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RNS Number : 2005V Netcall PLC 04 March 2026
4 March 2026
NETCALL PLC
("Netcall", the "Company" or the "Group")
Interim Results for the six months ended 31 December 2025
Double-digit growth powered by Cloud and AI momentum; ACV of £50.5m; Positive
outlook for FY26
Netcall plc (AIM: NET), an enterprise software company that unites automation
and customer engagement in one AI-powered platform, today announces its
unaudited results for the six-month period ended 31 December 2025.
Financial highlights
H1 FY26 H1 FY25
Revenue £26.5m £23.0m +15%
Cloud services revenue £17.9m £13.4m +34%
Total annual contract value((1)) (ACV) £50.5m £39.4m +28%
Cloud services ACV £42.6m £29.9m +42%
Adjusted EBITDA((2)) £6.45m £5.70m +13%
Adjusted profit before tax £5.43m £4.91m +11%
Profit before tax £2.54m £3.69m -31%
Adjusted diluted earnings per share 2.41p 2.19p +10%
Group cash at period end £14.8m £22.0m
Net funds at period end £13.8m £20.9m
Operational highlights
· Revenue grew 15% year-on-year to £26.5m, driven by 11% organic growth plus an
initial contribution from Jadu (acquired in December 2025).
· Cloud ACV increased 42% year-on-year to £42.6m, with underlying organic
growth of 25% (H1 FY25: 20%).
· Total ACV reached a new milestone of £50.5m; Cloud ACV now represents 84% of
total ACV (H1 FY25: 76%), strengthening forward revenue visibility.
· Recurring revenue increased to 83% of total revenue (H1 FY25: 79%), improving
revenue quality.
· Expansion within the customer base drove growth, with Cloud net retention of
115% (H1 FY25: 115%), supported by adoption of additional modules and AI, and
by cloud migration.
· AI adoption accelerated, with AI-related bookings more than tripling
year-on-year and contributing a significantly higher share of new ACV.
· New customer momentum continued, with increased logo additions and higher
value per new account.
· Acquisition of Jadu expands Liberty's addressable market and digital
experience capability, increasing coverage to more than half of UK councils
and adding access to a US partner network.
· Net cash was £14.8m and the Group remained debt-free, after £12.7m of
acquisition-related payments, providing flexibility for continuing organic
investment and selective M&A.
· Momentum has continued into H2, with a strong pipeline and a record contracted
order book of £92.4m.
James Ormondroyd, Chief Executive, said:
"We delivered a strong first half, with double‑digit revenue growth,
improved profitability and clear progress across our key metrics. Cloud
momentum remained a key driver, lifting Cloud ACV by 42% year‑on‑year and
increasing recurring revenue to 83% of the total, enhancing revenue quality
and visibility.
"Customer adoption of the Liberty platform continued to deepen, reflected in
consistently strong Cloud net retention. Adoption of AI capabilities
accelerated across agent‑assist, voice automation and self‑service,
contributing to higher customer value as organisations expand their use of
Liberty. Alongside continued new-logo momentum, this demonstrates the impact
of our strategy of investing in the platform and extending capability through
complementary acquisitions.
"We enter the second half with positive momentum, a strong pipeline and a
record contracted order book, and the Board remains confident in delivering
ongoing progress in FY26."
((1)) ACV, as at a given date, is the total of the value of each cloud and
support contract divided by the total number of years of the contract (save
that the contract renewal announced on 20 July 2023 was included in FY23 ACV
at the annual amount of $4m), plus the annualised value of recurring IDP
revenue.
((2)) Profit before interest, tax, depreciation and amortisation adjusted to
exclude the effects of share-based payments, impairment, profit or loss on
disposals, and acquisition, contingent consideration and non-recurring
transaction costs.
((3)) Cloud net retention rate is calculated by starting with the Cloud ACV
from all customers twelve months prior to the period end and comparing it to
the Cloud ACV from the same customers at the current period end. The current
period ACV includes any cross- or upsells and is net of contraction or churn
over the trailing twelve months but excludes ACV from new customers and
acquisitions in the current period. The Cloud net retention rate is the total
current period ACV divided by the total prior period ACV.
((4)) being the total Group Remaining Performance Obligations that represent
future contracted revenue not yet recognised, including deferred income.
Results Presentation
Management will be hosting a presentation for analysts at 9am today. Analysts
wishing to attend should email netcall@almastrategic.com for joining
information. A recording of the presentation will be made available on the
Company's website shortly after the meeting.
For further enquiries, please contact:
Netcall plc Tel. +44 (0) 330 333 6100
James Ormondroyd, CEO
Richard Hughes, CFO
Henrik Bang, Non-Executive Chair
Canaccord Genuity Limited (Nominated Adviser and Broker) Tel. +44 (0) 20 7523 8000
Simon Bridges / Harry Gooden / Andrew Potts
Singer Capital Markets (Joint Broker) Tel. +44 (0) 20 7496 3000
Charles Leigh-Pemberton / James Moat / Anastassiya Eley
Alma Strategic Communications Tel. +44 (0) 20 3405 0205
Caroline Forde / Hilary Buchanan / Emma Thompson
About Netcall
Netcall (AIM: NET) is a UK-based enterprise software company that unites
automation and customer engagement in one AI-powered platform. Its Liberty
platform makes work easier by digitising processes and simplifying customer
interactions in a single, easy-to-use solution that reduces complexity. Today,
around 700 organisations across healthcare, government and financial services
depend on Netcall for business‑critical workflows, including two‑thirds of
NHS Acute Health Trusts, one half of UK local authorities and major
enterprises such as Legal & General, Baloise and Santander. For further
information, please go to www.netcall.com (http://www.netcall.com) .
Overview
Netcall delivered a strong first half, with revenue up 15% year-on-year to
£26.5m (H1 FY25: £23.0m), in line with management expectations. Growth was
driven by 11% organic performance and an initial contribution from Jadu
Holdings Limited ("Jadu"), acquired in December 2025. Adjusted EBITDA
increased 13% year-on-year to £6.5m (H1 FY25: £5.7m), reflecting improving
underlying margins and the initial effect of acquisitions. This positions the
Group for operating leverage as subscriptions scale and acquisition
efficiencies come through.
The shift towards Cloud subscriptions further improved revenue quality and
visibility. Recurring revenue increased to 83% of total revenue in H1 FY26 (H1
FY25: 79%). Cloud ACV increased 42% year-on-year to £42.6m (H1 FY25:
£29.9m), with underlying organic growth rising to 25% (H1 FY25: 20%), taking
total ACV to a new milestone of £50.5m. Cloud ACV now represents 84% of total
ACV (H1 FY25: 76%).
Commercial momentum was strong across the Liberty suite and the Group's key
markets. Expansion within the customer base remained the primary growth
driver, with Cloud net retention at 115% (H1 FY25: 115%). AI adoption
accelerated, with AI-related bookings more than tripling year-on-year and
contributing a significantly higher share of new ACV, reflecting growing
customer demand for AI embedded directly within Liberty interactions and
workflows.
Liberty's wide customer base and breadth of offerings provide clear scope for
future expansion. As customers extend digital transformation across
departments and workflows, this supports module adoption, migration of support
contracts to Cloud, and increased AI deployment across customer engagement and
automation.
New customer activity also improved in the period, with increased logo
additions and higher value per new account. With Netcall's footprint reaching
around 16% of target accounts within core UK sectors, the opportunity set for
additional customer adoption remains substantial.
The Group continued to execute its strategy of investing in the Liberty
platform and selectively adding capability through M&A. The acquisition of
Jadu extends Liberty's digital experience and AI capabilities, expands
Netcall's presence in local government (increasing coverage from
c.one-in-three to c.one-in two-councils), and adds routes to market through an
established US partner network.
Net cash was £14.8m at 31 December 2025 (30 June 2025: £27.2m) after £12.7m
of acquisition-related payments in H1 FY26 (net of cash acquired). The Group
remained debt-free and cash-generative, supporting ongoing organic investment
and selective M&A in line with strategy.
Current Trading and Outlook
Trading momentum has continued into the second half, supported by demand for
Netcall's cloud‑based automation and AI solutions across core public and
private sectors. Building on the 42% year-on-year increase in Cloud ACV in the
first half, the ongoing shift towards Cloud subscriptions and broader adoption
of Liberty modules, including AI, are expected to remain key drivers of ACV
growth and increasing revenue visibility.
The integration of Jadu is progressing well and is expected to contribute
positively in H2, with a full half-year revenue contribution, opportunities to
realise cost efficiencies over time, and strengthened digital experience
capability and routes to market, including international reach.
Market dynamics continue to move in the Group's favour as organisations
increase investment in generative AI-enabled customer service and cloud
contact centres, accelerate adoption of automation, and consolidate onto
fewer, more integrated platforms with stronger orchestration and governance.
With a strong pipeline, a record contracted order book of £92.4m, and a
debt‑free balance sheet supporting continued investment, the Board remains
confident in delivering ongoing progress in FY26.
Business Review
Netcall's Liberty platform brings automation and customer engagement together
in one AI-powered solution. It digitises processes, orchestrates workflows and
simplifies customer interactions. Built on a low-code foundation with embedded
AI, Liberty integrates with existing systems and enables teams to deploy and
iterate solutions quickly, improving outcomes at lower cost.
As organisations expand their use of generative AI across customer, agent and
back‑office workflows, demand is increasing for automation, agent‑assist
and workflow orchestration that connect to systems of record and
organisational knowledge. This reflects the broader shift from point solutions
towards platforms that can more effectively coordinate journeys across
self‑service, assisted service and the workflows behind them, while
maintaining appropriate governance and controls.
The Group serves around 700 organisations across sectors including government,
healthcare and financial services, supporting the modernisation of
business-critical journeys such as patient access, citizen services and
customer servicing. These environments are typically high‑volume and
regulated, where reliability, governance and integration with existing systems
are essential.
Digital transformation remains a priority across end markets as organisations
seek productivity gains, simplification and improved service outcomes. Buyer
behaviour is being shaped by three reinforcing trends: consolidation onto
fewer workflow platforms, a widening digital skills gap that increases demand
for governed low‑code tools, and the complexity of deploying AI across
fragmented legacy estates, adding integration and compliance challenges.
Liberty is well positioned for these shifts. It offers broad capability, a
'start small, scale fast' adoption path, and pre-built solutions for key
sectors (such as Patient Hub and Citizen Hub) that help customers deploy
quickly. Liberty also supports governed AI deployment within the same low-code
environment used to build and run workflows, enabling teams to adopt AI with
appropriate controls.
For example, The Rotherham NHS Foundation Trust uses AI within Netcall Patient
Hub to build on existing reductions in non-attendance, delivering further
improvement for very high-risk patients through targeted, AI-enabled messaging
interventions.
This backdrop represents a significant market opportunity for Netcall. As AI
and automation extend across more of the organisation, buyers are prioritising
platforms that can deliver faster outcomes with lower delivery risk. Liberty
enables customers to reduce tool sprawl, embed AI safely and modernise
critical journeys with greater consistency and control. This positions Netcall
to deepen relationships through broader module and AI adoption and cloud
migration, and to capture new demand as organisations standardise on fewer,
more capable workflow platforms over time.
Strategy
Netcall's strategy is built on four reinforcing pillars: Land, Expand,
Innovate and Acquire. Together, they are designed to drive repeatable growth
by broadening the customer base, increasing value per customer, and extending
the Liberty proposition and routes to market.
Land: New customer acquisition
New customer momentum remained positive in H1 FY26, reflecting broad-based
demand for unified automation and AI platforms across public and private
sectors. Around 30 new clients were added as organisations look to modernise
operations and reduce complexity.
Partners remain an important component of the Land strategy, extending
Netcall's reach into new segments and geographies. Indirect channels
contributed ~20% of order bookings (H1 FY25: 20%), supported by six new
partners added in the period. The acquisition of Jadu adds a further six
partners and access to an established US partner network.
In local government, Liberty continued to land strongly, with
sector‑specific solutions supporting wins such as Dover District Council,
which adopted Liberty across ConverseCX, Citizen Hub and Tenant Hub, including
AI capabilities. Partner-led acquisition also progressed, including a Scottish
council added as a new Citizen Hub customer via Computacenter.
Across the private sector, Liberty attracted new customers across financial
services, business services and commercial markets, with entry points such as
Liberty Spark for a major leisure travel group and ConverseCX for a leading
recruitment agency.
Early international activity also developed, with Liberty Spark and ConverseCX
driving interest and contributing to new wins in South Africa and the USA, as
well as the first German ConverseCX deployment going live in the period
through a mix of direct and partner-led channels.
Confidence in continued new customer acquisition is supported by an expanding
market opportunity and substantial whitespace. Netcall's current footprint
reaches around 16% of target accounts within the core UK sectors, leaving
substantial whitespace for continued new customer adoption.
Expand: Growth within the existing customer base
Expansion remained a core growth driver in H1 FY26 as customers continued to
broaden their use of Liberty across additional workflows and departments. This
was reflected in ongoing Cloud migrations and the strong Cloud net retention
of 115%. Growth was supported by cross-selling of additional modules, greater
usage within existing deployments as efficiency gains become visible, and
consistently high customer satisfaction.
Momentum was also evident in larger strategic expansions with established
customers. Post-period end, Netcall secured a multi-year £3.0m expansion with
an existing S&P 500 global financial services firm, embedding Liberty
deeper into core operations and lifting its annual subscription to £1.0m,
representing a c.3x increase in ACV since initial adoption. The customer is
now using Liberty, including Create, to automate case workflows, standardise
processes and integrate with core systems.
The land-and-expand model is also seen across local government, where
customers often start with a focused use case and then scale platform
adoption. Lancashire County Council is a clear example: after starting with
Liberty Create for a welfare rights use case in H2 FY23, the Council expanded
Liberty across a wide range of citizen services, unlocking cost savings and
reducing maintenance effort. In H1 FY26, Lancashire placed a
multi‑million‑pound order for a "digital front door" built on ConverseCX,
providing multilingual access across voice, social, in‑person and digital
channels, with AI-enabled autonomous agents helping staff route queries and
streamline workflows. This expansion represents a c.4x increase in ACV in
under three years.
Netcall also continues to invest in customer enablement to support expansion,
strengthening user capability and cultivating a growing community of users.
The Netcall Community provides a forum for knowledge sharing and reusable
application components, with membership growing by c.20% in the period to
around 12,000 members. More than 4,000 courses and learning paths were
completed, reflecting strong engagement as customers deepen skills and adopt
additional platform capabilities.
AI is becoming a deeper contributor to expansion, with customers across
sectors deploying Liberty's AI capabilities for agent‑assist, voice
automation and digital self‑service. Within voice automation, customers are
also beginning to use emerging autonomous‑agent capabilities to streamline
frontline resolution. AI‑related bookings more than tripled
year‑on‑year, and AI is increasingly attached to both new subscriptions
and expansions. Alongside this, the availability of embedded AI capabilities
within Liberty modules are helping to support broader platform adoption and
higher value per account.
Innovate: Ongoing product innovation
Product innovation continued at pace, focused on further embedding and
enhancing AI across the Liberty platform and broadening its intelligent
automation capabilities. These upgrades are designed to drive expansion
through additional module adoption, increased usage within accounts and higher
licence value over time.
A key theme was improving governance and consistency by unifying knowledge and
AI across the platform. Centralised Knowledge Management allows approved
content to be created once and applied consistently across customer
engagement, applications and automation, strengthening control as usage
expands across workflows and channels.
Liberty AI capabilities also advanced, extending practical generative AI use
across Liberty workflows. Improvements included enhanced reasoning, SharePoint
knowledge ingestion and natural‑language code generation within Create,
alongside early releases of agentic-frameworks that lay the foundations for
autonomous agents across customer engagement and workflow automation.
Across the automation suite, updates improved scalability, security and
deployment flexibility. Liberty IDP was enhanced for use within Liberty and as
an independent component for third‑party solutions, with visual-extraction
capabilities and improved human-in-the-loop review. Liberty Create delivered
performance improvements, deeper integration with ConverseCX and new
generative AI features. Liberty Spark continued to strengthen its role as the
design layer for transformation, shortening the path from process design to
execution, including the ability to generate Liberty Create apps directly from
process maps.
Sector innovation remained a differentiator, particularly in healthcare where
Liberty continues to expand use-case coverage. Patient Hub was advanced with
Patient‑Initiated Follow‑Up (PIFU) via the NHS App, providing patients
with a streamlined route to request follow‑up appointments through a
nationally adopted digital channel. The period also saw the launch of PRM, now
deployed and live, a productivity and relationship management solution
tailored for the NHS to reduce administrative burden and improve coordination
across patient journeys.
Acquire: Expansion through selective M&A
Selective M&A remains a strategic lever to accelerate product roadmap
delivery and extend routes to market. This supports the strategy as workflow
automation, low-code and customer engagement converge into fewer, more capable
platforms, and replacement decisions increasingly depend on platform breadth,
integrations and orchestration.
The Group continues to execute against this strategy, building on the
successful acquisitions and integrations of Govtech and Parble last year.
These transactions broadened Liberty's capabilities and customer reach,
supporting cross‑sell across both the acquired and existing customer base,
reinforcing the land-and-expand model.
The acquisition of Jadu adds an accessibility-first digital experience to
Liberty, combining web content management, forms, payments, case management
and AI-enabled multilingual search for public-sector and higher-education
customers across the UK, North America and Australia. It also increases
Netcall's presence in UK local government from c.one‑in‑three to
c.one‑in‑two councils and adds routes to market through an established US
partner channel and customer base. Jadu brings a compatible cloud recurring
revenue model, with ACV of £5.9m as at 31 December 2025 (c. 90% from cloud
services).
Integration is progressing well. The combination supports two-way
cross‑sell: extending Liberty's low‑code and AI‑driven workflow and
customer engagement capabilities into Jadu's customer base, while deploying
Jadu's digital experience capability across Netcall's installed base. With
minimal customer overlap in UK local government, the enlarged platform is
positioned to support customers' digital service modernisation agendas and
deepen long-term platform adoption.
Financial Review
ACV is a core key performance indicator for the Group and a lead indicator of
revenue visibility. The Board monitors year-on-year ACV growth as a key
measure of commercial momentum. ACV reflects the annualised value of new
customer contracts, together with upsell and cross-sell within the existing
base, net of reductions or cancellations.
At 31 December 2025, Cloud ACV was £42.6m, up 42% year-on-year (H1-FY25:
£29.9m). Growth was supported by continued execution of the land-and-expand
strategy, stronger new logo momentum, and the contribution from the
acquisition of Jadu completed in the period. Total ACV increased by 28% to
£50.5m (H1-FY25: £39.4m). On an organic basis, excluding the effect of
acquisitions, Cloud ACV grew by 25% and Total ACV by 13%.
The table below sets out ACV for the last three reporting periods:
£'m ACV H1-FY26 FY25 H1-FY25
Cloud services 42.6 33.9 29.9
Product support contracts 7.9 8.3 9.5
Total 50.5 42.2 39.4
Group revenue increased by 15% to £26.5m (H1-FY25: £23.0m), reflecting an
organic increase of 11% alongside contributions from acquisitions.
The table below sets out revenue by component for the last three interim
periods:
£'m Revenue H1-FY26 H1-FY25 H1-FY24
Cloud services 17.9 13.4 9.3
Product support contracts 4.0 4.8 4.9
Total Cloud services & Product support contracts 21.9 18.2 14.2
Communication services 1.1 1.5 1.3
Product 0.2 0.6 1.0
Professional services 3.3 2.7 2.4
Total Revenue 26.5 23.0 18.9
Driven by strong growth in ACV, Cloud services revenue (subscription and usage
fees) increased by 34% to £17.9m (H1-FY25: £13.4m).
Product support contract revenue was £4.00m (H1-FY25: £4.80m), reflecting
the on-going migration of customers to cloud-based solutions and the
retirement of certain legacy products. As a result, recurring revenues from
Cloud services and Product support contracts increased to 83% of total revenue
(H1-FY25: 79%).
Communication services revenue (fees for telephony and messaging services) was
£1.08m (H1-FY25: £1.53m), reflecting a decrease in call-back volumes in the
period.
Product revenue (comprising software license sales and supporting hardware)
was £0.20m (H1-FY25: £0.61m), consistent with the continued shift in
customer preference towards cloud-based solutions rather than on-premises
deployments.
Professional services revenue increased by 25% to £3.33m (H1-FY25: £2.67m).
The level of professional services varies with the mix of direct and indirect
sales, scope of delivery (ranging from full application build to enablement of
in-house teams), and the extent of partners-delivered services.
Group's Remaining Performance Obligations ("RPO"), representing the total of
future contracted revenue not yet recognised, including deferred income,
increased by 30% to £92.4m at period end (H1-FY25: £71.1m). This highlights
a significant level of revenue already secured and available for recognition
in future periods. Revenue expected to be recognised within the next 12-months
("Current RPO") rose by 29% to £47.9m (H1-FY25: £37.1m). Acquisitions
contributed £10.7m to RPO at period-end, of which £4.7m was Current RPO.
Adjusted EBITDA increased by 13% to £6.45m (H1-FY25: £5.70m), representing a
margin of 24.4% of revenue (H1-FY25: 24.7%). Group margin reflects the mix
impact of recent acquisitions, with Jadu approximately break‑even in the
period, as expected given its partial-month contribution, and cost
efficiencies anticipated in H2.
Following recent acquisitions, the Group incurred higher acquisition-related
post-completion services costs and fair value adjustments to contingent
consideration of £0.95m (H1-FY25: £0.27m). Share-based payment charges also
increased to £1.00m (H1-FY25: £0.16m), reflecting the launch of new share
schemes in the prior year and share-based payments associated with
post-completion services. These factors contributed to an operating profit of
£2.38m (H1-FY25: £3.47m).
Adjusted profit before tax increased by 11% to £5.43m (H1-FY25: £4.91m),
reflecting slightly lower net interest income.
Profit before tax was £2.54m (H1-FY25: £3.87m) following the same overall
profile as operating profit, and reflecting acquisition-related costs and
share-based payment charges.
The Group recorded a tax charge of £1.31m (H1-FY25: £0.81m), with the higher
effective tax rate in the period reflecting the level of non-deductible
acquisition-related accounting charges.
Basic earnings per share was 0.73 pence (H1-FY25: 1.74 pence) and increased by
9% to 2.43 pence on an adjusted basis (H1-FY25: 2.22 pence). Diluted earnings
per share was 0.73 pence (H1-FY25: 1.72 pence) and increased by 10% to 2.41
pence on an adjusted basis (H1-FY25: 2.19 pence).
Cash flow from operations, before payment of non-recurring transaction costs
and post-completion services, was 13% higher at £1.84m (H1-FY25: £1.63m).
Cash conversion is typically higher in the second half of the financial year
due to the timing of annual billings for Cloud service and support contracts.
Investment in research and development, including capitalised software
development, increased to £3.99m (H1-FY25: £3.38m), of which capitalised
software expenditure was £1.49m (H1-FY25: £1.51m).
Total capital expenditure was £1.71m (H1-FY25: £1.80m), with the balance
after capitalised development being £0.21m (H1-FY25: £0.30m) relating to
routine IT purchases.
On 9 December 2025, the Company acquired Jadu for a total consideration of up
to £18.9m (see note 8 for further information). During the period, Jadu
generated £0.51m in revenue and an adjusted EBITDA of £0.01m. On completion,
£10.6m of cash was paid and £3.68m of Netcall shares were issued. The fair
value of consideration recognised at the acquisition date was £14.6m. A
further £0.71m was accrued as post-completion services under IFRS 3, as the
former owners of Jadu continued to work in the business following its
acquisition.
As a result, Group cash at the end of the period was £14.8m (30 June 2025:
£27.2m) after £12.7m of acquisition-related payments in H1 FY26 (net of cash
acquired). Net funds, stated after including lease liabilities, were £13.8m
at 31 December 2025 (30 June 2025: £26.1m). The Company has no debt.
A final dividend of 0.94 pence per share for the year ended 30 June 2025 was
approved by shareholders at the AGM on 17 December 2025. The amount payable,
£1.60m, is included as a liability in the 31 December 2025 balance sheet and
was paid on 9 February 2025.
Unaudited consolidated income statement for the six months to 31 December 2025
£'000 Unaudited Unaudited Audited
Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Revenue 26,470 23,041 47,961
Cost of sales (4,721) (3,869) (8,092)
Gross profit 21,749 19,172 39,869
Administrative expenses (19,420) (15,726) (34,939)
Other gains/(losses) - net 51 28 (285)
Adjusted EBITDA 6,450 5,700 9,819
Depreciation (270) (244) (507)
Amortisation of acquired intangible assets (534) (527) (1,164)
Amortisation of other intangible assets (937) (811) (1,546)
Net gain on disposal of property, plant and equipment - 19 20
Non-recurring transaction costs (382) (229) (229)
Post-completion services and fair value adjustments (949) (274) (819)
Share-based payments (998) (160) (929)
Operating profit 2,380 3,474 4,645
Finance income 225 281 568
Finance costs (65) (65) (142)
Finance income - net 160 216 426
Profit before tax 2,540 3,690 5,071
Tax charge (1,312) (812) (1,021)
Profit for the period 1,228 2,878 4,050
Earnings per share - pence
Basic 0.73 1.74 2.45
Diluted 0.73 1.72 2.41
All activities of the Group in the current and prior periods are classed as
continuing. All of the profit for the period is attributable to the
shareholders of Netcall plc.
Unaudited statement of comprehensive income for the six months to 31 December
2025
£'000 Unaudited Unaudited Audited
Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Profit for the period 1,228 2,878 4,050
Other comprehensive income
Items that may be reclassified to profit or loss
Exchange differences arising on translation of foreign operations 24 (35) 35
Total other comprehensive income for the period 24 (35) 35
Total comprehensive income for the period 1,252 2,843 4,085
All of the comprehensive income for the period is attributable to the
shareholders of Netcall plc.
Unaudited consolidated balance sheet at 31 December 2025
£'000 Unaudited Unaudited Audited
31 December 2025 31 December 2024 30 June 2025
Assets
Non-current assets
Property, plant and equipment 624 638 613
Right-of-use assets 760 943 849
Intangible assets 69,747 50,921 51,145
Deferred tax asset 280 642 357
Financial assets at fair value through other comprehensive income 100 100 100
Total non-current assets 71,511 53,244 53,064
Current assets
Inventories 16 15 23
Other current assets 3,461 2,624 2,798
Contract assets 357 299 365
Trade receivables 4,940 4,099 4,753
Other financial assets at amortised cost 71 82 88
Cash and cash equivalents 14,771 21,970 27,159
Total current assets 23,616 29,089 35,186
Total assets 95,127 82,333 88,250
Liabilities
Non-current liabilities
Contract liabilities 207 469 325
Borrowings - - -
Lease liabilities 700 945 777
Deferred tax liabilities 3,236 3,206 2,386
Total non-current liabilities 4,143 4,620 3,488
Current liabilities
Trade and other payables 11,375 10,921 11,266
Dividend payable 1,603 1,470 -
Contract liabilities 27,776 22,871 28,199
Current tax liabilities 2,063 - 1,045
Borrowings - - -
Lease liabilities 288 166 266
Total current liabilities 43,105 35,428 40,776
Total liabilities 47,248 40,048 44,264
Net assets 47,879 42,285 43,986
Equity attributable to the owners of Netcall plc
Share capital 8,618 8,350 8,432
Share premium 5,574 5,574 5,574
Other equity 8,045 4,900 4,900
Other reserves 1,622 738 969
Retained earnings 24,020 22,723 24,111
Total equity 47,879 42,285 43,986
Unaudited consolidated statement of changes in equity at 31 December 2025
£'000 Share capital Share premium Other equity Other reserves Retained earnings Total equity
Balance at 30 June 2024 8,339 5,574 4,900 403 21,281 40,497
Proceeds from share issue 11 - - - - 11
Increase in equity reserve in relation to options issued - - - 230 - 230
Reclassification following exercise or lapse of share options - - - (34) 34 -
Tax credit relating to share options - - - 174 - 174
Dividends declared - - - - (1,470) (1,470)
Transactions with owners 11 - - 370 (1,436) (1,055)
Profit for the period - - - - 2,878 2,878
Other comprehensive income for the period - - - (35) - (35)
Total comprehensive income for the period - - - (35) 2,878 2,843
Balance at 31 December 2024 8,350 5,574 4,900 738 22,723 42,285
Proceeds from share issue 82 - - - - 82
Increase in equity reserve in relation to options issued - - - 761 - 761
Reclassification following exercise or lapse of share options - - - (216) 216 -
Tax charge relating to share options - - - (384) - (384)
Transactions with owners 82 - - 161 216 459
Profit for the period - - - - 1,172 1,172
Other comprehensive income for the period - - - 70 - 70
Total comprehensive income for the period - - - 70 1,172 1,242
Balance at 30 June 2025 8,432 5,574 4,900 969 24,111 43,986
Proceeds from share issue 186 - 3,145 (283) 271 3,319
Increase in equity reserve in relation to options issued - - - 973 - 973
Reclassification following exercise or lapse of share options - - - (13) 13 -
Tax charge relating to share options - - - (48) - (48)
Dividends declared - - - - (1,603) (1,603)
Transactions with owners 186 - 3,145 629 (1,319) 2,641
Profit for the period - - - - 1,228 1,228
Other comprehensive income for the period - - - 24 - 24
Total comprehensive income for the period - - - 24 1,228 1,252
Balance at 31 December 2025 8,618 5,574 8,045 1,622 24,020 47,879
Unaudited consolidated cash flow statement for the six months to 31 December
2025
£'000 Unaudited Unaudited Audited
Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Cash flows from operating activities
Profit before income tax 2,540 3,690 5,071
Adjustments for:
Depreciation and amortisation 1,741 1,582 3,216
Share-based payments 998 160 929
Finance income - net (160) (216) (426)
Net gain on disposal of property, plant and equipment - - (20)
Other non-cash expenses - (19) 14
Changes in operating assets and liabilities, net of effects from acquisition
of subsidiaries:
Decrease in inventories 7 21 13
Decrease in trade receivables 238 1,248 594
Decrease/ (increase) in contract assets 20 (53) (126)
Decrease in other financial assets at amortised cost 59 80 74
(Increase)/ decrease in other current assets (592) 125 (48)
(Decrease)/ increase in trade and other payables (863) 406 1,310
Decrease increase in contract liabilities (3,658) (5,558) (686)
Cash generated from operations 330 1,466 9,915
Analysed as:
Cash flows from operations before payment of non-recurring transaction costs 1,841 1,628 10,144
and post-completion services
Non-recurring transaction cost payments (see note 4) - (162) (229)
Post-completion services payments (see note 4) (1,511) - -
Interest received 225 281 568
Interest paid (8) (9) (17)
Income taxes paid 23 (117) (132)
Net cash inflow from operating activities 570 1,621 10,334
Cash flows from investing activities
Payment for acquisition of subsidiary, net of cash acquired (11,172) (11,807) (12,007)
Payment for property, plant and equipment (159) (86) (222)
Payment of software development costs (1,498) (1,507) (3,226)
Payment for other intangible assets (54) (209) (194)
Payment for financial assets at fair value through other comprehensive income - - (28)
Proceeds from sales of property, plant and equipment - 19 21
Net cash outflow from investing activities (12,883) (13,590) (15,656)
Cash flows from financing activities
Proceeds from issue of ordinary shares - 11 93
Repayment of borrowings - (19) (19)
Lease payments (89) (48) (163)
Dividends paid to Company's shareholders - - (1,470)
Net cash outflow from financing activities (89) (56) (1,559)
Net decrease in cash and cash equivalents (12,402) (12,025) (6,881)
Cash and cash equivalents at beginning of period 27,159 34,008 34,008
Effects of exchange rate changes on cash and cash equivalents 14 (13) 32
Cash and cash equivalents at end of period 14,771 21,970 27,159
Notes to the financial information for the six months ended 31 December 2025
1. General information
Netcall plc (AIM: "NET", "Netcall", "Group" or the "Company") is an enterprise
software company that unites automation and customer engagement in one
AI-powered platform. It is a public limited company which is quoted on AIM (a
market of the London Stock Exchange). The Company's registered address is
Suite 203, Bedford Heights, Brickhill Drive, Bedford, UK MK41 7PH and the
Company's registered number is 01812912.
2. Basis of preparation
The Group interim results consolidate those of the Company and its
subsidiaries (together referred to as the 'Group'). The principal trading
subsidiaries of Netcall are Netcall Technology Limited, Netcall Systems
Limited, Govtech Solutions Limited, Skore Labs Limited, Smart and Easy NV,
Jadu Limited and Jadu Creative Limited.
These condensed half year financial statements for the six months ended 31
December 2025 have been prepared in accordance with the AIM Rules for
Companies and should be read in conjunction with the annual financial
statements for the year ended 30 June 2025, which has been prepared in
accordance with UK-adopted international accounting standards.
This results announcement is unaudited and does not constitute statutory
accounts of the Group within the meaning of sections 434(3) and 435(3) of the
Companies Act 2006 (the 'Act'). The balance sheet at 30 June 2025 has been
derived from the full Group accounts published in the Annual Report and
Accounts 2025, which has been delivered to the Registrar of Companies and on
which the report of the independent auditors was unqualified and did not
contain a statement under either section 498(2) or section 498(3) of the Act.
The results have been prepared in accordance with the accounting policies set
out in the Group's 30 June 2025 statutory accounts.
The results for the six months ended 31 December 2025 were approved by the
Board on 3 March 2026. A copy of these interim results will be available on
the Company's web site www.netcall (https://www.netcall.com/) .com
(https://www.netcall.com/) from 4 March 2026.
The principal risks and uncertainties faced by the Group have not changed from
those set out on pages 12 and 13 of the annual report for the year ended 30
June 2025.
3. Segmental analysis
The Board considers that there is one operating business segment being the
design, development, sale and support of software products and services, which
is consistent with the information reviewed by the Board when making strategic
decisions. Resources are reviewed on the basis of the whole of the business
performance.
The key segmental measure is adjusted EBITDA which is profit before interest,
tax, depreciation, amortisation, share-based payments, profit or loss on
disposals, and acquisition, contingent consideration and non-recurring
transaction costs, a reconciliation of which is set out on the consolidated
income statement.
Reconciliation of profit before tax to adjusted profit before tax
The table below reconciles profit before tax to adjusted profit before tax by
excluding share-based payments and acquisition-related items:
£'000 Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Profit before tax 2,540 3,690 5,071
Share-based payments 998 160 929
Post-completion services and fair value adjustments 949 274 819
Non-recurring transaction costs 382 229 229
Amortisation of acquired intangible assets 534 527 1,164
Unwinding of discount - contingent consideration 25 33 69
Adjusted profit before tax 5,428 4,913 8,281
4. Material profit or loss items
The Group identified the following items which are material due to the
significance of their nature and/or their amount. These are listed separately
here to provide a better understanding of the financial performance of the
Group.
£'000 Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Non-recurring transaction fees((1)) (382) (229) (229)
Post-completion services expense ((2)) (566) (391) (806)
Change in fair value of contingent consideration((3)) (383) 117 (13)
(1,331) (503) (1,048)
((1)) The Company incurred professional advisor fees of £0.38m in the period
in connection with the acquisition of Jadu Holdings Limited, of which £nil
was paid in the period. In the prior period, the Company incurred £0.23m of
professional adviser fees relating to the acquisitions of Govtech Holdings
Limited and Smart & Easy NV, all of which were paid in the prior period.
These costs are included in 'administrative expenses'.
((2)) The former owners of Skore Labs Limited (acquired in January 2024),
Govtech Holdings Limited (acquired in August 2024), Smart and Easy NV
(acquired in September 2024) and Jadu Holdings Limited (acquired December
2025) continued to work in the business following their acquisitions and in
accordance with IFRS 3 a proportion of the contingent consideration
arrangement is treated as remuneration and expensed in the income statement.
((3)) The purchase of Govtech Holdings Limited included contingent
consideration arrangements based on certain performance obligations. These
were initially recorded at fair value, which is the present value of the
expected payments. At the half year the estimates of achieving the performance
obligations were reassessed. This resulted in a change in the fair value of
the contingent consideration liability with a corresponding debit to the
income statement of £0.38m.
5. Earnings per share
The basic earnings per share is calculated by dividing the net profit
attributable to equity holders of the Company by the weighted average number
of ordinary shares in issue during the year excluding those held in treasury:
Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Net earnings attributable to ordinary shareholders (£'000) 1,228 2,878 4,050
Weighted average number of ordinary shares in issue (thousands) 167,271 164,981 165,473
Basic earnings per share (pence) 0.73 1.74 2.45
The diluted earnings per share has been calculated by dividing the net profit
attributable to ordinary shareholders by the weighted average number of shares
in issue during the period, adjusted for potentially dilutive shares that are
not anti-dilutive.
Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Weighted average number of ordinary shares in issue (thousands) 167,271 164,981 165,473
Adjustments for share options (thousands) 1,801 2,593 2,397
Weighted average number of potential ordinary shares in issue (thousands) 169,072 167,574 167,870
Diluted earnings per share (pence) 0.73 1.72 2.41
Adjusted earnings per share have been calculated to exclude the effect of
share-based payments, profit or loss on disposals, amortisation of acquired
intangible assets, and acquisition, contingent consideration and non-recurring
transaction costs at a normalised rate of tax. The Board believes this gives a
better view of ongoing maintainable earnings. The table below sets out a
reconciliation of the earnings used for the calculation of earnings per share
to that used in the calculation of adjusted earnings per share:
£'000 Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Profit used for calculation of basic and diluted EPS 1,228 2,878 4,050
Share based payments 998 160 929
Post-completion services and fair value adjustments 949 274 819
Non-recurring transaction costs (see note 4) 382 229 229
Profit on disposal of property, plant and equipment - (19) -
Amortisation of acquired intangibles 534 527 1,164
Unwinding of discount - contingent consideration 25 33 69
Tax adjustment (45) (411) (1,049)
Profit used for calculation of adjusted basic and diluted EPS 4,071 3,671 6,211
Pence Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Adjusted basic earnings per share 2.43 2.22 3.75
Adjusted diluted earnings per share 2.41 2.19 3.70
6. Dividends
Dividends paid or declared during the period were as follows:
Six months to December 2025 Paid Pence per share Cash flow statement Statement of changes in equity December 2024 balance sheet
(£'000) (£'000) (£'000)
Final ordinary dividend for year to June 2025((1)) 9/02/26 0.94p - 1,603 1,603
- 1,603 1,603
Six months to December 2024 Paid Pence per share Cash flow statement Statement of changes in equity December 2023 balance sheet
(£'000) (£'000) (£'000)
Final ordinary dividend for year to June 2024 7/02/25 0.89p - 1,470 1,470
- 1,470 1,470
((1)) The final ordinary dividend for the year ended 30 June 2025 was approved
at the Annual General Meeting held on 17 December 2025.
7. Net funds reconciliation
£'000 31 December 2025 31 December 2024 30 June 2025
Cash and cash equivalents 14,771 21,970 27,159
Lease liabilities (988) (1,111) (1,043)
Net funds 13,783 20,859 26,116
8. Business combinations
Acquisition of Jadu Holdings Limited
On 9 December 2025, the Company acquired 100% of the issued share capital of
Jadu Holdings Limited and its subsidiaries (together 'Jadu'), a UK-based
provider of digital experience platforms.
On acquisition of a business, IFRS 3 'Business Combinations' requires the
Group to assess the fair value of the consideration transferred and the fair
value of the assets acquired.
The fair value of the consideration transferred is:
£'000
Initial cash consideration 10,613
Initial share consideration 3,315
Deferred cash consideration 581
Contingent cash consideration 129
14,638
The consideration for the transaction comprised:
· cash consideration of £10.6m paid on completion;
· share consideration of £3.68m (before fair value adjustment) from the
issue of 3,378,664 Netcall plc shares on completion based on the closing
mid-market share price of Netcall shares of 109 pence on 9 December 2025;
· deferred cash consideration of £0.60m (undiscounted) payable in
December 2026; and
· contingent consideration of up to £4.00m payable in cash contingent
on Jadu meeting specified financial and non-financial performance targets,
including ACV growth of c. 20% p.a. over two years following the Acquisition.
Payments will be assessed and made periodically throughout the earn-out
period. As the arrangement requires on-going provision of services to the
Group by a number of the previous shareholders of Jadu then the cash payable
will be recognised in the income statement as services are rendered, in line
with the requirements of IAS 19 'Employee benefits'.
The assets and liabilities recognised as a result of the acquisition are as
follows:
£'000
Intangible assets - proprietary software 950
Intangible assets - customer relationships 4,400
Intangible assets - brand 500
Property, plant and equipment 29
Other current assets 114
Contract assets 11
Trade receivables 422
Cash and cash equivalents 410
Trade and other payables (897)
Contract liabilities (3,115)
Deferred tax liabilities (835)
Net identifiable assets acquired 1,989
Goodwill 12,649
Net assets acquired 14,638
The fair value of the acquired assets is provisional, pending receipt of the
final valuations for those assets.
The goodwill recognised is attributable to the future economic benefits
expected to be obtained from the integration of Jadu's solutions into the
Liberty product and to the workforce.
As required under the Company Act 2006, share premium arising on shares issued
for the acquisition has been treated as an increase to the Merger Reserve.
Subsequent to the date of acquisition, Jadu generated £0.51m of revenue and
profit after tax of £0.01m during the reporting period, which is included
within the Consolidated income statement.
The cash outflow as a result of the transaction is as follows:
£'000
Initial cash consideration 10,613
Less: cash acquired (410)
Net cash outflow 10,203
Other payables - acquisition-related liabilities
£'000 Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Opening balance 2,558 483 483
Acquisition of Govtech - 848 848
Acquisition of Parble - 532 532
Acquisition of Jadu 711 - -
Charged/ (credited) to profit or loss:
- Post-completion services expense and fair value adjustments 945 276 819
- Unwinding of discount 25 33 69
- Effect of exchange rate 3 (13) 7
Amounts paid during the year:
- Payment of deferred consideration (969) - (200)
- Payment of post-completion services (1,511) - -
Closing balance 1,762 2,159 2,558
Acquisition payments
£'000 Six months to Six months to 12 months to
31 December 2025 31 December 2024 30 June 2025
Initial consideration paid, net of cash acquired 10,203 11,807 11,807
Deferred consideration paid 969 - 200
Net cash flow outflow from investing activities 11,172 11,807 12,007
Post-completion services paid 1,511 - -
Non-recurring transaction fees - 162 229
Payment of pre-acquisition tax and other payables - 116 266
Total net cash flow outflow 12,683 12,085 12,502
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