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REG - Mirriad Advertising - Unaudited interim results

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RNS Number : 9064A  Mirriad Advertising PLC  26 September 2025

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the company's obligations under Article 17 of
MAR.

 

26 September 2025

 

Mirriad Advertising plc

 

("Mirriad" or the "Company")

 

Unaudited interim results

 

 

Mirriad, the leading in-content advertising and virtual product placement
company, today announces unaudited interim results for the six months ended 30
June 2025. ("H1 2025" or the "Period").

 

H1 2025 highlights:

 

Strategic developments & KPIs:

 

·    Cost-base reduction: Implemented significant monthly cost-base
reductions from the c. £650k it stood at prior to placing announced in May,
down to a current rate of c. £220k - an improvement on the quoted £250k we
targeted at the time of the placing

·    JV Partner performance: Multiple campaigns already secured under the
restructured US operations with JV Partner, Rembrand, with significantly
stronger revenue anticipated in Q4 aligned to historically seen seasonal
demand

·    Regional growth:

o  Successfully launched in Austria with a first booking in a popular
long-running reality TV franchise. The campaign has already gone into
production and is currently scheduled to complete delivery around December

o  New agreement in the Middle East

o  Currently delivering our largest-ever campaign in the UK and have secured
multiple bookings going into H2 2025 in Germany. The company is also exploring
and negotiating further expansion opportunities now. As a result of this,
coupled with improving market conditions, we are beginning to see an uptake in
campaigns booked, and re-emerging visibility of greater demand in our
core-focus regions, we expect a significant improvement on revenues in the six
months ended 31 December 2025 ("H2 2025") and beyond

·    Product development: Progress commencing on the piloting of
white-labelling our platform to supply partners, with discussions underway
with core European partners. This is expected to enable greater scalability
and transaction efficiency and lead to increased sales

 

Financial headlines

 

·    Revenue for H1 2025 of £199k (Six months ended 30 June 2024 ("H1
2024"): £390k)

o  £106k from continued operations in Europe (H1 2024: £156k); and

o  £93k from discontinued operations in USA (H1 2024: ££234k)

·    Cash at the end of June 2025 of £2.4m (H1 2024: £8.3m)

·    H1 2025 operating loss for the Period of £2.7m on continued
operations (H1 2024: loss of £4.2m). This occurred as a result of exceptional
restructuring costs associated with the necessary restructure and consultation
period.

·    Loss per share from continuing operations of 0.07p, improved from H1
2024 (H1 2024: loss 0.7p)

·    Fundraise completed in June 2025 to raise gross proceeds of £1.7m

 

Louis Wakefield, CEO of Mirriad, said "Revenues for H1 2025 were very
disappointing, however we believe trading was severely impacted by the
internal turmoil caused by the necessary restructuring and distraction of the
fundraise, which was largely compounded by external market conditions outside
of our control.

 

"Following these difficulties in H1 2025 and the many difficult but necessary
steps we were required to take, we believe that the Company is now better set
up to capitalise on the global VPP opportunity and move towards our goal of
positive cash-flow generation.

 

"Consequently, we believe we are much better positioned now looking forward."

 

James Black, Chair of Mirriad, said "In this six-month period Mirriad has had
to undergo a radical change. The board continues to believe our product is
best in class and there is a significant market for VPP. The rate of adoption
has been much too slow however, and this has been a big disappointment to
Mirriad, our shareholders, and many partners around the world.

 

"I am pleased we appointed Louis, our new CEO, who has led the restructuring.
Our US sales are now executed by our US JV Partner, Rembrand, while Louis
concentrates on Europe and the ROW.  This restructuring caused significant
disruption in H1 2025 but we are much better positioned to get to cashflow
breakeven and profitability on our revised cost base.

 

"We are now working more closely with our broadcasting partners to generate
revenue and as we enter Q4 (our most important quarter) with a stronger focus
and a much lower cost base we look to deliver a stronger H2 2025. I would like
to thank our shareholders for their continuing support in our recent placing."

 

For further information please visit www.mirriad.com (http://www.mirriad.com)
or contact:

 

 Mirriad Advertising plc                                     Tel: +44 (0)20 7884 2530

 Louis Wakefield, Chief Executive Officer                    mirriadplc@miriad.com (mailto:mirriadplc@miriad.com)

 James Black, Chairman

 Nominated Adviser & Broker:                                 Tel: +44 (0)20 3328 5656

 Allenby Capital Limited

 James Reeve / Lauren Wright (Corporate Finance)

 Guy McDougall / Matt Butlin (Sales and Corporate Broking)

 

About Mirriad

 

The leader in virtual product placement and in-content advertising, Mirriad's
multi-patented and award-winning platform dynamically inserts products and
brands into Television, SVOD/AVOD, Music, and Influencer content. Mirriad
creates net-new revenue opportunities for content owners with an ad format
that virtually integrates brands in entertainment content, drives exceptional
performance for advertisers and dramatically improves the viewing experience.

 

Mirriad currently operates in the Europe and India.

 

 

 

 

 

Chief Executive Officer's Statement

 

Following my first address to shareholders in the Annual Report, I am pleased
to once again update you through our Interim Report.

 

The first half of the year proved challenging, reflecting the internal
turbulence of the events that occurred in H1 2025 and the material impact this
had on our ability to generate business. During the period we were in advanced
discussions in relation to a possible offer for the entire issued and to be
issued ordinary share capital of the Company. When these discussions ceased on
30 April 2025, the directors were forced to take urgent action; leading to our
fundraise announced in May. One key contingency of our fundraise was a full
restructure of the Company. We have achieved this goal and now have a much
leaner cost-base, whilst retaining our full operational capacity and
capability for our partners. A key part of the reorganisation was to
restructure our operations in the US via a newly formed joint venture with our
partner Rembrand. This exchanged all liabilities in the US for a future
revenue share and will enable us to trade profitably in the US going forward
for the first time.

 

The Company's ability to drive impactful revenues in H1 2025 was significantly
affected by this internal turmoil. This was compounded further by the external
uncertainty driven by US political headwinds, that affected not only our US
business but also eventually impacted European budgets.

 

Despite this, we enter the second half of the year with renewed optimism,
supported by close consultation with our core partners, (and their
expectations), and encouraging early signs of recovery.

 

In Europe, we are currently delivering our largest-ever campaign to-date and
have secured multiple bookings in Germany with both recurring and new clients.
Further discussions are underway with leading advertisers across the region
for H2 2025, supported by new promotional packages developed closely with our
partners. Beyond Germany, we have successfully expanded into the Middle East,
and now Austria too with our first campaign now booked in the region. We're
also exploring additional opportunities in emerging markets through
light-touch sales models designed to generate recurring revenue in previously
untapped regions.

 

In the US, Rembrand has secured multiple campaign bookings, and we are in
regular consultation with them to align the US offering. Inline with previous
years, the sales team expect to capture the typically strong sales uplift we
see in Q4, particularly around holiday-themed content. The now-profitable
setup of this new structure provides a solid foundation for our sustained
growth.

 

We have been developing a white-label solution, in order to generate a SaaS
model, through enabling broadcasters to productize our approvals platform and
re-brand as an in-house product. We are actively demonstrating and in
discussions to pilot this solution with several key European partners, and
believe when fully adopted it will address historic challenges by:
streamlining approvals challenges, automating transactions, enabling greater
scalability, and reducing the reliance on high-touch sales processes.

 

Taken together, a stronger European pipeline, encouraging U.S. momentum,
progress in new markets, seasonality of demand, and a leaner cost base, we
believe we are well positioned for a much-improved second half. These factors
underpin our confidence of being best set up to achieve our goal of reaching
cash flow positivity.

 

Financial review

Interim results

Group revenue for the first half of the year was £106k from continued
operations (Europe) and £93k from discontinued operations (USA) (H1 2024:
£156k from continued operations (Europe) and £234k from discontinued
operations (USA)), representing a 49% year-on-year decline (on a combined
basis of continued and discontinued operations). The reduction reflects weaker
U.S. trading conditions in Q1 due to political uncertainty, which in turn
began to effect trading condition in Europe prior to the beginning of H2 2025.
We believe this will be offset by the greater trading potential we're
beginning to see going into H2 2025.

Operating loss for the period was £2.7m (H1 2024: £4.2m), largely driven by
exceptional one-offs and costs associated with the restructuring. This
reduction reflects continued cost discipline and efficiency improvements.

We successfully reduced our monthly operating expenses from circa £650k in
April 2025 to approximately £220k currently following the restructuring
undertaken around May. Savings were realised primarily in staff costs and
overheads, with further potential for technology and licensing cost-savings in
H2 2025 as the leaner structure beds in further over time and as we introduce
new efficiencies into our operational work-flows through leveraging the latest
technological innovations.

As part of the joint venture arrangements, the Company sold 20 per cent. of
Mirriad Inc. to Rembrand in June 2025 for total consideration of £200k.
Whilst we continue to own the majority of Mirriad Inc., under the terms of the
agreement we ceded operational control on a day-to-day level to Rembrand in
exchange for them absorbing all liabilities of the entity and Mirriad being
provided with a revenue share of sales. As the Company no longer holds
significant operating or board control in Mirriad Inc., it is presented as a
financial asset at fair value at the period end and the results of Mirriad
Inc. are no longer consolidated within the Group accounts. This presentation
resulted in a fair value gain of £57k during the period.

Looking ahead to the second half, the Group expects revenue momentum in Europe
to increase, with multiple campaigns secured for H2 2025. In the US, the joint
venture is expected to deliver a strong contribution as the new sales teams
settle in and drive the market forward, and as the seasonal demand picks-up in
Q4. Together with the reduced cost base, these factors provide the Board with
confidence that we will be able to increase revenues and build on the partner
momentum we have driven-to-date.

Dividend

No dividend has been proposed for the Period ended 30 June 2025 (H1 2024:
£nil).

Accounting policies

These condensed consolidated interim financial statements for the half-year
reporting period ended 30 June 2025 have been prepared in accordance with the
UK-adopted International Accounting Standard (IAS) 34, 'Interim Financial
Reporting'.

 

Condensed consolidated statement of profit or loss and condensed statement of
comprehensive income for the six months ended 30 June 2025

 

                                                                                Note  Six months ended 30 June 2025  Six months ended 30 June 2024  Year ended

                                                                                      (unaudited)                    (unaudited)                    31 December

                                                                                      £000                           £000                           2024

                                                                                                                                                    (audited)

                                                                                                                                                    £000
 Revenue                                                                        5     106                            156                            344

 Cost of sales                                                                        (98)                           (174)                          (338)
 Gross Profit/(loss)                                                                  8                              (18)                           6
 Administrative expenses                                                              (2,717)                        (4,179)                        (7,498)
 Operating Loss                                                                       (2,709)                        (4,197)                        (7,492)
 Finance income                                                                       28                             31                             97
 Finance costs                                                                        (7)                            -                              -
 Finance income net                                                                   21                             31                             97
 Loss before income tax                                                               (2,688)                        (4,166)                        (7,395)
 Income tax credit                                                                    149                            179                            317
 Loss for the period/year                                                             (2,539)                        (3,987)                        (7,078)

 Discontinued operations
 Loss for the period from discontinued operations                               6     (539)                          (780)                          (1,330)
 Gain on disposal                                                               6     57                             -                              -
 Total loss for the period/year                                                       (3,021)                        (4,767)                        (8,408)

 Other comprehensive income
 Items that may be reclassified to profit or loss:
 Transfer of surrendered options                                                      -                              -                              371
 Exchange differences on translation of foreign operations                            (26)                           8                              15
 Total comprehensive loss for the period/year                                         (3,047)                        (4,759)                        (8,022)

 Loss per share
 Basic and diluted loss per ordinary share from continuing operations           7     (0.07p)                        (0.7p)                         (0.9p)

 Basic and diluted loss per ordinary share from discontinued operations         7     (0.01p)                        (0.1p)                         (0.1p)
                                                                                      (0.08p)                        (0.8p)                         (1p)

Condensed consolidated balance sheet

At 30 June 2025

 

                                               Note  As at 30 June 2025  As at 30 June 2024  As at 31 December

                                                     (unaudited)         (unaudited)         2024

                                                     £000                £000                (audited)

                                                                                             £000

 Assets

 Non-current assets
 Property, plant and equipment                       17                  123                 30
 Right of use asset                                  82                  -                   -
 Financial assets                                    150                 -                   -
 Trade and other receivables                         -                   -                   20
                                                     249                 123                 50
 Current assets
 Trade and other receivables                         906                 1,233               1,461
 Other current assets                                513                 636                 346
 Cash and cash equivalents                           2,400               8,291               4,783
                                                     3,819               10,160              6,590
 Total assets                                        4,068               10,283              6,640
 Liabilities
 Non-current liabilities
 Lease liabilities                                   25                  -                   -
                                                     25                  -                   -
 Current liabilities
 Trade and other payables                            1,441               1,978               1,874
 Current tax liabilities                             14                  14                  14
 Lease liabilities                                   43                  48                  -
                                                     1,498               2,040               1,888
 Total liabilities                                   1,523               2,040               1,888

 Net Assets                                          2,545               8,243               4,752

 Equity and Liabilities

 Equity attributable to owners of the parent
 Share capital                                 8     221                 60                  60
 Share premium                                       78,888              77,719              77,719
 Share based payment reserve                         2,719               5,990               5,762
 Retranslation reserve                               (43)                (305)               (298)
 Accumulated losses                                  (79,240)            (75,221)            (78,491)
 Total equity                                        2,545               8,243               4,752

 

 

Condensed consolidated statement of changes in equity

For the six months ended 30 June 2025

 

                                                                         Six months ended 30 June 2024 (unaudited)
                                                                         Share Capital  Share Premium  Share based payment reserve  Retranslation reserve  Accumulated Losses  Total Equity

                                                                         £000           £000           £000                         £000                   £000                £000
 Balance as at 1 January 2024                                            55             71,408         5,879                        (313)                  (70,454)            6,575
 Loss for the period                                                     -              -              -                            -                      (4,767)             (4,767)
 Other comprehensive income for the period                               -              -              -                            8                      -                   8
 Total comprehensive loss for the period                                 -              -              -                            8                      (4,767)             (4,759)
 Proceeds from shares issued                                             5              6,786          -                            -                      -                   6,791
 Share issue costs                                                       -              (475)          -                            -                      -                   (475)
 Share based payments recognised as expense                              -              -              111                          -                      -                   111
 Total transactions with shareholders recognised directly in equity      5              6,311          111                          -                      -                   6,427
 Balance as at 30 June 2024                                              60             77,719         5,990                        (305)                  (75,221)            8,243

 

                                                                                      Year ended 31 December 2024 (audited)
                                                                             Share Capital     Share Premium  Share based payment reserve  Retranslation reserve  Accumulated Losses  Total Equity

                                                                             £000              £000           £000                         £000                   £000                £000
 Balance at 1 January 2024                                                   55                71,408         5,879                        (313)                  (70,454)            6,575
 Loss for the financial year                                                 -                 -              -                            -                      (8,408)             (8,408)
 Other comprehensive income for the year                                     -                 -              -                            15                     371                 386
 Total comprehensive loss for the year                                       -                 -              -                            15                     (8,037)             (8,022)
 Proceeds from shares issued                                                 5                 6,786          -                            -                      -                   6,791
 Share issue costs                                                           -                 (475)          -                            -                      -                   (475)
 Transfer of surrendered options                                             -                 -              (371)                        -                      -                   (371)
 Share based payments recognised as expense                                  -                 -              254                          -                      -                   254
 Total transactions with shareholders recognised directly in equity          5                 6,311          (117)                        -                      -                   6,199
 Balance as at 31 December 2024                                              60                77,719         5,762                        (298)                  (78,491)            4,752

 

                                                                                 Six months ended 30 June 2025 (unaudited)
                                                                                 Share Capital  Share Premium  Share based payment reserve  Retranslation reserve  Accumulated Losses  Total Equity

                                                                                 £000           £000           £000                         £000                   £000                £000
 Balance at 1 January 2025                                                       60             77,719         5,762                        (298)                  (78,491)            4,752
 Loss for the financial year                                                     -              -              -                            -                      (3,021)             (3,021)
 Other comprehensive income for the year                                         -              -              -                            (26)                   -                   (26)
 Total comprehensive loss for the year                                           -              -              -                            (26)                   (3,021)             (3,047)
 Proceeds from shares issued                                                     161            1,444          -                            -                      -                   1,605
 Share issue costs                                                               -              (275)          -                            -                      -                   (275)
 Reclassification of foreign currency transaction on disposal of subsidiary                                                                 281                                        281
 Transfer of surrendered options                                                 -              -              (2,272)                      -                      2,272               -
 Share based payments recognised as expense                                      -              -              (771)                        -                      -                   (771)
 Total transactions with shareholders recognised directly in equity              161            1,169          (3,043)                      281                    2,272               840
 Balance as at 30 June 2025                                                      221            78,888         2,719                        (43)                   (79,240)            2,545

 

 

 

 

 

Condensed consolidated statement of cash flows for the six months ended 30
June 2025

 

                                                                                        Six months ended 30 June 2025  Six months ended 30 June 2024  Year ended

                                                                                        (unaudited)                    (unaudited)                    31 December

                                                                                        £000                           £000                           2024

                                                                                                                                                      (audited)

                                                                                 Note                                                                 £000
 Cash flow used in operating activities                                          9      (3,393)                        (4,032)                        (7,938)
 Tax credit received                                                                    -                              -                              457
 Taxation paid                                                                          -                              (11)                           (29)
 Interest received                                                                      28                             31                             97
 Net cash used in operating activities                                                  (3,365)                        (4,012)                        (7,413)

 Cash flow from investing activities
 Purchase of tangible assets                                                            -                              (9)                            (20)
 Proceeds from disposal of discontinued operation                                       (323)                          -                              -
 Net cash used in investing activities                                                  (323)                          (9)                            (20)

 Cash flow from financing activities
 Proceeds from issue of ordinary share capital (net of costs of issue)                  1,330                          6,316                          6,316
 Payment of lease liabilities                                                           (26)                           (113)                          (209)
 Net cash used in financing activities                                                  1,304                          6,203                          6,107

 Net (decrease)/increase in cash and cash equivalents                                   (2,383)                        2,182                          (1,326)
 Cash and cash equivalents at the beginning of the period/year                          4,783                          6,109                          6,109
 Cash and cash equivalents at the end of the period/year                                2,400                          8,291                          4,783
 Cash and cash equivalents consists of
 Cash at bank and in hand                                                               2,400                          8,291                          4,783
 Cash and cash equivalents                                                              2,400                          8,291                          4,783

 Cash and cash equivalents of continuing operations at the end of the financial         2,400                          7,406                          4,023
 period
 Cash and cash equivalents of discontinued operations at the end of the                 -                              885                            760
 financial period

1          Basis of preparation

These condensed consolidated interim financial statements for the six-month
reporting period ended 30 June 2025 have been prepared in accordance with
International Accounting Standard (IAS) 34, 'Interim Financial Reporting'.

 

The interim report does not include all of the notes of the type normally
included in an annual financial report. Accordingly, this report is to be read
in conjunction with the annual report for the year ended 31 December 2024,
which has been prepared in accordance with UK-adopted international accounting
Standards and with the requirements of the Companies Act 2006 as applicable to
companies reporting under those standards.

 

These condensed interim consolidated financial statements for the six months
ended 30 June 2025 and for the six months ended 30 June 2024 do not constitute
statutory accounts as defined in Section 434 of the Companies Act and are
unaudited. The financial information for the six months ended 30 June 2025
presents financial information for the consolidated Group, including the
financial results of the Company's wholly owned subsidiaries Mirriad
Advertising Private Limited, Mirriad Software Science and Technology
(Shanghai) Co. Ltd (liquidated in 2023), and Mirriad Limited (dormant).

 

On 1 June 2025, the Company disposed of its controlling interest in Mirriad
Inc. Accordingly, the results of Mirriad Inc. for the period up to disposal
have been presented as discontinued operations.

 

The Board approved these interim financial statements on 26 September 2025.

 

1.1   Going concern

These condensed interim financial statements have been prepared on the going
concern basis, notwithstanding the Group having made a loss for the period of
£3 million (30 June 2024: £4.8 million). The going concern basis assumes
that the Group and Company will have sufficient funds available to continue to
trade for the foreseeable future and not less than 12 months from the end of
the financial period being reported.

The Group's cash balance was £2.4 million at the period end and the Group
remains debt free with no external borrowing.

The Company announced a Placing and Retail Offer that raised approximately
£1.3m after fees on 14 May 2025. The Company said at that time that the
Directors anticipated that the proceeds of this fundraise could provide
sufficient funding to achieve their target of reaching trade cash flow
break-even, based on base case forecasts which assume both revenue growth and
cost savings being achieved over the next 18 months. After making enquiries
and producing cash flow forecasts for the period up to 31 December 2025, the
Directors have reasonable expectations, as at the date of approving the
financial statements, that the Company and the Group will have adequate
resources to fund the activities of the Company and the Group for the next 12
months from the date of the financial period being reported.

 

2     Accounting Policies

 

The accounting policies applied are consistent with those of the annual report
and accounts for the year ended 31 December 2024, as described in those
financial statements other than standards, amendments and interpretations
which became effective after 1 January 2025 and were adopted by the Group.
These have had no significant impact on the Group's loss for the period or
equity.

 

There are no items affecting assets, liabilities, equity, net income or cash
flows that are unusual because of their nature, size or incidence which are
required to be disclosed under IAS 34 para 16A(c).

 

There are no events after the interim reporting period which are required to
be reported under IAS 34 para 16A(h).

 

Except for the fair value of the retained interest in Mirriad Inc. as
disclosed in Note 6 there are no financial instruments being measured at fair
value which require disclosure under IAS 34 para 16A(j).

 

3     Group financial risk factors

The condensed interim financial statements do not contain all financial risk
management information and disclosures required in annual financial
statements; the information should be read in conjunction with the financial
information, as at 31 December 2024, summarised in the 2024 annual report and
accounts. There have been no significant changes in any risk management
policies since 31 December 2024.

4      Critical accounting estimates, judgements and errors

 

The preparation of interim financial statements requires management to make
judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities, income
and expense. Actual results might differ from these estimates. IAS34(16A)(d)
In preparing these condensed interim financial statements, the significant
judgements made by management in applying the Group's accounting policies and
the key sources of estimation uncertainty were the same as those that applied
to the consolidated financial statements for the year ended 31 December 2024.

 

There are no changes in estimates of amounts reported in prior financial
years.

 

5      Segment information

 

Management mainly considers the business from a geographic perspective since
the same services are effectively being sold in every Group entity. Therefore,
regions considered for segmental reporting are where the Company and
subsidiaries are based, namely the UK and India. The revenue is classified by
where the sales were booked not by the geographic location of the customer.

 

In the current and prior reporting period there is no income outside of the
primary business activity.

Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision-maker. The chief operating
decision-maker, who is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the steering
committee that makes strategic decisions. The steering committee is made up of
the Board of Directors. There are no sales between segments. The revenue from
external parties reported to the strategic steering committee is measured in a
manner consistent with that in the income statement.

 

The Parent company is domiciled in the United Kingdom. The amount of revenue
from external customers by location of the Group billing entity is shown in
the tables below.

 

Revenue

                        Six months ended  Six months ended  Year ended

                        30 June 2025      30 June 2024      31 December

                        (unaudited)       (unaudited)       2024

                        £000              £000              (audited)

                                                            £000
 Turnover by geography
 USA*                   -                 -                 -
 UK                     106               156               344
 Total                  106               156               344

*Revenue of £93k from the USA was included within discontinued operations (H1
2024: £234k; year ended 31 December 2024: £659k).

 

Loss before tax

EBITDA is the loss for the year before depreciation, amortisation, interest
and tax. The loss before tax is broken down by segment as follows:

                              Six months ended  Six months ended  Year ended

                              30 June 2025      30 June 2024      31 December

                              (unaudited)       (unaudited)       2024

                              £000              £000              (audited)

                                                                  £000
 UK                           (3,392)           (3,597)           (6,428)
 India                        (54)              (342)             (576)
 Adjusted EBITDA              (3,446)           (3,939)           (7,004)
 Share-based payment expense  771               (111)             (254)
 Total EBITDA                 (2,675)           (4,050)           (7,258)
 Depreciation                 (34)              (147)             (234)
 Finance income/(costs) net   21                31                97
 Loss before tax              (2,688)           (4,166)           (7,395)

 

6       Discontinued operations

On 1 June 2025, the Group disposed of its controlling interest in Mirriad Inc.
for total consideration of £200k. In accordance with IFRS 5 Non-current
Assets Held for Sale and Discontinued Operations, the results of Mirriad Inc.
have been presented as a discontinued operation to the date of disposal and
are no longer consolidated within the Group.

The disposal resulted in a fair value gain of £57k which has been recognised
within discontinued operations for the period. The Group has retained an
investment in Mirriad Inc., which has been classified as a financial asset in
accordance with IFRS 9 Financial Instruments and measured at fair value of
£150k as at 30 June 2025.

The results of Mirriad Inc. for the period are presented below:

                                                                 Six months ended

                                                                 30 June

                                                                 2025

                                                                 (unaudited)

                                                                 £'000
 Revenue                                                         93
 Cost of sales                                                   (170)
 Gross loss                                                      (77)
 Administrative expenses                                         (462)
 Operating loss from discontinued operations                     (539)
 Net finance costs                                               -
 Loss for the year before taxation from discontinued operations  (539)
 Income tax credit                                               -
 Loss for the year after taxation from discontinued operations   (539)
 Gain on disposal                                                57
 Profit from discontinued operations after taxation              (482)

The net assets disposed of and gain on disposal, in relation to Mirriad Inc
are as follows:

                                                                                Six months ended

                                                                                30 June

                                                                                2025

                                                                                (unaudited)

                                                                                £'000
 Net assets disposed of and gain on disposal
 Property, plant and equipment                                                  2
 Trade and other receivables                                                    8
 Net assets                                                                     10

 Consideration received in cash and cash equivalents, net of transaction costs  198
 Reclassification of foreign currency translation reserve                       (281)
 Fair value gain on retained interest                                           150

 Gain on sale of discontinued operation                                         57

 Net cash outflow arising on disposal:
 Consideration received in cash and cash equivalents, net of transaction costs  198
 Less cash and cash equivalents disposed of                                     (520)
 Net cash outflow                                                               323

7       Loss per share

(a) Basic

Basic loss per share is calculated by dividing the loss for the period/year by
the weighted average number of ordinary shares in issue during the
period/year. Potential ordinary shares are not treated as dilutive as the
Group is loss making and such shares would be anti-dilutive.

 

 Group                                                                           Six months ended  Six months ended  Year

                                                                                 30 June           30 June           ended

                                                                                 2025              2024              31 December

                                                                                                                     2024
 Loss after tax from continuing operations attributable to owners of the parent  (2,539)           (3,987)           (7,078)
 (£000)
 Loss after tax from discontinued operations attributable to the owners of the   (482)             (780)             (1,330)
 parent (£'000)
 Weighted average number of ordinary shares in issue (Number)                    3,412,123,786     594,832,369       814,912,720

 

The loss per share for the period from continuing operations was 0.07p (H1
2024: 0.7p; year ended 31 December 2024: 0.9p).

 

The loss per share for the period from discontinued operations was 0.01p (H1
2024: 0.1p; year ended 31 December 2024: 0.1p).

 

No dividends were paid during the period (H1 2024: £nil; year ended 31
December 2024: £nil).

 

(b) Diluted

Potential ordinary shares are not treated as dilutive as the Group is loss
making and such shares would be anti-dilutive.

 

 

 

8       Share capital

Ordinary shares of £0.00001 each

 

 Allotted and fully paid   Number
 At 1 January 2025         1,032,600,894
 Issued during the period  16,039,746,900
 At 30 June 2025           17,072,347,794

 

During the period 16,039,746,900 Ordinary Shares were issued for £0.01p per
share as part of a £1.6million gross fundraise from new and existing
shareholders. This was split as follows:

 

·    15,000,000,000 Ordinary Shares issued on 4 June 2025 from the
Conditional Placing; and

·    1,039,746,900 Ordinary Shares issued on 4 June 2025 from the Retail
Offer.

 

9        Net cash flows used in operating activities

                                                                        Six months ended  Six months ended  Year ended

                                                                        30 June 2025      30 June 2024      31 December

                                                                        (unaudited)       (unaudited)       2024

                                                                        £000              £000              (audited)

                                                                                                            £000
 Loss for the financial period / year from continued operations         (2,539)           (3,987)           (7,078)
 Loss for the financial period / year from discontinued operations      (482)             (780)             (1,330)
 Adjustments for:
 Tax on loss on ordinary activities                                     (149)             (179)             (317)
 Interest income                                                        (28)              (31)              (97)
 Lease interest costs                                                   7                 -                 -
 Operating loss:                                                        (3,191)           (4,977)           (8,822)
 Amortisation of right-of-use assets                                    23                125               164
 Depreciation of tangible assets                                        11                22                70
 Loss on disposal of disposal of tangible assets                        -                 -                 14
 Bad debts reversals                                                    -                 (16)              (20)
 Gain on disposal of subsidiary                                         (57)
 Share based payment charge                                             (771)             111               254
 Foreign exchange variance                                              (26)              8                 15
 Movement in provisions                                                 -                 (41)              -
 - Decrease in debtors                                                  532               1,091             846
 (Decrease)/ increase in creditors                                      86                (355)             (459)
 Cash flow used in operating activities                                 (3,393)           (4,032)           (7,938)

 

 

 

10      Related party transactions

There is no ultimate controlling party.

There were no related party transaction during the period.

11        Other disclosures

There are no items affecting assets, liabilities, equity, net income or cash
flows that are unusual because of their nature, size or incidence which are
required to be disclosed under IAS 34 paragraph 16A(c).

There are no events after the interim reporting period which are required to
be reported under IAS 34 paragraph 16A(h).

 

Except for the fair value of the retained interest in Mirriad Inc. as
disclosed in Note 6 there are no financial instruments being measured at fair
value which require disclosure under IAS 34 paragraph 16A(j).

 

12        Availability of Interim Report

Electronic copies of this interim financial report will be available on the
Company's website at www.mirriadplc.com/investor-relations
(http://www.mirriadplc.com/investor-relations) .

 

13        Post balance sheet events

There were no events after the period.

 

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.   END  IR FLFIDATIEFIE

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