4% compared with 28.4% in the
unaudited proforma 12 months ended 30 September 2024. The slight reduction
reflects the Group's ongoing investment to scale its U.S. operations and
strengthen content and commercial capabilities, while maintaining a robust
level of profitability. This demonstrates the Group's ability to balance
growth investment with disciplined financial management, positioning it well
for sustainable margin performance in future periods.
Adjusted EBITDA is used for internal performance analysis to assess the
execution of our strategy and is a benchmark that has been used by management
and the investment community to assess the performance of the Group. As such,
management believe that this adjusted measure is an appropriate measure to
assess the performance of the Group. Note that using Adjusted EBITDA produces
a materially different result to the most closely related GAAP measure, being
Profit Before Tax. It is therefore important to understand the nature of any
adjusting items.
Net finance costs
Net finance costs decreased by £0.2m to £0.7m (FY24 (9m): £0.9m).
The reduction primarily reflects a lower unwinding of the discount on the
contingent consideration liability, following an additional earnout payment to
the Betches founders during the year which reduced both the liability and
associated finance charge. The decrease was further supported by higher bank
interest income within the year, driven by the effective use of money market
deposits to generate interest on surplus cash balances.
Share of joint ventures
The Group's share of profit from joint ventures amounted to £1.1m for the
year ended 30 September 2025 (FY24 (9m): £0.5m). This increase reflects the
continued growth and improved profitability of Pubity Group Ltd, which has
also focused on establishing its brand presence in the U.S. market through the
incorporation of Pubity Group LLC.
Profit before tax
Profit before tax for the year ended 30 September 2025 increased to £14.0m,
an increase of £1.9m from the prior period (FY24 (9m): £12.1m). This
improvement was driven by strong revenue growth and continued focus on cost
efficiency.
Taxation
The tax charge for the year was £3.4m (FY24 (9m): £3.2m). The effective tax
rate for the year is 24%.
Balance sheet
As of 30 September 2025, the balance sheet shows a strengthened financial
position, with total assets increasing by £4.7m to £101.8m (FY24: £97.1m).
The year-on-year increase reflects strong trading performance, improved cash
generation and higher trade receivables, partially offset by reductions in
goodwill, PPE and the settlement of inventory balances.
The Group continues to benefit from a strong liquidity position and remains
free of bank facility debt.
Total liabilities reduced to £21.2m (FY24: £24.0m), a decrease of £2.8m.
Non-current liabilities fell to £3.0m (FY24: £6.0m), driven by lower lease
liabilities following scheduled repayments and the reclassification of certain
contingent consideration balances from non-current to current as they approach
their expected settlement date. Current liabilities increased modestly to
£18.2m (FY24: £18.0m), reflecting higher trade and other payables, partly
offset by lower lease and tax liabilities.
Total equity increased to £80.7m (FY24: £73.2m), an uplift of £7.5m,
reflecting retained earnings growth in the year.
Cashflow and cash position
The Group delivered a solid cash performance in the year, with a net increase
in cash and cash equivalents of £3.7m (FY24 (9m): £11.7m). Cash at 30
September 2025 was £30.8m (FY24: £27.2m), and the Group continues to operate
with no bank debt, providing a strong liquidity position to support ongoing
investment and growth.
Cash generated from operations was £23.3m (FY24 (9m): £20.3m). This reflects
strong underlying profitability, with operating profit of £13.7m (FY24 (9m):
£12.6m), together with non-cash items including depreciation of £2.4m,
amortisation of £2.4m and £1.9m of equity-settled share-based payments.
Working capital movements included a £2.4m increase in trade and other
payables, partly offset by a £1.9m increase in trade and other receivables,
mainly driven by timing of year-end billing and cash collections.
Tax paid increased to £7.9m (FY24 (9m): £2.6m), reflecting higher
profitability and the phasing of instalments.
Net cash used in investing activities was £5.4m (FY24 (9m): £4.1m). This
primarily comprised £4.3m of contingent consideration payments relating to
the Betches acquisition (FY24 (9m): £3.1m), together with modest ongoing
investment in intangible assets (£0.4m) and property, plant and equipment
(£0.5m).
Net cash used in financing activities was £6.2m (FY24 (9m): £1.8m). The main
outflows related to £4.0m of own-share purchases by the Employee Benefit
Trust and £2.1m of lease payments, alongside interest paid of £0.2m. These
outflows were partly offset by £0.1m of lease deposits received.
Overall, the Group's strong cash generation, low capital intensity and
debt-free position provide a resilient platform to support future investment
in growth initiatives.
Solly Solomou
Chief Executive Officer
Unaudited Proforma Statement of Comprehensive Income
The unaudited proforma consolidated statement of comprehensive income has been
included as supplementary information to provide a like-for-like comparative
view of the Group's performance following the change in financial year-end. It
is intended to enhance understanding of the Group's annual performance. This
proforma information is unaudited and does not constitute part of the audited
financial information. Selected income statement data has been sourced from
the Group's management accounts for the comparative periods. Additional notes,
including segmental analysis and key assumptions underlying the proforma
income statement, are detailed below.
AUDITED UNAUDITED UNAUDITED
Note 9 months ended Plus 3 months ended 12 months ended
30 Sept 24
31 Dec 23
30 Sept 24
£'000
£'000 £'000
Revenue 8 64,945 21,300 86,245
Net operating expenses (52,383) (18,895) (71,278)
Operating profit 12,562 2,405 14,967
Analysed as:
Adjusted EBITDA 16,929 7,546 24,475
Depreciation (1,814) (786) (2,600)
Amortisation (1,820) (574) (2,394)
Asset impairment and release of related liabilities - (318) (318)
Share-based payments charge (733) (760) (1,493)
Adjusting items 9 - (2,703) (2,703)
Group operating profit 12,562 2,405 14,967
Finance income 289 58 347
Finance costs (1,217) (351) (1,568)
Net finance costs (928) (293) (1,221)
Share of post-tax profits of equity accounted joint venture 505 218 723
Profit before taxation 12,139 2,330 14,469
Income tax expense (3,185) (1,805) (4,990)
Profit for the financial year attributable to equity holders of the Company 8,954 525 9,479
Currency translation differences (net of tax) (1,562) (1,039) (2,601)
Profit and total comprehensive income for the financial year attributable to 7,392 (514) 6,878
equity holders of the Company
Basic earnings per share (pence) 10 4.3 0.3 4.6
Diluted earnings per share (pence) 10 4.1 0.2 4.3
Basis of preparation for proforma disclosure
1. Unaudited purpose of proforma disclosure
The proforma statement of comprehensive income has been prepared to provide
stakeholders with comparative information on a like-for-like basis following
the Group's change in financial year-end from 31 December to 30 September.
The proforma disclosure presents results for the 12-month period from 1
October 2023 to 30 September 2024, enabling meaningful comparison with the
current statutory financial year, which also covers a 12-month period. The
proforma information is intended to enhance understanding of the Group's
underlying performance and is provided for illustrative purposes only.
2. Unaudited basis of preparation
The proforma statement of comprehensive income has been prepared in accordance
with International Financial Reporting Standards (IFRS) as adopted by the
United Kingdom. The accounting policies applied are consistent with those used
in the statutory financial statements.
Key assumptions in the proforma statement of comprehensive income include the
consistent application of the effective tax rate used in prior financial years
and uniform treatment of share-based payments across the proforma period.
Adjusting items have been included in the proforma disclosure, with each item
allocated to the period in which it was incurred. This approach provides a
realistic view of the Group's financial performance, reflecting all
significant items impacting operations during the 12-month period.
3. Unaudited revenue and expense allocation
Revenue recognition has been applied consistently across both the statutory
and proforma periods, in line with IFRS 15 guidelines. Revenue streams have
been allocated across the proforma period according to performance
obligations.
Operating expenses, including direct and indirect costs, have been allocated
on a basis consistent with the statutory period.
4. Unaudited adjusting items
Adjusting items during the reporting period are reflected in the proforma
statement of comprehensive income based on the actual period in which they
were incurred. Detailed notes accompany the proforma statement of
comprehensive income, outlining the nature and timing of each adjusting item
to enhance transparency and clarity for users.
5. Unaudited taxation
A blended effective tax rate has been applied across the proforma period to
reflect relevant tax rates for each segment.
For the 12-month proforma period ending 30 September 2024, a blended rate
combining the FY23 rate and the rate applicable to the statutory 9-month
period has been applied, providing a representative tax view across the
proforma period.
6. Unaudited share-based payments
Share-based payments have been calculated and applied consistently throughout
the proforma period, using the same valuation methodologies and recognition
criteria as in prior periods, ensuring comparability with statutory accounts.
7. Unaudited presentation of comparative information
The proforma statement of comprehensive income is presented as supplementary
information and does not form part of the Group's statutory financial
statements. The proforma information relates solely to the 12-month period
from 1 October 2023 to 30 September 2024 and has been prepared to provide a
like-for-like comparative basis following the change in the Group's financial
year-end.
Disclosures
8. Unaudited revenue
AUDITED UNAUDITED UNAUDITED
9 months ended Plus 3 months ended Year ended
30 Sept 24
31 Dec 23
30 Sept 24
£'000
£'000 £'000
Revenue
Direct UK 20,957 6,006 26,963
Direct U.S. 12,387 2,106 14,493
Direct Other 1,099 1,365 2,464
Direct 34,443 9,477 43,920
Indirect Social 15,064 7,478 22,542
Indirect Web 14,304 4,347 18,651
Indirect 29,368 11,825 41,193
Other 1,134 (2) 1,132
64,945 21,300 86,245
9. Unaudited adjusting items
A breakdown of adjusting items is provided below.
AUDITED UNAUDITED UNAUDITED
9 months ended Plus 3 months ended Year ended
30 Sept 24
31 Dec 23
30 Sept 24
£'000
£'000 £'000
Costs associated with business reorganisations - 1,629 1,629
Acquisition related fees - 1,141 1,141
One-off retention payment in 2023 - - -
U.S. set-up costs - - -
Tax (credits)/settlements - (67) (67)
- 2,703 2,703
10. Unaudited EPS
AUDITED UNAUDITED
9 months ended Year ended
30 Sept 24
30 Sept 24
£'000
£'000
Basic Earnings per share
Earnings, £m 8,954 9,479
Number of shares (m) 209.1 208.4
Earnings per share, pence 4.3 4.6
Diluted Earnings per share
Earnings, £m 8,954 9,479
Number of shares (m) 217.7 217.7
Earnings per share, pence 4.1 4.4
Financial information
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Year ended 30 September 2025
Note Year ended Period ended
30 September 2025 30 September 20241
£'000 £'000
Revenue 4 92,225 64,945
Net operating expenses 6 (78,541) (52,383)
Operating profit 13,684 12,562
Analysed as:
Adjusted EBITDA2 25,249 16,929
Depreciation 11 (2,417) (1,814)
Amortisation 10 (2,386) (1,820)
Equity-settled share-based payments charge 20 (1,851) (566)
Cash-settled share-based payments charge 20 (99) (167)
Fair value movement in contingent consideration 27 (3,220) -
Adjusting items 6 (1,592) -
Group operating profit 13,684 12,562
Finance income 8 471 289
Finance costs 8 (1,190) (1,217)
Net finance costs (719) (928)
Share of post-tax profits of equity-accounted joint venture 13 1,059 505
Profit before taxation 14,024 12,139
Income tax expense 9 (3,404) (3,185)
Profit for the financial year attributable to equity holders of the Company 10,620 8,954
Currency translation differences (net of tax) (12) (1,562)
Profit and total comprehensive income for the financial year attributable to 10,608 7,392
equity holders of the Company
Basic earnings per share (pence) 7 5.1 4.3
Diluted earnings per share (pence) 7 5.0 4.1
1. The comparative figures relate to a nine-month period ended 30
September 2024 following a change in the Group's accounting period and are
therefore not directly comparable to the current period.
2. Adjusted EBITDA is an Alternative Performance Measure. Definitions and
reconciliations are set out in the Alternative Performance Measures ('APMs')
section in the Annual Report.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 September 2025
Note As at As at
30 September 2025 30 September 2024
£'000 £'000
Assets
Non-current assets
Goodwill and other intangible assets 10 35,258 37,330
Property, plant and equipment 11 3,059 4,947
Investments in equity-accounted joint ventures 13 2,254 1,195
Other receivables 14 119 219
Deferred tax asset 19 1,711 274
Total non-current assets 42,401 43,965
Current assets
Trade and other receivables 14 28,019 25,982
Inventory - 22
Current tax asset 583 -
Cash and cash equivalents 15 30,837 27,174
Total current assets 59,439 53,178
Total assets 101,840 97,143
Equity
Called up share capital 21 209 209
Share premium reserve 28,993 28,993
Treasury shares (3,238) -
Accumulated exchange differences (2,627) (2,615)
Retained earnings 57,325 46,572
Total equity 80,662 73,159
Liabilities
Non-current liabilities
Non-current lease liability 12 952 1,757
Provisions 18 484 482
Non-current contingent consideration 27 1,331 3,240
Deferred tax liability 19 232 535
Total non-current liabilities 2,999 6,014
Current liabilities
Current lease liability 12 1,223 2,485
Trade and other payables 16 11,237 9,460
Contingent consideration 27 5,710 3,811
Current tax liabilities - 2,214
Derivatives 22 9 -
Total current liabilities 18,179 17,970
Total liabilities 21,178 23,984
Total equity and liabilities 101,840 97,143
CONSOLIDATED STATEMENT OF CASH FLOWS
Year ended 30 September 2025
Notes Year ended Period ended
30 September 2025 30 September 20241
£'000 £'000
Net cash flow from operating activities
Profit for the financial year/period 10,620 8,954
Income tax 3,404 3,185
Net interest expense 8 719 928
Share of post-tax profits of equity-accounted joint venture 13 (1,059) (505)
Operating profit 13,684 12,562
Depreciation charge 11 2,417 1,814
Amortisation of intangible assets 10 2,386 1,820
Equity-settled share-based payments 20 1,851 566
Cash-settled share-based payment 20 99 167
Settlement of cash-settled share options 20 (980) (305)
Effect of exchange rates on contingent consideration 27 127 (13)
Fair value movement in contingent consideration 27 3,220 -
(Increase)/decrease in trade and other receivables (1,935) 2,737
Increase in trade and other payables 2,417 916
Cash generated from operations 23,286 20,264
Tax paid (7,944) (2,638)
Net cash generated from operating activities 15,342 17,626
Cash flows from investing activities
Purchase of intangible assets 10 (394) (563)
Purchase of property, plant and equipment 11 (480) (466)
Settlement of amounts payable to sellers 16 (213) -
Payment of contingent consideration 27 (4,339) (3,120)
Net cash used in investing activities (5,426) (4,149)
Cash flows from financing activities
Lease payments 12 (2,080) (1,621)
Lease deposits paid (50) (50)
Lease deposits returned 104 25
Proceeds from share issue 21 - 2
Purchase of own shares (EBT) 21 (4,013) -
Interest paid 17 (181) (182)
Net cash used in financing activities (6,220) (1,826)
Net increase in cash and cash equivalents 3,696 11,651
Cash and cash equivalents at the beginning of the year/period 27,174 15,800
Effect of exchange rate changes on cash and cash equivalents (33) (277)
Cash and cash equivalents at the end of the year/period2 15 30,837 27,174
1. The comparative figures relate to a nine-month period ended 30
September 2024 following a change in the Group's accounting period and are
therefore not directly comparable to the current period.
2. Cash and cash equivalents at 30 September 2025 include £1,387k of
cash held by the EBT which is restricted for the purpose of settling employee
share awards.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
As at 30 September 2025
Notes Share capital Share premium Own share reserve (EBT) Accumulated exchange differences Retained earnings Total Equity
£'000 £'000 £'000 £'000 £'000 £'000
Balance as at 1 January 2024 207 28,993 - (1,053) 37,006 65,153
Profit for the financial period - - - - 8,954 8,954
Currency translation differences - - - (1,562) - (1,562)
Total comprehensive (loss)/income for the period - - - (1,562) 8,954 7,392
Issue of shares in the period 21 2 - - - - 2
Share-based payments 20 - - - - 566 566
Deferred tax on share options and intangibles - - - - 46 46
Total transactions with owners, 2 - - - 612 614
recognised directly in equity
Balance as at 30 September 2024 209 28,993 - (2,615) 46,572 73,159
and 1 October 2024
Profit for the financial year - - - - 10,620 10,620
Currency translation differences - - - (12) - (12)
Total comprehensive (loss)/income for the year - - - (12) 10,620 10,608
Purchase of own shares (EBT) 21 - - (4,013) - - (4,013)
Own shares used to satisfy vested awards 21 - - 775 - (775) -
Share-based payments 20 - - - - 1,851 1,851
Equity-settled share options switched to cash-settled share options 20 - - - - (942) (942)
Deferred tax on share option - - - - (1) (1)
Total transactions with owners, - - (3,238) - 133 (3,105)
recognised directly in equity
Balance as at 30 September 2025 209 28,993 (3,238) (2,627) 57,325 80,662
Notes to the financial information
Year ended 30 September 2025
1. General information
The principal activity of LBG Media plc ('the Company') is that of a holding
company and the principal activity of the Company and its subsidiaries ('the
Group') is that of an online media publisher. The Company was incorporated on
20 October 2021 and is a public company limited by shares registered in
England and Wales. The registered office of the Company is 20 Dale Street,
Manchester, M1 1EZ. The Company registration number is 13693251.
2. Material accounting policy information
The material accounting policies applied in the preparation of this financial
information is set out below. These policies have been consistently applied to
all periods presented, unless otherwise stated.
Basis of preparation
The financial information set out above and below, does not constitute the
company's statutory accounts for the periods ended 30 September 2025 or 2024
but is derived from those accounts. Statutory accounts for 2024 have been
delivered to the registrar of Companies, and those for 2025 will be delivered
in due course. The auditor has reported on those accounts; their reports were
(i) unqualified, (ii) did not include a reference to any matters to which the
auditor drew attention by way of emphasis without qualifying their report, and
(iii) did not contain a statement under section 498 (2) or (3) of the
Companies Act 2006.
While the financial information included in this preliminary announcement has
been prepared in accordance with the recognition and measurement criteria of
UK-adopted international accounting standards and as applied in accordance
with the provisions of the Companies Act 2006, this announcement does not
itself contain sufficient information to comply with UK-adopted international
accounting standards. The financial information contained within this full
year results statement was approved and authorized for issue by the Board on 2
February 2026.
The financial information is presented in sterling and has been rounded to the
nearest thousand (£'000).
Changes in accounting policies
The following amendments are effective for the period beginning 1 January
2024:
· IFRS 16 Leases (Amendment to Liabilities in a Sale and Leaseback);
· IAS 1 Presentation of Financial Statements (Amendment to Classification
of Liabilities as Current or Non-current);
· IAS 1 Presentation of Financial Statements (Amendment to Non-current
Liabilities with Covenants); and
· IFRS 7 Financial Instruments: Disclosures (Amendment to Supplier
Finance Arrangements).
These amendments are mandatorily effective for reporting periods beginning on
or after 1 January 2024. See the applicable notes for further details on how
the amendments affected the Group.
· IFRS 16 Leases (Amendment to Liabilities in a Sale and Leaseback)
On 22 September 2022, the IASB issued amendments to IFRS 16 Lease Liability in
a Sale and Leaseback ('the Amendments').
Prior to the Amendments, IFRS 16 did not contain specific measurement
requirements for lease liabilities that may contain variable lease payments
arising in a sale and leaseback transaction. In applying the subsequent
measurement requirements of lease liabilities to a sale and leaseback
transaction, the Amendments require a seller-lessee to determine 'lease
payments' or 'revised lease payments' in a way that the seller-lessee would
not recognise any amount of the gain or loss that relates to the right of use
retained by the seller-lessee.
These amendments had no effect on the consolidated financial information of
the Group.
IAS 1 Presentation of Financial Statements (Amendment to Classification of
Liabilities as Current or Non-current and Non-current Liabilities with
Covenants)
The IASB issued amendments to IAS 1 in January 2020 Classification of
Liabilities as Current or Non-current and subsequently, in October 2022
Non-current Liabilities with Covenants. The amendments clarify the following:
· An entity's right to defer settlement of a liability for at least 12
months after the reporting period must have substance and must exist at the
end of the reporting period.
· If an entity's right to defer settlement of a liability is subject to
covenants, such covenants affect whether that right exists at the end of the
reporting period only if the entity is required to comply with the covenant on
or before the end of the reporting period.
· The classification of a liability as current or non-current is
unaffected by the likelihood that the entity will exercise its right to defer
settlement.
· In case of a liability that can be settled, at the option of the
counterparty, by the transfer of the entity's own equity instruments, such
settlement terms do not affect the classification of the liability as current
or non-current only if the option is classified as an equity instrument.
If an entity's right to defer is subject to the entity complying with
specified conditions, such conditions affect whether that right exists at the
end of the reporting period, if the entity is required to comply with the
condition on or before the end of the reporting period and not if the entity
is required to comply with the conditions after the reporting period. The
amendments to IAS 1 also provide clarification on the meaning of 'settlement'
for the purpose of classifying a liability as current or non-current.
These amendments had no effect on the annual consolidated financial
information of the Group.
· IFRS 7 Financial Instruments: Disclosures (Amendment to Supplier
Finance Arrangements)
On 25 May 2023, the IASB issued Supplier Finance Arrangements, which amended
IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures.
The amendments require entities to provide certain specific disclosures
(qualitative and quantitative) related to supplier finance arrangements. The
amendments also provide guidance on characteristics of supplier finance
arrangements.
These amendments had no effect on the annual consolidated financial
information of the Group.
New standards and interpretations not yet adopted
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 amendments are effective for the period beginning 1 January
2025:
· IAS 21 Transactions in Foreign Currencies (Amendment to Lack of
Exchangeability).
The following amendments are effective for the period beginning 1 January
2026:
· IFRS 7 and IFRS 9 Financial Instruments (Amendment to the
Classification and Measurement of Financial Instruments).
· IFRS 7 and IFRS 9 Financial Instruments (Amendment to Contracts
Referencing Nature-dependent Electricity).
The following amendments are effective for the period beginning 1 January
2027:
· IFRS 18 Presentation and Disclosure in Financial Statements
(Replacement of IAS 1).
· IFRS 19 Subsidiaries without Public Accountability: Disclosures.
The Group is currently assessing the impact of these new accounting standards
and amendments. The Group does not expect any standards issued by the IASB,
but are yet to be effective, 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.
The Group does not expect to be eligible to apply IFRS 19.
The financial statements were approved and authorised for issue by a duly
appointed and authorised committee of the Board of Directors on 2 February
2026.
Material accounting policies adopted are set out on the following pages.
Going concern
The Group generated a profit before tax of £14,024k (FY24: £12,139k) during
the year ended 30 September 2025 and continues to maintain a strong financial
position, with total assets significantly exceeding total liabilities by
£80,662k (FY24: £73,159k) and net current asset balance of £41,260k (FY24:
£35,208k). The Group remains debt-free, holds substantial cash reserves, and
continues to generate positive operating cash flows.
This financial information has been prepared on a going concern basis. In
assessing the appropriateness of this basis, the Directors have considered the
Group's ability to continue in operational existence for the foreseeable
future, being a period of at least 12 months from the date of approval of this
financial information.
The Directors have taken into account the Group's current trading performance,
its robust balance sheet, and the strength of its client pipeline across both
the Direct and Indirect revenue streams. The Group continues to deliver strong
growth in the U.S. market following the integration of Betches Media and has
further diversified its revenue base geographically and by client sector.
In reaching their conclusion, the Directors have considered the principal
risks and uncertainties facing the business, including potential changes in
the social media platform landscape, the macroeconomic environment, and
operational risks associated with continued international expansion. None of
these risks, either individually or collectively, are considered to give rise
to a material uncertainty regarding the Group's ability to continue as a going
concern.
The Directors have also assessed the Group's financial forecasts, cash flow
projections, and available resources under both base case and severe downside
scenarios. The downside scenario modelled assumes a significant reduction in
advertising revenue, including the hypothetical loss of a key client and
adverse foreign exchange movements. Even under these conditions, the Group is
forecast to remain profitable and cash generative, with sufficient liquidity
to meet its obligations as they fall due.
A further severe but plausible stress test was also performed to determine the
level of revenue decline that would challenge the Group's ability to continue
as a going concern. The analysis indicated that revenue would need to fall by
approximately 53% from forecast levels before the Group's liquidity position
would be materially impacted. This outcome is considered highly improbable
given the Group's diversified revenue streams and strong brand portfolio.
Based on this assessment, the Directors are satisfied that the Group's
business model remains resilient, its financial position robust, and that
sufficient resources are available to meet liabilities as they fall due for a
period extending beyond April 2027.
Accordingly, the Directors consider it appropriate to prepare this financial
information on a going concern basis.
Business combinations
The Group uses the acquisition method of accounting to account for business
combinations of entities not under common control. The consideration
transferred for the acquisition of a subsidiary is the fair values of the
assets transferred, the liabilities incurred, and the equity interests issued
by the Group. The consideration transferred includes the fair value of any
asset or liability resulting from a contingent consideration arrangement.
Acquisition-related costs are expensed as incurred. Identifiable assets
acquired and liabilities and contingent liabilities assumed in a business
combination are measured initially at their fair values at the acquisition
date.
Any contingent consideration to be transferred by the acquirer is recognised
at fair value at the acquisition date. Contingent consideration classified as
a financial liability within the scope of IFRS 9 'Financial Instruments:
Recognition and Measurement' is measured at fair value with the changes in
fair value recognised in the statement of profit or loss.
Currencies
i) Functional and presentation currency
Items included in this financial information of the Group are measured using
the currency of the primary economic environment in which the Group operates
('the functional currency'). The financial information is presented in 'Pounds
Sterling' (£).
On consolidation, the results of overseas operations are translated into £ at
rates approximating to those ruling when the transactions took place. All
assets and liabilities of overseas operations, including goodwill arising on
the acquisition of those operations, are translated at the rate ruling at the
reporting date. All exchange differences arising from consolidation are
recognised as a separate component of equity and presented separately in the
consolidated statement of changes in equity. For all intercompany loans where
repayment is not planned within the foreseeable future they are treated as net
investments in foreign operations, foreign currency gains and losses on
retranslation are posted to the currency retranslation reserve.
ii) Transactions and balances
Foreign currency transactions are translated into the functional currency
using the spot exchange rates at the dates of the transactions. At each year
end foreign currency monetary items are translated using the closing rate.
Non-monetary items measured at historical cost are translated using the
exchange rate at the date of the transaction and non-monetary items measured
at fair value are measured using the exchange rate when fair value was
determined.
Revenue recognition
Revenue is grouped within three streams: Direct, Indirect and Other income:
· Direct revenue relates to sales driven streams, including content
marketing, direct display, newsletters, podcasts and social consultancy;
· Indirect revenue includes social video, web advertising, and affiliate;
and
· Other income includes licensing, merchandise and ticket sales.
Revenue is measured at transaction price, stated net of rebates, VAT and other
sales-related taxes. Revenue is recognised either at a point in time, or over
time as the Group satisfies performance obligations by transferring
the promised services to its customers as described in the following
paragraphs.
· Content marketing and direct display - recognised when performance
obligations are met, at a point in time net of any agency rebate;
· Web advertising - recognised at the point a digital advert is
delivered;
· Social video - recognised at the point a digital advert is delivered,
net of revenue share taken by platform partners (customers);
· Affiliates - recognised upon referral of new customers to
our partners, as well as commission earned on active accounts;
· Social consultancy - recognised over the life of the agreement with
the customer;
· Licensing - see below;
· Subscriptions - recognised over the period that the subscriber has paid
for;
· E-commerce - recognised at the point of delivery of the products
purchased; and
· Ticket sales - recognised at the point the event takes place.
For those licensing agreements where the following apply, all revenue was
recognised immediately at the start date of the contract:
· The customer has access to draw all videos/credits down immediately;
and
· The Group has no obligation to 'update the video bank' to make it
current.
For those licensing agreements where the following apply, all revenue should
be recognised over the contract period:
· The customer has access to draw down a set number of videos/credits per
period (often a month); and
· Where the customer can draw down all videos immediately at the start of
a period, but the Group has an obligation to 'update the video bank' to make
it current over the contracted period (this is not the case for any current
contracts).
Although revenue is grouped within four separate streams, while the Directors
analyse revenue at this level, the Directors do not monitor or review gross
margin by revenue stream. The Directors analyse the Group's Adjusted EBITDA
and profit before tax as key performance indicators. Due to this, the Group
does not believe there are any IFRS 8 considerations around the requirement to
disclose operating segments for reporting purposes.
The following revenue streams' revenue recognition rely on the use of
third-party data from social media platforms and programmatic partners
(including Google) confirming the number of impressions and views:
· Direct display
· Web advertising
· Social video
Adjusting items
The Group presents as adjusting items on the face of the consolidated
statement of comprehensive income those significant items of expense/income
which, because of their size, nature and infrequency of the events giving rise
to them, merit separate presentation to allow users to understand better the
elements of financial performance in the year so as to facilitate comparison
with prior years and assess trends in financial performance more readily.
These costs are analysed in Note 6.
Taxation
Taxation expense for the year comprises current and deferred tax recognised in
the reporting year. Tax is recognised in the income statement, except to the
extent that it relates to items recognised in other comprehensive income or
directly in equity. In this case, tax is also recognised in other
comprehensive income or directly in equity, respectively. Current or deferred
taxation assets and liabilities are not discounted.
Current tax
Current tax is the amount of income tax payable in respect of the taxable
profit for the year or prior years. Tax is calculated on the basis of tax
rates and laws that have been enacted or substantively enacted by the year
end.
Deferred tax
Deferred tax arises from timing differences that are differences between
taxable profits and total comprehensive income as stated in the financial
information. These timing differences arise from the inclusion of income and
expenses in tax assessments in periods different from those in which they are
recognised in the financial information. Deferred tax is recognised on all
timing differences at the reporting date except for certain exceptions.
Unrelieved tax losses and other deferred tax assets are only recognised when
it is probable that they will be recovered against the reversal of deferred
tax liabilities or other future taxable profits. Deferred tax is measured
using tax rates and laws that have been enacted or substantively enacted by
the year end and that are expected to apply to the reversal of the timing
difference.
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to offset current tax assets against current tax liabilities
and when the deferred tax assets and liabilities relate to income taxes levied
by the same taxation authority on either the same taxable entity or different
taxable entities and there is an intention to settle the balances on a net
basis.
Intangible assets
All business combinations are accounted for by applying the purchase method.
Goodwill represents the difference between the cost of the trade and asset
acquisitions and the fair value of the net identifiable assets acquired.
Identifiable intangibles are those which can be sold separately, or which
arise from legal or contractual rights regardless of whether those rights are
separable, and are initially recognised at fair value.
Goodwill
Goodwill on trade and asset acquisitions is included in intangible assets.
Goodwill is not amortised but is tested for impairment annually, or more
frequently if events or changes in circumstances indicate that it might be
impaired and is carried at cost less accumulated impairment losses. Gains and
losses on the disposal of an entity include the carrying amount of goodwill
relating to the entity sold.
Goodwill is allocated to cash-generating units for the purpose of impairment
testing. The allocation is made to those cash-generating units or groups of
cash-generating units that are expected to benefit from the business
combination in which the goodwill arose. The units or groups of units are
identified at the lowest level at which goodwill is monitored for internal
management purposes.
Other intangible assets that are acquired by the Group are stated at cost less
accumulated amortisation and accumulated impairment losses.
Amortisation is charged to profit or loss on a straight-line basis over the
estimated useful lives of intangible assets unless such lives are indefinite
and is presented within operating expenses. Intangible assets with an
indefinite useful life and goodwill are systematically tested for impairment
at each balance sheet date. Other intangible assets are amortised from the
date they are available for use.
Social media pages
Social media pages acquired have a finite useful life and are carried at cost
less accumulated amortisation. Amortisation is calculated using the
straight-line method to allocate the cost of the social media pages over their
estimated useful lives of three to ten years.
Trademarks and licences
Trademarks and licences have a finite useful life and are carried at cost less
accumulated amortisation. Amortisation is calculated using the straight-line
method to allocate the cost of trademarks and licences over their estimated
useful lives of three years.
Software
Costs associated with maintaining software programmes are recognised as an
expense as incurred. Development costs that are directly attributable to the
design and testing of identifiable and unique software products controlled
by the Group are recognised as intangible assets where the following criteria
are met:
· It is technically feasible to complete the software so that it will be
available for use;
· Management intends to complete the software and use or sell it;
· There is an ability to use or sell the software;
· It can be demonstrated how the software will generate probable future
economic benefits;
· Adequate technical, financial and other resources to complete the
development and to use or sell the software are available; and
· The expenditure attributable to the software during its development can
be reliably measured.
Directly attributable costs that are capitalised as part of the software
include employee costs.
Amortisation of intangible assets
Capitalised software development costs are recorded as intangible assets and
amortised from the point at which the asset is ready for use over their
estimated useful lives of three to ten years.
Branded content relationships relate to content relationships acquired
following acquisitions. They are amortised over their estimated useful lives
of eight to ten years.
Brand intangible assets relate entirely to brands acquired through
acquisitions. They are amortised over their estimated useful lives of ten
years. Social media pages assets relate to social media pages acquired from
third parties. They are amortised over their estimated useful lives of three
to ten years.
Content libraries are a collection of videos obtained by acquisitions that are
owned on an exclusive basis which are then either licensed to third parties or
published. The libraries are amortised over their estimated useful lives of
three years. Note, this is only following acquisitions and in line with Group
policy; the entity does not capitalise the videos it acquires in its
day-to-day activities because the individual value of each video acquired is
not material.
Property, plant and equipment
Property, plant and equipment ('PPE') are stated at historic purchase cost
less accumulated depreciation. Cost includes the original purchase price of
the asset and the costs attributable to bringing the asset to its working
condition for its intended use. There is no de minimis level regarding the
capitalisation of PPE.
Depreciation is provided on cost in equal annual instalments over the
estimated useful lives of the assets. Those useful lives by category are
as follows:
· Fixtures and fittings: Three years
· Computer equipment: Three years
· Right-of-use asset: Over the life of the lease
The assets' residual values and useful lives are reviewed, and adjusted, if
appropriate, at the end of each reporting year.
The effect of any change is accounted for prospectively.
Repairs, maintenance and minor inspection costs are expensed as incurred.
PPE are derecognised on disposal or when no future economic benefits are
expected. On disposal, the difference between the net disposal proceeds and
the carrying amount is recognised in profit or loss and included in net
operating expenses.
Leased assets
Leases
At inception of a contract, the Group assesses whether a contract is, or
contains, a lease. A contract is, or contains, a lease if the contract conveys
the right to control the use of an identified asset for a period of time in
exchange for consideration.
As a lessee
The Group recognises a right-of-use asset and a lease liability at the lease
commencement date. The right-of-use asset is initially measured at cost, which
comprises the initial amount of the lease liability adjusted for any lease
payments made at or before the commencement date, plus any initial direct
costs incurred and an estimate of costs to restore the underlying asset, less
any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line
method from the commencement date to the earlier of the end of the useful life
of the right-of-use asset or the end of the lease term. In addition, the
right-of-use asset is periodically reduced by impairment losses, if any, and
adjusted for certain remeasurements of the lease liabilities.
The lease liability is initially measured at the present value of lease
payments that are not paid at the commencement date, discounted using the
interest rate implicit in the lease or, if that rate cannot be readily
determined, the Group's incremental borrowing rate. Generally, the Company
uses its incremental borrowing rate as the discount rate.
The lease liability is measured at amortised cost using the effective interest
method. If there is a remeasurement of the lease liability, a corresponding
adjustment is made to the carrying amount of the right-of-use asset, or is
recorded directly in profit or loss if the carrying amount of the right-of-use
asset is zero. In the instance the Group sub-lease and the Group assesses the
sub-lease as a finance lease, the Group derecognises the right-of-use asset,
recognises a lease receivable and recognises the difference within the
statement of profit or loss.
The Group presents right-of-use assets within property, plant and equipment in
Note 11.
Short-term leases and low-value assets
The Group has elected not to recognise right-of-use assets and lease
liabilities for short-term leases of premises that have a lease term of 12
months or less or leases of low-value assets. These lease payments are
expensed on a straight-line basis over the lease term. See further detail
in Note 12.
Joint ventures
The Group is a party to a joint arrangement when there is a contractual
arrangement that results in joint control, defined as the contractually agreed
sharing of control of an arrangement, which exists only when decisions about
the relevant activities require the unanimous consent of the parties sharing
control, in accordance with IFRS 11 Joint Arrangements.
In assessing whether joint control exists, the Group considers whether the
contractual arrangement gives the Group and at least one other party
collective control over the relevant activities. For these purposes, the
assessment of control is based on principles consistent with those applied in
determining control over subsidiaries under IFRS 10, but applied within the
context of unanimous decision-making required for joint control.
In assessing the classification of interests in joint arrangements, the
Group considers:
· The structure of the joint arrangement;
· The legal form of joint arrangements structured through a separate
vehicle;
· The contractual terms of the joint arrangement agreement; and
· Any other facts and circumstances (including any other contractual
arrangements).
The Group accounts for its interest in joint ventures using the equity method.
Any premium paid for an investment in a joint venture above the fair value of
the Group's share of the identifiable assets, liabilities and contingent
liabilities acquired is capitalised and included in the carrying amount of the
investment in joint venture. Where there is evidence that the investment in a
joint venture has been impaired, the carrying amount of the investment is
tested for impairment in the same way as other non-financial assets.
Financial instruments
The Group has only a limited number of financial assets and liabilities.
Financial assets include trade receivables, cash and other receivables. Other
receivables relate largely to lease deposits.
Trade and other receivables are amounts due from customers for services
performed in the ordinary course of business. If collection is expected in one
year or less (or in the normal operating cycle of the business if longer),
they are classified as current assets. If not, they are presented as
non-current assets. Trade and other receivables, and amounts owed by Group
undertakings, are classified at amortised cost and recognised initially at
fair value and subsequently measured at amortised cost using the effective
interest method (except for short-term receivables where interest is
immaterial) less provisions for impairment. These assets are held to collect
contractual cash flows being solely the payments of the principal amount and
interest. Provisions for impairment of trade receivables are recognised for
expected lifetime credit losses using the simplified approach. Impairment
reviews of other receivables, including those due from related parties, use
the general approach whereby 12-month expected losses are provided for and
lifetime credit losses are only recognised where there has been a significant
increase in credit risk, by monitoring the creditworthiness of the other
party.
Financial liabilities include trade and other payables, accruals, lease
liabilities and contingent consideration.
Non-derivative financial liabilities are initially recognised at fair value
less any directly attributable transaction costs. Subsequent to initial
recognition, these liabilities are measured at amortised cost using the
effective interest method. The Group's lease liabilities, trade and other
payables fall into this category of financial instruments. Contingent
consideration is considered in the business combinations section above.
Dilapidation provisions
Provisions are recognised when the Group has a legal or constructive present
obligation as a result of a past event, it is probable that the Group will be
required to settle that obligation and a reliable estimate can be made of the
amount of the obligation. The amount recognised as a provision is the best
estimate of the consideration required to settle the present obligation at the
reporting end date, taking into account the risks and uncertainties
surrounding the obligation. Where the effect of the time value of money is
material, the amount expected to be required to settle the obligation is
recognised at present value. When a provision is measured at present value,
the unwinding of the discount is recognised as a finance cost in profit or
loss in the year in which it arises.
Share-based payments
The Group operated both equity and cash-settled share-based remuneration plans
for employees in the period.
All goods and services received in exchange for the grant of any share-based
payment are measured at their fair values. The fair value of the employee
services received in exchange for the grant of the awards is recognised as an
expense. The total amount to be expensed over the appropriate service period
is determined by reference to the fair value of the awards. The calculation of
fair value excludes the impact of any non-market vesting conditions (for
example, revenue growth per annum).
For equity-settled awards, the fair value of each award is determined at the
grant date, with consideration of the number of awards likely to vest (based
on non-market conditions) at each balance sheet date made. For cash-settled
awards, the fair value is determined at grant date, but then adjusted at each
balance sheet date to account for changes in the number of awards likely to
vest (based on non-market conditions) and the fair value of each award (based
on market conditions).
For equity-settled awards, for any charge taken to the income statement, the
corresponding entry is in equity. For cash-settled awards, the corresponding
entry is the cash-settled share-based payment liability.
The cumulative expense is not adjusted for failure to achieve a market vesting
condition or where a non-vesting condition is not satisfied. Where the terms
and conditions of options are modified before they vest, the increase in the
fair value of the options, measured immediately before and after the
modification, is also charged to the consolidated statement of comprehensive
income over the remaining vesting period. Where equity instruments are granted
to persons other than employees, the consolidated statement of comprehensive
income is charged with the fair value of goods and services received.
The post IPO share-based remuneration schemes have market-based vesting
conditions included within the assumptions.
Employee Benefit Trust
The Group established the LBG Media Employee Benefit Trust ('EBT') on 4 July
2024 to enable shares to be bought in the market to satisfy the demand from
share awards under the Group's employee share plans. The EBT is a separately
administered trust and is funded by transfers from LBG Media plc. The assets
of the trust comprise shares in LBG Media plc and cash balances.
The EBT is considered to be an extension of the parent Company. The assets and
liabilities of the EBT are therefore included in the Group's consolidated
financial information. The assets of the EBT are held separately from those of
the Company. Neither the purchase nor sale of own shares leads to a gain or
loss being recognised in the Group consolidated statement of comprehensive
income.
Investments in the Company's own shares held by the EBT are presented as a
deduction from reserves and the number of such shares is deducted from the
number of shares in issue when calculating the diluted earnings per share. The
trustees of the holdings of LBG Media plc shares under the LBG Media Employee
Benefit Trust have waived or otherwise foregone any and all dividends paid.
Operating segments
IFRS 8 requires operating segments to be reported in a manner consistent with
the internal reporting provided to the Chief Operating Decision Maker (CODM).
For LBG Media plc, the CODM has been identified as the management team,
including the Chief Executive Officer and Executive Chair.
For management purposes, the Group is managed as a single operating segment.
Resource allocation and decision-making are undertaken at the Group level,
considering the Group as a whole across all revenue streams. Following the
acquisition of Betches, while its business operations remain a separate CGU,
decisions regarding resource allocation and performance assessment are made in
the context of the Group as a whole. This reflects the way the business is
monitored, managed, and assessed by the CODM.
3. Critical judgements and estimates in applying the accounting policies
The preparation of the financial information requires management to make
judgements, estimates and assumptions that affect the application of the
accounting policies and the reported amounts of assets and liabilities,
revenue and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are continually evaluated and are based
on historical experience and other factors, including expectations of future
events that are reasonable under the circumstances. Revisions to accounting
estimates are recognised in the year in which the estimates are revised and in
any future years affected.
Accounting estimates
Contingent consideration - Betches (Note 27)
Contingent consideration recognised on the acquisition of Betches is measured
at fair value and remeasured at each reporting date until settlement. The fair
value is determined using a valuation technique that reflects management's
forecast of Betches' future performance against the revenue and EBITDA
targets, the probability weighting applied to a range of outcomes and the
expected timing of settlement. These inputs are not directly observable and
therefore the contingent consideration is classified as a Level 3 fair value
measurement. Changes in forecast performance or probability weightings could
result in a material change to the carrying amount within the next financial
year. See Note 27.
Significant accounting judgements
Contingent consideration - Betches (Note 27)
In measuring the fair value of the Betches contingent consideration,
management applies judgement in assessing the range of possible outcomes
against the revenue and EBITDA targets and in determining the probability
weightings assigned to those outcomes, based on current trading, pipeline
visibility and expected future performance. The contingent consideration is
remeasured at fair value at each reporting date, with movements recognised in
profit or loss. See Note 27.
4. Revenue
The trading operations of the Group are in the online media publishing
industry and are all continuing. All assets of the Group reside in the UK with
the exception of £726k of property, plant and equipment held in the United
States (FY24: £1,018k) and £295k held in Ireland (FY24: £419k).
Analysis of revenue
The Group's revenue and operating profit relate entirely to its principal
activity.
The analysis of revenue by stream split by legal entity location is:
FY25 UK U.S. Ireland Rest of the World Total
£'000
£'000
£'000 £'000 £'000
Direct 29,952 18,643 855 230 49,680
Indirect Social 24,234 88 930 - 25,252
Indirect Web 15,929 282 9 - 16,220
Other 647 426 - - 1,073
70,762 19,439 1,794 230 92,225
FY24 UK U.S. Ireland Rest of the World Total
£'000 £'000 £'000 £'000 £'000
Direct 20,957 12,387 698 401 34,443
Indirect Social 14,549 45 470 - 15,064
Indirect Web 14,088 216 - - 14,304
Other 782 352 - - 1,134
50,376 13,000 1,168 401 64,945
Performance obligations
The Group's revenue arises primarily from Direct branded content partnerships
and Indirect advertising. Direct contracts comprise the delivery of agreed
content and related deliverables across owned and operated websites and social
channels, with revenue recognised as the relevant deliverables are
published/delivered in accordance with contractual terms (either at a point in
time or over time, depending on the nature of the deliverables). Indirect
revenue is recognised as advertising impressions are delivered and/or
monetisation events occur under relevant platform arrangements. Other revenue
streams are not individually material.
Remaining performance obligations
The Group's contracts are predominantly short-term (with an original expected
duration of one year or less). Accordingly, the Group applies the practical
expedient in IFRS 15 and does not disclose the transaction price allocated to
remaining performance obligations.
Prior period performance obligations
Revenue recognised in the current year relating to performance obligations
satisfied (or partially satisfied) in previous periods was not material.
Major customers
In FY25 there was 1 major customer that individually accounted for at least
10% of total revenue (FY24: 1) (Customer A: 24%) (FY24: Customer A: 20%). The
total revenues relating to this customer in FY25 was £22,220k (FY24: total
revenues relating to this customer was £13,209k).
Change in revenue disclosure
During the year, the Group updated its revenue disclosures to provide greater
clarity and transparency over the nature and source of its revenues. Following
a review of how revenue is generated and monitored internally, indirect
revenue is now further disaggregated between Web and Social income streams,
replacing the previous single indirect revenue category.
In addition, the basis of the geographical revenue disclosure has been
amended. Revenue is now presented based on the jurisdiction of the entity
earning the revenue, rather than the geographical location of the customer.
Management considers this approach to better reflect the economic substance of
the Group's operations and the location of the activities that generate
revenue. For the purposes of this disclosure, revenue is presented separately
for the jurisdictions in which the Group has significant operating entities,
with revenue earned in other jurisdictions aggregated within "Rest of the
World".
The revised presentation is considered to provide more decision-useful
information to users of the financial information and is more aligned with the
principles of IFRS 15, which require revenue to be disaggregated in a manner
that depicts how the nature, amount, timing and uncertainty of revenue and
cash flows are affected by economic factors.
This change represents a change in presentation only and has no impact on
total revenue, operating profit, profit for the period, or net assets.
Comparative information has been re-presented where appropriate to ensure
consistency with the current period disclosure.
5. Employees and Directors
The average monthly number of persons employed by the Group (including
Directors) during the year, analysed by category, was as follows:
Number of employees Number of employees
FY25 FY24
Sales 57 50
Administration 421 421
478 471
The aggregate payroll costs of these persons were as follows:
FY25 FY24
£'000 £'000
Wages and salaries 30,840 23,059
Social security costs 3,284 2,421
Other pension costs 712 497
Share based payments 1,950 733
Total payroll costs 36,786 26,710
Capitalised payroll costs to software costs (363) (211)
Net payroll costs recorded within net operating expenses 36,423 26,499
The Group operates a defined contribution plan which receives fixed
contributions from Group companies. The Group's legal or constructive
obligation for these plans is limited to the contributions. The expense
recognised in the current year in relation to these contributions was £712k
(FY24: £497k).
Pension contributions included in accruals at 30 September 2025 were £119k
(30 September 2024: £124k).
Key management compensation
Key management includes only Directors. The compensation paid or payable to
key management for services is shown below:
FY25 FY24
£'000 £'000
Salaries including bonuses 960 930
Social security costs 169 122
Short-term monetary benefits 5 8
Termination benefits 240 -
Share-based payment charge (Note 20) (142) 340
Total short-term benefits 1,232 1,400
Directors
The Directors' emoluments were as follows:
FY25 FY24
£'000
£'000
Directors' aggregate emoluments 960 930
Defined contribution pension1 3 5
Gain on exercise of share options2 - 1,927
Share-based payment charges (Note 20) (142) 340
821 3,202
1. In the year, 1 Director accrued retirement benefits in respect of
qualifying services under a defined contribution scheme (FY24: 1 Director).
2. In the year, no Directors exercised share options and received shares
under long-term incentive schemes (FY24: 2 Directors).
Remuneration was paid by LADbible Group Limited, a subsidiary company of the
Group.
The remuneration of the highest paid Director, excluding share-based payment
charge, was as follows:
FY25 FY24
£'000 £'000
Directors' aggregate emoluments 419 348
Defined contribution pension - -
419 348
The highest paid Director did not exercise share options within the current or
prior period. No shares were received or receivable by the Director in the
current or prior period in respect of qualifying services under a long-term
incentive scheme.
6. Net operating expenses
FY25 FY24
£'000 £'000
Employee benefit expense 36,423 26,499
Amortisation 2,386 1,820
Depreciation 2,417 1,814
Auditor's remuneration 394 442
Legal and professional 2,408 1,920
Media costs 7,311 5,075
Production costs 10,301 5,772
Travel and expenses 2,071 1,221
Establishment costs 8,364 6,011
Foreign currency loss 175 635
Adjusting items 1,592 -
Fair value movement in contingent consideration 3,220 -
Other expenses 1,479 1,174
Total net operating expenses 78,541 52,383
Auditor's remuneration in FY25 includes £350k (FY24: £335k) for the audit of
the Group and £18k for the audit of the Company (FY24: £15k), the remaining
£26k (FY24: £92k) relates to additional fees incurred in relation to the
FY24 (FY24: FY23) audit.
A breakdown of adjusting items is provided below:
FY25 Gross FY25 Tax impact FY24 Gross FY24 Tax impact
£'000 £'000 £'000 £'000
Professional advisory fees 1,220 305 - -
Costs associated with business reorganisations 372 93 - -
Total adjusting items 1,592 398 - -
Professional advisory fees
The Group undertook a review of its corporate and legal entity structure,
incurring external advisory fees of £1,220k within the year (FY24: £nil).
Due to the one-off nature of this cost and to facilitate meaningful
understanding of underlying performance and comparison with prior and future
years this was considered an adjusting item.
Of the total cost of £1,220k, £nil was paid within the year (FY24: £nil),
with £1,220k (FY24: £nil) being accrued at the year end date.
Costs associated with business reorganisations
£372k of costs related to the departure of the Chief Financial Officer,
including contractual termination payments, associated taxes and legal fees.
Due to the nature of these costs, management deemed them to be adjusting items
in order to better reflect the underlying performance of the Group. Exit costs
outside of these circumstances were treated as operating expense.
Of the total cost of £372k, £280k was paid within the year (FY24: £nil),
with £92k (FY24: £nil) accrued at the year end date.
7. Earnings per share
There is no difference between profit as disclosed within the statement of
comprehensive income and earnings used within the earnings per share
calculation for the reporting periods.
Basic earnings per share calculation:
FY25 FY24
Earnings per share from continuing operations
Earnings, £'000 10,620 8,954
Number of shares, number (m) 209.1 209.1
Earnings per share, pence 5.1 4.3
Diluted earnings per share calculation:
FY25 FY24
Diluted earnings per share from continuing operations
Earnings, £'000 10,620 8,954
Number of shares, number (m) 213.9 217.7
Diluted earnings per share, pence 5.0 4.1
Reconciliation from weighted average number of shares used in basic earnings
per share to diluted earnings per share:
FY25 FY24
(m) (m)
Number of shares in issue at the start of the period 209.1 206.5
Effect of shares issued in period - 2.6
Weighted average number of shares used in basic earnings per share 209.1 209.1
Employee share options 6.9 8.6
Weighted average impact of shares purchased by EBT (2.1) -
Weighted average number of shares used in diluted earnings per share 213.9 217.7
8. Net finance costs
Notes FY25 FY24
£'000 £'000
Unwinding of discount on provisions 18 (23) (17)
Unwinding of discount on contingent consideration liability 27 (914) (1,014)
On lease interests 17 (181) (182)
Other interest (72) (4)
Finance costs (1,190) (1,217)
Unwinding of discounts on deposits 5 7
Bank interest received 466 282
Finance income 471 289
Net finance costs (719) (928)
9. Income tax expense
Tax expense included in profit or loss:
FY25 FY24
£'000 £'000
Current year tax:
Current taxation charge for the period 4,621 2,758
Adjustments in respect of prior years (334) 273
Foreign tax suffered 850 635
Total current tax 5,137 3,666
Deferred tax:
Current year (1,812) 5
Adjustments in respect of prior years 33 (486)
Effect of change in tax rates 46 -
Total deferred tax (1,733) (481)
Total tax on profit on ordinary activities 3,404 3,185
Equity items
Current tax - -
Deferred tax (1) (46)
Total tax recognised in equity (1) (46)
Reconciliation of tax charge
The tax assessed for the year is lower (FY24: higher) than at the standard
rate of corporation tax in the UK. The differences are explained below:
FY25 FY24
£'000 £'000
Profit before taxation 14,024 12,139
Tax on profit multiplied by standard rate of corporation tax in the UK at 3,506 3,035
25.0% (FY24: 25.0%)
Effects of:
Adjustments in respect of prior years (301) (110)
Expenses not deductible 599 252
Income not taxable (265) (134)
Effect of change in UK tax rates 46 -
Effects of overseas tax rates 66 (50)
Secondary taxes (269) -
Utilisation of previously unrecognised losses (49) -
Amounts not recognised - 4
Fixed asset differences 42 -
Foreign exchange 46 -
Effect of deferred tax on share options (17) 188
Total taxation charge 3,404 3,185
10. Goodwill and other intangible assets
Trademarks and licences Software Relationships Brand Content library Goodwill Social media pages Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Cost
At 1 January 2024 28 1,707 4,986 11,144 300 24,645 1,574 44,384
Additions - 211 - - - - 352 563
Disposals - (404) - - - - - (404)
Exchange adjustments - - (182) (326) - (718) (23) (1,249)
At 30 September 2024 28 1,514 4,804 10,818 300 23,927 1,903 43,294
Additions - 372 - - - - - 372
Disposals - (66) - (1) - - - (67)
Exchange adjustments - - (15) (29) - (57) (3) (104)
At 30 September 2025 28 1,820 4,789 10,788 300 23,870 1,900 43,495
Accumulated amortisation
At 1 January 2024 27 625 775 2,589 300 - 286 4,602
Charge for the year 1 241 442 865 - - 271 1,820
Elimination on disposal - (404) - - - - - (404)
Exchange adjustments - - (21) (33) - - - (54)
At 30 September 2024 28 462 1,196 3,421 300 - 557 5,964
Charge for the year - 308 579 1,110 - - 389 2,386
Elimination on disposal - (66) - (1) - - - (67)
Exchange adjustments - - (15) (22) - - (9) (46)
At 30 September 2025 28 704 1,760 4,508 300 - 937 8,237
Net book value
At 1 January 2024 1 1,082 4,211 8,555 - 24,645 1,288 39,782
At 30 September 2024 - 1,052 3,608 7,397 - 23,927 1,346 37,330
At 30 September 2025 - 1,116 3,029 6,280 - 23,870 963 35,258
Goodwill relates to two acquisitions. The first was Bentley Harrington
(trading as 'UNILAD') which was acquired in FY18 (£10,094k), the second is
Betches which was acquired in FY23 (£15,197k at the date of acquisition).
Brand and relationships intangible assets relate partly to those acquired in
FY23 following the Betches acquisition (total of £10,594k at the date of
acquisition). The remaining position in this category relates to assets
acquired from Bentley Harrington in FY18, net of amortisation to date.
With regard to social media pages, in FY23, the Group acquired the social
media accounts, the social media content, the IP records, the third-party
rights, the records and all intellectual property rights connected to such
assets for total consideration of CA$700k (£521k) from Lessons Learned in
Life Inc. In FY24, the Group completed the bolt-on asset acquisition of social
media pages from Creative Expansions, Inc. for $450k (£352k).
Software intangible assets are defined within Note 2.
During the year, £67k (FY24: £404k) of fully written down assets were
disposed of. Within the year, £372k of the additions were paid for (FY24:
£563k).
The individually material intangible assets at the year end, excluding
goodwill, are summarised below:
Intangible asset name Asset category Net book value at the period end £'000 Remaining amortisation period (years) Description
Betches - Brand Brand 4,918 8 The Betches brand was acquired in FY23 as part
of the acquisition of Betches Media, LLC.
Betches - Content Content partner relationships 2,637 6 The Betches content partner relationships were acquired in FY23 as part of the
partner relationships acquisition of Betches Media, LLC.
UNILAD - Brand Brand 1,365 3 The UNILAD brand was acquired from Bentley Harrington in FY18.
Go Animals social media pages Social media pages 725 7 The Go Animals social media pages were acquired in FY22.
The individually material intangible assets at the prior period end, excluding
goodwill, are summarised below:
Intangible asset name Asset category Net book value at the year end £'000 Remaining amortisation period (years) Description
Betches - Brand Brand 5,552 9 The Betches brand was acquired in FY23 as part
of the acquisition of Betches Media, LLC.
Betches - Content Content partner relationships 3,086 7 The Betches content partner relationships were acquired in FY23 as part of the
partner relationships acquisition of Betches Media, LLC.
UNILAD - Brand Brand 1,813 4 The UNILAD brand was acquired from Bentley Harrington in FY18.
Go Animals social media pages Social media pages 832 8 The Go Animals social media pages were acquired in FY22.
UNILAD - Content Content partner relationships 524 4 The UNILAD content partner relationships were acquired from Bentley Harrington
partner relationships in FY18.
The Group is required to test, on an annual basis, whether goodwill has
suffered any impairment. The recoverable amount is determined based on value
in use calculations. The use of this method requires the estimation of future
cash flows and the determination of a discount rate in order to calculate the
present value of the cash flows.
The performance of the Group has historically been monitored at a Group level,
with the Group considered the only cash-generating unit (CGU) in prior
periods. However, following the acquisition of Betches in October 2023, it has
been determined that Betches operates largely independently of the legacy LBG
Media Group, although key strategic decisions are made centrally. As a result,
Betches will be treated as a separate CGU going forward.
The NBV of goodwill by CGU is as follows:
CGU FY25 FY24
£'000 £'000
LBG Media 10,094 10,094
Betches Media, LLC 13,776 13,833
The value in use assessments for both CGUs - LBG Media and Betches - are based
on discounted cash flow models prepared over a five-year forecast period, with
cash flows extrapolated into perpetuity using a long-term growth rate. Key
assumptions used in the value in use calculations are as follows:
LBG Media Group:
· a long-term growth rate of 2.0% (FY24: 2.0%) for the period beyond
which detailed budgets and forecasts do not exist, based on macroeconomic
projections for the geographies in which the entity operates; and
· a post-tax discount rate of 13.6% (FY24: 13.9%) based upon the
risk-free rate for government bonds adjusted for a risk premium to reflect the
increased risk of investing in equities and investing in the Group's specific
sector and regions. The equivalent pre-tax discount rate (derived to result in
the same value in use as the post-tax calculation) is 17.3% (FY24: 17.5%).
Betches Media, LLC:
· a long-term growth rate of 2.0% (FY24: 2.0%) for the period beyond
which detailed budgets and forecasts do not exist, based on macroeconomic
projections for the geographies in which the entity operates; and
· a post-tax discount rate of 12.5% (FY24: 13.5%) based upon the
risk-free rate for government bonds adjusted for a risk premium to reflect the
increased risk of investing in equities and investing in the entity's specific
sector and regions. The equivalent pre-tax discount rate (derived to result in
the same value in use as the post-tax calculation) is 18.2% (FY24: 19.1%).
Discount rates
Value in use has been calculated using post-tax cash flows discounted at
post-tax discount rates. In accordance with IAS 36, the equivalent pre-tax
discount rates disclosed above have been derived by identifying the pre-tax
rate that results in the same value in use as the post-tax calculation.
Management has applied sensitivities to the key assumptions, including
discount rates and growth rates, and believes that there are no reasonably
possible scenarios which would result in an impairment of goodwill. While the
model for Betches remains sensitive to changes in these assumptions due to the
proximity of the acquisition, management is comfortable that there is no
impairment based on the current performance and outlook.
Discount rate Long-term growth rate
Value in use Value in use
(£'000s) (£'000s)
LBG Media CGU
Used in value in use model: 13.6% 2.0%
Value in use: 192,367 192,367
1% increase 186,025 205,203
1% decrease 199,006 181,241
Discount rate Long-term growth rate
Value in use Value in use
(£'000s) (£'000s)
Betches Media, LLC CGU
Used in value in use model: 12.5% 2.0%
Value in use: 102,818 102,818
1% increase 92,686 111,806
1% decrease 115,147 95,398
Management has also considered downside scenarios to reflect risks specific to
each CGU. For the LBG Media CGU, a downside model was prepared to reflect the
potential loss of a key indirect supplier, which would negatively impact
revenue. For the Betches CGU, a downside scenario was developed assuming
growth in line with the broader digital advertising market at approximately 8%
per annum. In all scenarios, the recoverable amounts exceeded the carrying
values, and no impairment of goodwill has been recognised.
Based on the results of these assessments, the Directors believe that there
are no reasonably possible changes in the key assumptions that would result in
an impairment of goodwill for either CGU. The total recoverable amount for
each CGU significantly exceeds its carrying amount, providing sufficient
headroom under all tested scenarios.
11. Property, plant and equipment
Fixtures and fittings Computer equipment Right-of-use assets Assets held under construction Total
£'000 £'000 £'000 £'000 £'000
Cost
At 1 January 2024 1,004 1,445 8,773 - 11,222
Additions 119 375 474 - 968
Disposals (234) (559) (109) - (902)
Exchange adjustments 7 (21) (73) - (87)
At 30 September 2024 896 1,240 9,065 - 11,201
Additions 205 245 - 59 509
Disposals (110) (450) - - (560)
Exchange adjustments (1) 1 23 - 23
At 30 September 2025 990 1,036 9,088 59 11,173
Accumulated depreciation
At 1 January 2024 328 822 4,090 - 5,240
Charge for the year 200 254 1,360 - 1,814
Elimination on disposal (226) (495) (48) - (769)
Exchange adjustments - (17) (14) - (31)
At 30 September 2024 302 564 5,388 - 6,254
Charge for the year 303 314 1,800 - 2,417
Elimination on disposal (110) (450) - - (560)
Exchange adjustments - (1) 4 - 3
At 30 September 2025 495 427 7,192 - 8,114
Net book value
At 31 December 2023 676 623 4,683 - 5,982
At 30 September 2024 594 676 3,677 - 4,947
At 30 September 2025 495 609 1,896 59 3,059
Depreciation is charged to net operating expenses in the consolidated
statement of comprehensive income.
£456k (FY24: £466k) of additions relate to cash movements in the year, with
£53k in trade payables at the year end (FY24: £28k).
The right-of-use asset is a lessee's right to use an asset over the life of a
lease and are all related to property leases. All right-of-use assets are
properties.
12. Leases
The Group leases the offices and treats the UK, U.S., Ireland and Australia
leases under IFRS 16, recognising the leases on the balance sheet.
Right-of-use assets
The Group includes right-of-use assets as part of property, plant and
equipment on the balance sheet. Their carrying value as at 30 September 2025
was £1,896k (30 September 2024: £3,677k). Refer to Note 11 for further
details.
Lease liability
The Group includes lease liabilities on the balance sheet. The carrying
amounts of lease liabilities for the periods are set out below:
FY25 FY24
£'000 £'000
At 1 January 4,242 5,482
Additions - 439
Lease payments (2,080) (1,621)
Interest expense 181 182
Interest paid (181) (182)
Foreign exchange movements 13 (58)
Total lease liabilities at year/period end 2,175 4,242
Lease liabilities maturity analysis
FY25 FY24
£'000 £'000
Amount repayable
Within one year 1,223 2,485
In more than one year but less than two years 641 810
In more than two years but less than three years 311 637
In more than three years but less than four years - 310
2,175 4,242
Lease liabilities maturity analysis (including interest)
FY25 FY24
£'000 £'000
Amount repayable
Within one year 1,316 2,663
In more than one year but less than two years 684 902
In more than two years but less than three years 322 681
In more than three years but less than four years - 322
2,322 4,568
For the lease liability movements in the year, refer to Note 17.
During the year, short-term leases of office space were held for LADbible US
Inc which ceased in October 2024. Under IFRS 16 the Group has applied the
recognition exemption for these short-term leases and the costs of these have
been recognised as an expense. The total costs during the year are shown
below:
FY25 FY24
£'000 £'000
Total cost in the year
LADbible US office space 5 90
5 90
13. Investments in equity-accounted joint ventures
The Group holds a 30% (FY24: 30%) interest in Pubity Group Ltd, an online
media publisher incorporated and operating in the United Kingdom (registered
office: 86-90 Paul Street, London, EC2A 4NE). The arrangement gives the Group
rights to net assets only and is therefore accounted for as a joint venture
under IFRS 11 using the equity method.
Pubity operates in the same market as the Group and is exposed to broadly
similar business risks. The Group is also exposed to risks arising from its
contractual interest in the joint venture, including dependency on Pubity's
future performance and cash generation, potential restrictions on
distributions, and joint governance arrangements. The Group's exposure to
losses is limited to the carrying value of its investment and any unrecognised
commitments disclosed below.
Summarised financial information in relation to the joint venture is
presented later in this note.
In FY25, additions in the year relates to the Group's share of total
comprehensive income of £1,059k (FY24: £505k).
Name Country of incorporation and principal place of business Proportion of ownership interest held as at 30 September 2025
Pubity Group Ltd United Kingdom 30%
Commitments and contingent liabilities
At 30 September 2025, the Group had no unrecognised commitments relating to
its interest in Pubity Group Ltd (FY24: nil) and no contingent liabilities
relating to its interest in Pubity Group Ltd (FY24: nil).
Summarised financial information (Pubity Group Ltd)
As at 30 September 2025 As at 30 September 2024
£'000 £'000
Trade and other receivables 4,193 2,663
Cash and cash equivalents 5,003 2,119
Non-current assets 96 68
Current liabilities (2,575) (1,662)
Current financial liabilities - -
Non-current financial liabilities - -
Net assets (100%) 6,717 3,188
Group share of net assets (30%) 2,015 956
Year ended Period ended
30 September 2025 30 September 2024
£'000 £'000
Revenue 11,864 5,356
Profit from continuing operations 3,531 1,684
Total comprehensive income 3,531 1,684
Depreciation and amortisation (27) (22)
Interest income - -
Interest expense - -
Income tax expense (1,199) (561)
Group share of total comprehensive income (30%) 1,059 505
FY25 FY24
£'000 £'000
Carrying amount of investment
At start of the year/period 1,195 690
Group share of total comprehensive income 1,059 505
At end of the year/period 2,254 1,195
14. Trade and other receivables
FY25 FY24
£'000 £'000
Trade receivables not past due 16,875 10,946
Trade receivables past due 1,715 3,321
Less: provision for credit losses (39) (71)
Trade receivables net 18,551 14,196
Work in progress 275 123
Other receivables 603 1,094
Prepayments 2,258 1,586
Contract asset - accrued income 6,451 9,202
Total trade and other receivables 28,138 26,201
Less: non-current portion - other receivables (119) (219)
Current portion 28,019 25,982
Trade receivables and all other receivables (including work in progress, other
receivables and accrued income) are stated net of provisions of £39k (FY24:
£71k). Trade and other receivables are assessed for impairment based upon the
expected credit losses model as well as individually impaired trade
receivables. The lifetime expected loss provision and individually impaired
trade receivables is £39k (FY24: £71k) at an expected loss rate of 0.20%
(FY24: 0.50%) on gross trade receivables.
The accrued income balance of £6,451k (FY24: £9,202k) relates to revenue
recognised which had not been invoiced to the customer at the year end,
comprising £4,066k (FY24: £4,940k) relating to completed but unbilled
campaigns and £2,385k (FY24: £4,262k) relating to ongoing campaigns.
It is expected that all accrued income held at 30 September 2025 will be
invoiced and cash received within the following year. We note that of the
accrued income balance at 30 September 2024, £9,026k has been invoiced and
paid, £nil invoiced but not yet paid, and £134k written off. £42k of
accrued income at 30 September 2025 was recorded in the period ended 30
September 2024. There is no difference between the carrying value and fair
value of the financial assets noted above. Receivables not past due and past
due but not impaired are generally with well-established counterparties with
good credit quality. Non-current other receivables relate to security deposits
on property leases.
The Group applies the IFRS 9 simplified approach to measuring expected credit
losses using a lifetime expected credit loss provision for trade receivables
and contract assets. To measure expected credit losses on a collective basis,
trade receivables and contract assets are grouped based on similar credit risk
and ageing.
The expected loss rates are based on the Group's historical credit losses
experienced over the three-year period prior to the period end, adjusted for
forward-looking information. The historical loss rates are then adjusted for
current and forward-looking information on macroeconomic factors affecting the
Group's customers.
30 September 2025 Current More than 30 days past due More than 60 days past due More than 90 days past due Total
Expected loss rate 0.07% 0.28% 0.27% 5.79%
Gross carrying amount - Trade receivables, £'000 16,875 1,082 364 269 18,590
Gross carrying amount - Contract assets, £'000 6,409 - - 42 6,451
Loss provision, £'000 17 3 1 18 39
30 September 2024 Current More than 30 days past due More than 60 days past due More than 90 days past due Total
Expected loss rate 0.08% 0.16% 0.10% 4.28%
Gross carrying amount - Trade receivables, £'000 10,946 1,238 985 1,098 14,267
Gross carrying amount - Contract assets, £'000 9,108 - - 94 9,202
Loss provision, £'000 17 2 1 51 71
FY25 FY24
£'000 £'000
Opening provision (71) (40)
Amount released 32 24
New charge in year - (55)
Closing provision (39) (71)
The closing provision at 30 September 2025 includes a specific provision of
£17k (30 September 2024: £47k) in relation to customers that have entered
administration.
The carrying amounts of the Group's trade and other receivables are
denominated in the following currencies:
FY25 FY24
£'000 £'000
In these currencies
UK Pound 17,119 13,892
United States Dollar 10,414 10,669
Euros 597 1,114
Australian Dollar 8 514
New Zealand Dollar - 12
28,138 26,201
15. Cash and cash equivalents
FY25 FY24
£'000 £'000
Cash and cash equivalents
Cash at bank and in hand 30,837 27,174
30,837 27,174
In these currencies
UK Pound 23,801 17,993
United States Dollar 5,897 7,829
Euros 683 1,233
Australian Dollar 387 54
New Zealand Dollar 69 65
30,837 27,174
Included within cash and cash equivalents is £1.4m (FY24: £nil) held within
the Employee Benefit Trust which is legally restricted and not available for
general use by the Group.
16. Trade and other payables
FY25 FY24
£'000 £'000
Current
Trade payables 3,238 3,462
Tax and social security 1,682 1,447
Accruals 5,064 2,950
Deferred income 564 353
Amounts payable to sellers 15 228
Other payables 674 1,020
11,237 9,460
There is no difference between the carrying value and fair value of the
financial liabilities noted above. The deferred income balance of £564k
(FY24: £353k) relates to contracts with customers where invoices have been
raised in advance of revenue being recognised.
It is expected that all of the deferred income recorded at 30 September 2025
will be recorded as revenue in the forthcoming year. £326k of the deferred
income recorded at 30 September 2024 was recognised as revenue within the
subsequent year, with £27k being released as a result of credit notes raised.
The carrying amounts of the Group's trade and other payables are denominated
in the following currencies:
FY25 FY24
£'000 £'000
In these currencies
UK Pound 9,216 7,275
United States Dollar 1,687 1,843
Euros 251 220
Australian Dollar 82 110
New Zealand Dollar 1 12
11,237 9,460
17. Borrowings
FY25 FY24
£'000 £'000
Current
Lease liabilities 1,223 2,485
1,223 2,485
Non-current
Lease liabilities 952 1,757
952 1,757
Total borrowings 2,175 4,242
FY25 FY24
£'000 £'000
Amount repayable
Within one year 1,223 2,485
In more than one year but less than two years 641 810
In more than two years but less than three years 311 637
In more than three years but less than four years - 310
2,175 4,242
A reconciliation from opening to closing borrowings can be found below.
Net cash
FY25 FY24
£'000 £'000
Cash at bank and in hand 30,837 27,174
Lease liabilities (2,175) (4,242)
Net cash 28,662 22,932
As at New leases Payments £'000 Interest charge Interest paid Non-current to current movements FX Other cash movements As at
1 October 2024 £'000 £'000 £'000 £'000 £'000 £'000 30 September 2025
£'000 £'000
Lease liabilities - current (2,485) - 2,080 (181) 181 (805) (13) - (1,223)
Lease liabilities - non-current (1,757) - - - - 805 - - (952)
Total arising from movements in financing activity (4,242) - 2,080 (181) 181 - (13) - (2,175)
Cash and short-term deposits 27,174 - - - - - (33) 3,696 30,837
Net cash 22,932 - 2,080 (181) 181 - (46) 3,696 28,662
As at New leases Payments Interest charge Interest paid Non-current to current movements FX Other cash movements As at
1 January 2024 £'000 £'000 £'000 £'000 £'000 £'000 £'000 30 September 2024
£'000 £'000
Lease liabilities - current (2,469) (199) 1,621 (182) 182 (1,496) 58 - (2,485)
Lease liabilities - non-current (3,013) (240) - - - 1,496 - - (1,757)
Total arising from movements in financing activity (5,482) (439) 1,621 (182) 182 - 58 - (4,242)
Cash and short-term deposits 15,800 - - - - - (277) 11,651 27,174
Net cash 10,318 (439) 1,621 (182) 182 - (219) 11,651 22,932
18. Provisions
Dilapidations have been recognised to account for the cost of returning leased
properties to their original condition.
FY25 FY24
£'000 £'000
As at start of year/period 482 446
Additions - 19
Charged to profit or loss 23 17
Utilisation of provision (21) -
Dilapidation provision at year/period end 484 482
The discount rate applied to the provisions ranges between 3.25% and 7.00% and
is expected to mature between 2026 and 2028, at the end of the life of the
leases.
19. Deferred tax liability
FY25 FY24
£'000 £'000
Liability at start of year/period (262) (532)
Adjustment in respect of prior years (33) 486
Deferred tax charge to statement of comprehensive income for the period 1,766 (209)
Deferred tax charge to other comprehensive income for the period 8 (7)
Asset/(liability) at end of year/period 1,479 (262)
The deferred tax liability relates to the following:
Accelerated capital allowances on property, plant and equipment (298) (457)
Temporary differences trading - (10)
Deferred tax on share options - (19)
Intangible assets (411) (605)
Effect of exchange rates on deferred consideration (233) (255)
(942) (1,346)
The deferred tax asset relates to the following:
Fixed assets 9 -
Temporary differences trading 266 340
Deferred tax on share options 375 226
Intangible assets 764 82
Deferred consideration 1,008 436
2,422 1,084
Losses of £3,380k in Australia (FY24: £3,923k) were not recognised as
deferred tax assets. Following the change in operating model in ANZ there was
uncertainty with regard to their recoverability.
Losses of £427k incurred in LADbible US Inc prior to the acquisition of
Betches Media, LLC ('Betches') were not recognised as deferred tax assets as
they are not able to offset profits within Betches.
Whilst the note above shows deferred tax assets and liabilities as split by
category, the net deferred tax positions by jurisdiction are shown in the
table below, matching the presentation within the consolidated statement of
financial position:
FY25 FY24
DTA DTL DTA DTL
£'000 £'000 £'000 £'000
UK - (212) - (515)
Australia - (20) - (21)
U.S. 1,711 - 274 -
Total 1,711 (232) 274 (536)
20. Share-based payments
The Group operates a number of Share Option Schemes under which Executive
Directors, Non-Executive Directors, managers and team members of the Group are
granted options over shares. The Group did not enter into any share-based
payment transactions with other parties other than employees during the
current or prior period. The charge recognised from equity-settled share-based
payments in respect of employee services received during the year is £1,851k
(FY24: £566k). The charge recognised from cash-settled share-based payments
in respect of employee services received during the year is £99k (FY24:
£167k).
Scheme Number of Ordinary Shares
At Granted Modified Forfeited Lapsed Exercised At Granted Modified Forfeited Lapsed Exercised At 30 September
30 September 2024 and 1 October 2024
2025
1 January 2024
Australia SIP 57,152 - - - (23,218) (30,362) 3,572 - - - - - 3,572
Ireland SIP 13,668 - - (4,556) - - 9,112 - - (2,278) - - 6,834
UK SIP 392,058 - - (66,290) (13,258) (56,820) 255,690 - - (18,940) - (53,032) 183,718
2022 SAYE 229,191 - - (61,105) - - 168,086 - - (24,286) (82,615) - 61,185
2023 SAYE 329,081 - - (56,100) - - 272,981 - - (87,088) - - 185,893
Non-Executive Director Awards 2,459,098 - - - - (2,459,098) - - - - - - -
FY21 Executive Director Awards 788,994 - - - - - 788,994 - - - (788,994) - -
FY24 Executive Director Awards - 1,478,606 - - - - 1,478,606 - - (850,616) - - 627,990
LADbible Incentive Plan 23,303 - - (23,303) - - - - - - - - -
LTIP Group A - Base Award 270,605 - - (69,588) - - 201,017 - - (13,660) (122,400) - 64,957
LTIP Group A - Top-up 1,329,396 - 714,286 (187,555) - - 1,856,127 - 123,035 (100,626) - - 1,878,536
LTIP Group D - Base Award 187,949 - - - - - 187,949 - - - (122,787) (10,586) 54,576
LTIP Group D - Top-up 554,907 - - - - - 554,907 - 103,375 (398,036) - - 260,246
LTIP Group B - Base Award 171,480 - - (72,321) - - 99,159 - - - (64,781) - 34,378
LTIP Group B - Top-up 1,657,090 - - (1,292,321) - - 364,769 - 41,898 - - - 406,667
LTIP Group C - Base Award 62,678 - - - - - 62,678 - - - - (62,678) -
LTIP Group C - Top-up 1,080,179 - - - - - 1,080,179 - - - - (1,080,179) -
LTIP Group E - Base Award 478,468 - - (478,468) - - - - - - - - -
LTIP Group E - Top-up 92,961 - - (92,961) - - - - - - - - -
LTIP Group F 550,239 - - - - - 550,239 - - - - - 550,239
LTIP Group F - Top-up - - - - - - - 550,239 (529,229) - - - 29,010
FY24 LTIP Senior Leadership - 502,392 - - - - 502,392 - - (502,392) - - -
FY25 Category 1 Awards - - - - - - - 216,129 - - - - 216,129
FY25 LTIP Awards - - - - - - - 2,770,905 - (653,846) - - 2,117,059
Key Management Personnel Award 438,865 - - - - (315,000) 123,865 - 382,158 - - (279,000) 227,023
11,167,362 1,980,998 714,286 (2,404,568) (36,476) (2,861,280) 8,560,322 3,537,273 121,237 (2,651,768) (1,181,577) (1,485,475) 6,900,012
Options exercised during the year
During FY25, 1,485,475 options were exercised (FY24: 2,861,280). The weighted
average share price at the date of exercise was 108.00p (FY24: 95.64p). Of
these exercises, 623,886 awards were treated as cash-settled, reflecting the
Group's settlement of the related employee tax obligations in cash; cash
payments of £676k were made to tax authorities in respect of these exercises.
The remaining exercises were settled in shares.
Exercise prices of options outstanding at year end
At 30 September 2025, the number of options outstanding was 6,900,012 (30
September 2024: 8,560,322). The range of exercise prices for options
outstanding at 30 September 2025 was £0.00 to £1.34 per share (30 September
2024: £0.00 to £1.34).
Number of awards granted Grant Vesting Contractual life (days) Exercise price (£) Hurdle share price for Share price at grant Annual Annual expected dividend growth rate (%) Volatility Fair value per award (£) Valuation method
date
date
top-up (£)
date (£)
risk-free
(%)
rate (%)
UK SIP 738,660 19/01/22 19/01/25 1,096 - - 1.94 - - 40%1 1.94 Monte-Carlo
Australia SIP 78,584 26/05/22 26/05/25 1,096 - - 1.60 - - 40%1 1.60 Monte-Carlo
Ireland SIP 13,668 26/05/22 26/05/25 1,096 - - 1.60 - - 40%1 1.60 Monte-Carlo
2022 SAYE 568,032 24/05/22 30/06/25 1,133 1.34 - 0.58 1.47% - 40%2 0.58 Black-Scholes
2023 SAYE 355,350 14/06/23 30/06/26 1,112 0.81 - 0.97 4.76% - 43%2 0.40 Black-Scholes
Non-Executive Director Awards 2,459,098 15/12/21 15/12/23 730 - - 1.75 - - 40%1 1.75 Monte-Carlo
FY21 Executive Director Awards 1,189,280 22/12/21 31/12/24 1,105 - - 1.94 0.68% - 40%1 1.45 Monte-Carlo
FY24 Executive Director Awards 1,478,606 15/01/24 31/12/25 717 - 1.75 0.87 3.93% - 58%4 0.35 Monte-Carlo
LADbible Incentive Plan 576,053 13/01/22 12/01/25 1,095 - - 1.94 - - 40%1 1.94 Monte-Carlo
LTIP Group A - Base Award 359,084 13/01/22 12/01/25 1,095 - - 1.94* - - 40%1 1.94 Monte-Carlo
LTIP Group A - Top-up 1,726,632 04/05/23 31/12/25 973 - 1.75 1.00 3.76% - 44%3 0.28 Monte-Carlo
LTIP Group D - Base Award 187,949 04/05/23 12/01/25 620 - - 1.00 3.76% - 44%3 0.35 Monte-Carlo
LTIP Group D - Top-up 554,907 04/05/23 31/12/25 973 - 1.75 1.00 3.76% - 44%3 0.33 Monte-Carlo
LTIP Group B - Base Award 267,141 12/01/22 12/01/25 1,096 - - 1.94* - - 40%1 1.29 Monte-Carlo
LTIP Group B - Top-up 2,279,286 04/05/23 31/12/25 973 - 1.75 1.00 3.76% - 44%3 0.27 Monte-Carlo
LTIP Group C - Base Award 62,678 04/05/23 12/01/25 620 - - 1.00 3.76% - 44%3 0.35 Monte-Carlo
LTIP Group C - Top-up 1,080,179 04/05/23 12/01/25 620 - 1.75 1.00 3.76% - 44%3 0.25 Monte-Carlo
LTIP Group E - Base Award 478,468 04/05/23 31/12/25 973 - - 1.00 3.76% - 44%3 0.42 Monte-Carlo
LTIP Group E - Top-up 92,961 04/05/23 31/12/25 973 - 1.75 1.00 3.76% - 44%3 0.78 Monte-Carlo
LTIP Group F 550,239 04/05/23 31/12/25 973 - - 1.00 3.76% - 44%3 0.45 Monte-Carlo
FY24 LTIP Senior Leadership 502,392 30/05/24 31/12/25 581 - - 1.06 4.49% - 49%4 0.41 Monte-Carlo
FY25 Category 1 Awards 216,129 20/05/25 31/03/27 770 - - 1.05 - - - 0.20 Monte-Carlo
FY25 LTIP Awards 2,770,905 20/05/25 31/03/27 770 - 2.60 1.05 4.07% - 40%5 0.18 Monte-Carlo
Key Management Personnel Award 789,865 15/12/21 17/09/22 92 - - 1.75 - - 40%1 1.75 Monte-Carlo
* These awards were treated as a modification and the fair value of
these replacement awards is reflective of the incremental fair value to be
recognised on modification.
1. The volatility assumption, measured at the standard deviation of
expected share price returns, is based upon a statistical analysis of daily
share prices for comparable listed media businesses over the three-year
'Pre-Covid-19' period, being the three years prior to 1 January 2020. It is
considered that volatility levels during Covid-19 will not be representative
of likely volatility over the vesting period, hence Pre-Covid-19 volatility
levels are considered more appropriate.
2. The volatility assumption for the 2023 SAYE scheme is based on the
median daily share price volatility for a group of peer companies over a
historical period prior to the date of grant with length commensurate with the
expected life assumption of 3.05 years. For the 2022 SAYE scheme this was
based on the historical 3.1 year volatility of the constituents of the FTSE
AIM Media super sector as of the date of grant.
3. The volatility assumption of 44% is based on the median daily share
price volatility for a group of peer companies over a historical period prior
to the date of grant with length commensurate with the remaining projection
period of 2.66 years.
4. The volatility assumptions of 49% and 58% are based on the historical
volatility of the Company's TSR at the calculation date using daily return
index data over a period commensurate with the performance period.
5. The volatility assumption of 40% has been determined based on the
historical volatility of the Company's TSR at the calculation date, using
daily return index data over a period commensurate with the longest remaining
expected life of the awards (2.11 years).
Save As You Earn (SAYE) Schemes
The Group operates savings-related share option plans, under which employees
save on a monthly basis over a three-year period towards the purchase of
shares at a fixed price determined when the option is granted. All employees
were offered the opportunity to join the SAYE schemes.
This option price is set at a 20% discount to the average closing price for a
share over the five dealing days prior to the grant date. The option must be
exercised within six months of maturity of the savings contract, otherwise it
lapses.
At 30 September 2025, 61,186 of the options were exercisable (30 September
2024: nil).
Share Incentive Plans
In the year ended 31 December 2022, the Group introduced Share Incentive Plan
(SIP) awards. These awards are subject to continued employment, and vest after
three years. After the third anniversary of the award date, employees can
elect to sell or transfer the awards.
At 30 September 2025, 194,124 of the options were exercisable (30 September
2024: nil).
Executive Director Awards
Long Term Incentive Plan (LTIP) awards for Executive Directors were granted on
23 December 2021 and vest subject to revenue and Adjusted EBITDA margin
performance conditions (the 'Base' award). The awards are also subject to a
multiplier based on absolute Total Shareholder Return (TSR) performance (the
'Stretch' award). The Base award and the related Stretch (multiplier) outcome
are assessed over the same performance period and vest at the same time,
subject to continued employment. The Stretch element does not have a separate
service period; it adjusts the number of shares vesting under the award based
on the applicable TSR condition.
The awards were granted as a combination of nil-cost options over LBG Media
plc shares and awards of A shares in LBG Holdco Limited, which convert into
LBG Media plc shares on exercise.
Further LTIP awards were granted in FY24 in the form of nil-cost options.
These awards are subject to continued employment and stretching performance
conditions measured over the three-year period from 1 January 2023 to 31
December 2025, comprising a base element subject to financial performance
targets and a stretch element subject to absolute TSR performance targets.
Additional awards were granted in FY25 to Executive Directors ('FY25 Category
1 Awards'). These awards are subject to continued employment and vest based on
revenue performance conditions, together with an Adjusted EBITDA margin
underpin.
At 30 September 2025, none of the options were exercisable (30 September 2024:
nil).
LAD Incentive Plans
The Group operates incentive plans for senior employees subject to revenue
performance conditions and an Adjusted EBITDA margin underpin. Vesting is
contingent upon continued employment.
In May 2023, the LADbible Incentive Plan awards were forfeited and replaced
with revised awards which broadly mirrored the terms of the original awards
but included additional market-based performance conditions, including top-up
awards. The scheme was changed in order to better align incentives with the
Group's strategic objectives.
The FY22 LTIP awards applicable to this participant group comprised base
awards subject to service and performance conditions, together with a top-up
element that was originally subject to a £1.75 share price condition. During
FY25, the Remuneration Committee approved a modification to these awards,
removing the share price condition and replacing it with revenue-based growth
targets aligned to relevant business unit performance. The number of top-up
shares was re-based by reference to the original guaranteed value of the
awards.
The modification was designed to replace a share price hurdle that was no
longer considered an appropriate measure of operational performance, while
maintaining the overall incentive value of the awards. The revised performance
conditions represent non-market performance conditions under IFRS 2.
Accordingly, they are excluded from the grant-date fair value, and the
cumulative expense recognised is adjusted over the vesting period based on
expected outcomes, with a final true-up to actual performance.
At 30 September 2025, 344,771 of the options were exercisable (30 September
2024: nil).
LTIPs - Senior Leadership
The Group operates long-term incentive plans for senior employees subject to
revenue performance conditions and an Adjusted EBITDA margin underpin. Vesting
is contingent upon continued employment.
In May 2023, the LTIP Senior Manager awards were forfeited and replaced with
revised awards which broadly mirrored the terms of the original awards but
included additional market-based performance conditions and the removal of the
Total Shareholder Return (TSR) multiplier. The scheme was changed in order to
better align incentives with the Group's strategic objectives.
The FY22 LTIP awards applicable to senior leadership participants were subject
to the same modification approved during FY25, with the removal of the £1.75
share price condition attached to the top-up element and its replacement with
revenue-based growth targets aligned to relevant business units. The number of
top-up shares was re-based by reference to the original guaranteed value of
the awards.
During FY25, the Board also approved further modifications to certain FY22 and
FY23 senior leadership awards. These modifications initially included the
introduction of fixed-value guarantees in place of share price or TSR-related
conditions that were no longer considered appropriate in light of market
conditions. Subsequently, these guarantees were replaced by a further
modification removing the £1.75 share price hurdle and aligning vesting
outcomes to revised performance conditions.
All such changes have been accounted for as modifications of existing
equity-settled awards under IFRS 2. The original awards continue to be
expensed as previously, with any incremental fair value arising from the
modifications recognised in the income statement over the remaining vesting
periods, or immediately where the relevant vesting conditions had already been
satisfied.
Further awards were granted in FY23 and FY24 to senior employees, subject to
revenue and market performance conditions and an Adjusted EBITDA margin
underpin.
At 30 September 2025, 99,159 of the options were exercisable (30 September
2024: nil).
FY25 Awards
During FY25, the Group granted a number of participants new LTIP awards
subject to revenue performance conditions and an Adjusted EBITDA margin
underpin. Vesting is contingent upon continued employment.
The options include additional market-based performance conditions, including
top-up awards.
At 30 September 2025, none of the options were exercisable (30 September 2024:
nil).
Key Management Personnel Award
Awards granted to a member of Key Management Personnel under earlier LTIP
arrangements were reassessed as cash-settled share-based payments following an
election by the Group to settle the awards in cash rather than shares. This
change has been accounted for as a modification of the original awards, with
the impact recognised within the movements for the current year.
During FY25, 279,000 cash-settled awards were exercised and settled in cash.
The cash-settled share-based payment liability at 30 September 2025 was £223k
(30 September 2024: £182k) and is included within other payables in Note 16.
At 30 September 2025, 227,023 cash-settled awards were outstanding and
exercisable. The intrinsic value of these vested cash-settled awards at 30
September 2025 was £224k, based on the closing share price of 98.60p at 30
September 2025.
21. Called up share capital
Ordinary shares of £0.001 each FY25 FY25 FY24 FY24
Number £ Number £
At start of the year/period 209,079,740 209,080 206,620,642 206,621
Issued during the year - - 2,459,098 2,459
At year/period end 209,079,740 209,080 209,079,740 209,080
The Company's authorised share capital is 209,079,740 ordinary shares of
£0.001 each (nominal value £209,080). At 30 September 2025, the issued share
capital was equal to the authorised share capital (FY24: 209,079,740).
In the prior period, on 3 January 2024, the Company issued 2,459,098 new
ordinary shares with a nominal value of £0.001 each. This share issue was
following the exercise of options granted under the Company's Long Term
Incentive Plan (Non-Executive Director Awards).
Purchase of Own Shares / Employee Benefit Trust ('EBT')
During the year, the Company made contributions to the LBG Media Employee
Benefit Trust ('the EBT') to enable the Trustee to purchase ordinary shares in
the Company for the purpose of satisfying existing and future employee
share-based payment awards. The EBT purchased 3,611,650 ordinary shares of
£0.001 each during the year (FY24: nil) for a total consideration of £4.0m.
During the year, 532,184 ordinary shares held by the EBT were used to satisfy
awards that vested under the Group's share-based payment schemes (FY24: nil).
These shares had a fair value of £0.7m at the date of settlement. The use of
shares is treated as an equity transaction and does not impact the
consolidated income statement, as the associated share-based payment charge
was recognised in accordance with IFRS 2 in prior periods.
Shares held by the EBT are presented as a deduction within equity in
accordance with IAS 32 Financial Instruments: Presentation, as they represent
the Company's own equity instruments. At 30 September 2025, the EBT held
3,079,466 ordinary shares (FY24: nil).
The purchase of own shares is treated as an equity transaction and therefore
has no impact on the consolidated income statement for the year.
22. Financial risk management
The Group uses various financial instruments. These include cash and various
items, such as trade receivables and trade payables that arise directly from
its operations. The main purpose of these financial instruments is to raise
finance for the Group's operations and manage the financial risks arising from
its business activities.
The existence of these financial instruments exposes the Group to a number of
financial risks, which are described in more detail below.
The main risks arising from the Group's financial instruments are currency
risk, credit risk, interest rate risk and liquidity risk. The Directors review
and agree policies for managing each of these risks and they are summarised as
follows:
Currency risk
The Group contracts with certain customers in US Dollars, Euros, Australian
Dollars and New Zealand Dollars. The Group manages this risk through natural
hedging (matching revenues and costs in the same currency), and the use of
forward foreign exchange ('FX forward') contracts, which economically hedge
highly probable future USD cash inflows.
The Group does not apply hedge accounting under IFRS 9 for these contracts;
therefore, FX forward contracts are measured at fair value through profit or
loss (FVTPL) and recognised as derivative assets or liabilities.
As of 30 September 2025, the Group's net exposure to foreign exchange risk was
as follows:
GBP USD EUR AUD NZD FY25
£'000 £'000 £'000 £'000 £'000 £'000
Financial assets 34,971 13,344 1,214 395 67 49,991
Financial liabilities (8,469) (9,259) (396) (82) (1) (18,207)
Total net exposure 26,502 4,085 818 313 66 31,784
GBP USD EUR AUD NZD FY24
£'000 £'000 £'000 £'000 £'000 £'000
Financial assets 24,570 15,193 2,072 553 76 42,464
Financial liabilities (8,467) (9,692) (511) (270) (13) (18,953)
Total net exposure 16,103 5,501 1,561 283 63 23,511
FX forward contracts
At 30 September 2025, the Group held FX forward contracts to sell USD for GBP.
These derivative instruments economically hedge expected USD receipts over the
next 12 months.
Because hedge accounting is not applied, all fair value movements are recorded
directly in the income statement within other gains and losses.
Notional amounts and fair values of FX forwards FY25 FY24
£'000 £'000
Notional amounts $19,553 -
Deriviative financial liabilities (9) -
Net fair value loss recognised in the P&L (9) -
It is estimated that, with all other variables held equal (in particular other
exchange rates), a general change of 10% in the value of each foreign currency
in the table below against Sterling would have had the following impact on the
Group's current year profit after tax and on retained earnings:
FY25 currency risks expressed in foreign currency/GBP USD EUR AUD NZD
£'000 £'000 £'000 £'000
Reasonable shift 10% 10% 10% 10%
Impact on profit after tax if currency strengthens against GBP 455 90 35 8
Impact on profit after tax if currency weakens against GBP (371) (75) (28) (6)
FY24 currency risks expressed in foreign currency/GBP USD EUR AUD NZD
£'000 £'000 £'000 £'000
Reasonable shift 10% 10% 10% 10%
Impact on profit after tax if currency strengthens against GBP 611 173 31 9
Impact on profit after tax if currency weakens against GBP (501) (143) (26) (4)
Credit risk
The Group's principal financial assets are cash and trade receivables. The
credit risk associated with cash is limited, as the counterparties have high
credit ratings assigned by international credit-rating agencies. The principal
credit risk arises therefore from the Group's trade receivables.
In order to manage credit risk the Directors set limits for customers based on
a combination of payment history and third-party credit references. Credit
limits are reviewed on a regular basis in conjunction with borrowings ageing
and collection history.
The Directors consider that the Group's trade receivables were impaired for
the year ended 30 September 2025 and a provision for credit losses of £39k
(30 September 2024: £71k) was made. Refer to Note 14 for further information
on financial assets that are past due.
Liquidity risk
The Group seeks to manage financial risk by ensuring sufficient liquidity is
available to meet foreseeable needs by closely managing the cash balance and
by investing cash assets safely and profitably.
The following table sets out the contractual maturities (representing
undiscounted contractual cash flows) of financial liabilities:
At 30 September 2025 Up to 12 months Between 1 and 2 years Between 2 and 5 years Over 5 years
£'000 £'000 £'000 £'000
Trade and other payables 3,927 - - -
Contingent consideration 5,710 1,331 - -
Lease liabilities 1,223 641 311 -
Accruals 5,064 - - -
Total 15,924 1,972 311 -
At 30 September 2024 Up to 12 months Between 1 and 2 years Between 2 and 5 years Over 5 years
£'000 £'000 £'000 £'000
Trade and other payables 4,710 - - -
Contingent consideration 3,811 3,240 - -
Lease liabilities 2,485 810 637 310
Accruals 2,950 - - -
Total 13,956 4,050 637 310
The table below analyses the Group's undiscounted non-derivative and
derivative financial liabilities into relevant maturity groupings based on the
remaining period at the balance sheet date to the contractual maturity date.
Summary of financial assets and liabilities by category
The carrying amount of financial assets and liabilities recognised at the
balance sheet date of the reporting years under review may also be categorised
as follows:
FY25 FY24
£'000 £'000
Financial assets
Non-current:
Other receivables 119 219
119 219
Current:
Trade and other receivables 19,035 15,071
Cash and cash equivalents 30,837 27,174
49,872 42,245
Financial liabilities
Non-current:
Lease liabilities (952) (1,757)
Contingent consideration (1,331) (3,240)
(2,283) (4,997)
Current:
Lease liabilities (1,223) (2,485)
Trade and other payables (3,927) (4,710)
Accruals (5,064) (2,950)
Contingent consideration (5,710) (3,811)
(15,924) (13,956)
Net financial assets 31,784 23,511
Other than the contingent consideration (which is recognised at fair value
through profit or loss), all other financial assets and liabilities are
measured on an amortised cost basis.
Fair value hierarchy
FX forward contracts are classified as Level 2 under IFRS 13. Fair value is
based on valuations provided by the Group's banking counterparties, using
observable forward exchange rates. No transfers between levels occurred during
the year.
23. Commitments
There are no capital commitments at the current or prior year end.
24. Related party transactions
FY25 FY24
£'000 £'000
Entity controlled by key management personnel
Purchase of services1 531 364
Transactions with Pubity Group Ltd2 (234) (163)
1. Services are purchased from Kamani Commercial Property Ltd (an entity
controlled by a significant shareholder) on normal commercial terms and
conditions. Kamani Commercial Property Ltd is a firm belonging to Mahmud
Abdullah Kamani, a former Director of the Group. The Group leases the
Manchester Dale Street properties from Kamani Commercial Property Ltd. The
'purchase of services' in the table above relates to the payments made in the
year for the Dale Street properties for both rent and service charges.
Payments made in FY25 totalled £531k (FY24: £364k). The amount outstanding
of the lease liability as at 30 September 2025 is £948k (30 September 2024:
£1,199k). The outstanding service charge balance at 30 September 2025 is
£17k (30 September 2024: £17k).
2. During the year, the Group incurred transactions totalling £234k
(FY24: £163k) with Pubity Group Ltd, a joint venture of LBG Media plc. These
transactions were conducted on normal commercial terms. As at 30 September
2025, £40k was due from Pubity Group Ltd (30 September 2024: £51k). This has
been settled post year end.
3. A close family member of a Director has been employed by the Group in
the year, and was paid £54k in the year (FY24: £41k).
25. Ultimate controlling party
The Directors consider there to be no ultimate controlling party following
Admission to AIM in December 2021. Prior to this, Solly Solomou was the
ultimate controlling party by virtue of his shareholding.
26. Subsequent events
Subsequent to the year end, the Group entered into a new lease agreement for
office premises in London. The lease has a term of 10 years with annual rent
of £2.5m, prior to any lease incentives. This lease forms part of the Group's
planned relocation to its new London office.
In accordance with IAS 10 Events after the Reporting Period, this is treated
as a non-adjusting post balance sheet event, as the lease was signed after the
reporting date and does not relate to conditions existing at that time. No
adjustments have been made to the financial information for the year ended 30
September 2025.
The Group will recognise the associated right-of-use asset and lease liability
in the next financial year in accordance with IFRS 16 Leases.
27. Contingent consideration
The Group has adopted the following fair value hierarchy in relation to its
financial instruments that are carried in the balance sheet at the fair values
at the year end (being solely contingent consideration):
· Quoted prices (unadjusted) in active markets for identical assets or
liabilities (Level 1);
· Inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly
(that is, as prices) or indirectly (that is, derived from prices) (Level 2);
and
· Inputs for the asset or liability that are not based on observable
market data (unobservable inputs) (Level 3).
The following table sets out the fair value of all financial assets and
liabilities that are measured at fair value:
Liabilities measured at fair value FY25 FY24
Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
£000 £000 £000 £000 £000 £000
Contingent consideration - - 7,041 - - 7,051
Total - - 7,041 - - 7,051
Contingent consideration arising on the acquisition of Betches Media, LLC is
classified as a financial liability and is measured at fair value through
profit or loss. As the valuation incorporates significant unobservable inputs,
the contingent consideration is categorised within Level 3 of the fair value
hierarchy in accordance with IFRS 13.
Valuation technique
The fair value of the contingent consideration is determined using a
probability-weighted expected value approach, which requires the application
of significant management judgement. The valuation is based on management's
assessment of the likelihood and quantum of future earn-out payments,
discounted to present value based on their expected timing using a
risk-adjusted discount rate (17.6% at 30 September 2025).
Earn-out structure
The contingent consideration comprises two distinct earn-out arrangements:
· Earnout 1: based on Revenue performance for the years ended 2023, 2024
and 2025, with payments of up to $15.0m payable in three tranches in 2024,
2025 and 2026. Earnout 1 is subject to minimum revenue thresholds and payments
become payable only when the relevant thresholds are achieved.
· Earnout 2: based on achieving minimum EBITDA thresholds for the years
ended 2023, 2024, 2025 and 2026, with payments of up to $15.0m payable in four
tranches in 2024, 2025, 2026 and 2027.
Accordingly, the undiscounted range of possible outcomes under the earn-out
arrangements is $0 to $30.0m in aggregate (Earnout 1: $0 to $15.0m; Earnout 2:
$0 to $15.0m). The maximum payment is capped as set out above.
Key judgements and unobservable inputs
The most significant judgements relate to:
· Financial performance forecasts for Betches Media, LLC (including
Revenue and EBITDA assumptions for the remaining earn-out periods);
· The assignment of probability weightings to alternative performance
scenarios for Earnout 2 (see below); and
· The risk-adjusted discount rate, reflecting the time value of money and
risks specific to the contingent consideration.
Management prepared forecast scenarios to estimate expected earn-out payments
(for the relevant periods), including:
· Base case - lower-end Revenue and EBITDA outcomes
· Expected case - management's central estimate of likely performance
· Best case - stronger-than-expected Revenue growth and EBITDA delivery
· Each scenario incorporates different assumptions regarding Revenue
growth, EBITDA margins and the timing of performance delivery.
Probability weighting methodology (earnout 2 only)
Scenario outcomes are assigned judgemental probability weightings based on
historical performance trends, current trading conditions, pipeline
visibility, execution risk and the degree of uncertainty associated with
achieving upside performance. The probability-weighted outcomes are used to
estimate expected future Earnout 2 payments, which are then discounted to
present value using the risk-adjusted discount rate.
The scenarios were assigned judgemental probability weightings typically
within the following ranges (Earnout 2):
· Base case: typically 20%-35%
· Expected case: typically 40%-60%
· Best case: typically 10%-25%
At 30 September 2025, the probability weightings applied in the valuation of
the remaining Earnout 2 periods were:
· FY25: Base 25%, Expected 50%, Best 25%
· FY26: Base 50%, Expected 40%, Best 10%
These probability weightings relate to the valuation of the remaining Earnout
2 payments included in the fair value measurement at 30 September 2025.
Sensitivity analysis (Level 3)
The sensitivities below illustrate the effect of reasonably possible changes
in key unobservable inputs. While the impacts shown for certain assumptions
(for example, a 10 percentage point probability shift) are not material in
isolation, the valuation remains sensitive to the combined effect of multiple
adverse changes, particularly where performance thresholds are not achieved.
Reasonably possible change (Earnout 2) Movement in fair value
£'000
Discount rate +1.0% (26)
Discount rate -1.0% 26
Decrease Expected probability by 10 percentage points and increase Base (507)
probability by 10 percentage points
Decrease Expected probability by 10 percentage points and increase Best 39
probability by 10 percentage points
EBITDA earn-out payments +10% 322
EBITDA earn-out payments -10% (322)
Earnout 1 is subject to minimum revenue thresholds, which relate only to the
2025 earnout period. Based on management's current forecasts, the relevant
thresholds are expected to be achieved and therefore a payment is expected to
be payable. Based on management's forecast revenue for the final quarter of
the earnout period, revenue for Q4 would need to decrease by approximately 82%
(compared with forecast) for the revenue target to be missed. Given the
threshold nature of the arrangement and the level of headroom implied by
management's forecasts, no sensitivity information has been presented for
Earnout 1.
Estimation uncertainty
The valuation of the contingent consideration is subject to significant
estimation uncertainty. Due to the inherent uncertainty in forecasting future
financial performance and the judgement involved in assigning probability
weightings, actual earn-out payments may differ from those reflected in the
fair value measurement. A reasonably possible change in Revenue or EBITDA
assumptions, a shift in probability weightings between scenarios, or a change
in the discount rate could result in a material increase or decrease in the
carrying value of the contingent consideration.
Fair value movements
At the acquisition date, the discounted fair value of the contingent
consideration was estimated at £9,634k, based on management's
probability-weighted assessment of a range of possible performance outcomes.
At 30 September 2025, the fair value of the contingent consideration was
£7,041k (FY24: £7,051k). Since acquisition, two earn-out payments have been
made, which reduced the carrying value of the liability. During the year, the
Group recognised a fair value increase of £3,220k, reflecting updated
expectations that Betches Media, LLC will meet certain EBITDA performance
targets over the next two years, thereby increasing the probability of
payments under Earnout 2. This remeasurement was more than offset by earn-out
payments made during the year and other movements, resulting in a closing fair
value broadly in line with the prior year.
Fair value movements arising from the remeasurement of contingent
consideration are recognised in the consolidated statement of comprehensive
income, in accordance with IFRS 3 Business Combinations.
During the year, the Group made an earn-out payment of £4,339k ($5.5m) in
respect of amounts that became payable under the earn-out arrangements.
A reconciliation from the opening to closing contingent consideration balance
can be found below:
FY25 FY24
£000 £000
At start of year/period 7,051 9,539
Unwinding of discount1 914 1,014
Settlement of consideration (4,339) (3,120)
Fair value adjustment 3,220 -
Effect of exchange rates on the settlement of consideration 127 (13)
Exchange adjustment 68 (369)
At year/period end 7,041 7,051
Analysed as:
Amounts falling due within 12 months 5,710 3,811
Amounts falling due after one year 1,331 3,240
At year/period end 7,041 7,051
1. The discount rate used for the unwinding of the contingent
consideration is 17.6%.
28. Interests in other entities
Interests in subsidiaries
The Group comprises a number of subsidiary undertakings which are all
consolidated in this financial information. Details of the Company's
subsidiaries (including name, country of incorporation and ownership
interests) are disclosed in the Parent Company financial statements in Note 2.
Significant restrictions on access to, and use of, Group assets and settlement
of liabilities
The Group's assets and cash balances are held within individual legal entities
and are therefore subject to the normal restrictions arising from local laws
and regulations (including the requirement for distributable reserves before
dividends can be paid and the need to maintain appropriate working capital).
In addition, the LBG Media Employee Benefit Trust ('EBT') is a separately
administered trust and cash held by the EBT is restricted for the purpose of
acquiring the Company's shares to satisfy employee share-based payment awards.
Other than these matters, the Directors do not consider there to be
significant restrictions on the Group's ability to access or use assets, or to
settle liabilities, within the Group.
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