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RNS Number : 2945C Northcoders Group PLC 29 April 2026
29 April 2026
Northcoders Group PLC
('Northcoders', the 'Group' or the 'Company')
Final Results
Northcoders (AIM: CODE), a market leader in technology training and services
in the UK, announces its Final Results for the year ended 31 December 2025
('FY25' or the 'Period').
FY25 Financial Highlights
· As anticipated, Group revenue decreased to £4.9 million (FY24:
£8.8 million) as a result of Northcoders' strategic reset in response to
structural changes in UK government skills funding
· Adjusted EBITDA* of £(0.6) million (FY24: £1.0 million), reflecting a
short-term lag between restructuring actions and the full realisation of
associated cost savings as the Group resets its cost base
· Robust cash balance of £1.6 million as at 31 December 2025 (FY24:
£1.2 million), ready to support the evolved business
· Delivered approximately £2.1 million of annualised cost savings
· Secured a new £1.5 million debt facility with NatWest on
improved terms, providing flexible capital
FY25 Operational Highlights
· Significant progress within the Group's consultancy division,
Counter®, increasing revenue by 77% to £1.5 million (FY24: £0.8 million)
driven by repeat contracts, extensions to current engagements and new client
wins
• The division continues to mature, winning private and public sector
contracts with frameworks, such as G-Cloud, strengthening routes to market
across both public and private sectors
· Secured highly competitive government-funded B2C training
contracts, including with the Greater London Authority ('GLA') reflecting
Northcoders' reputation as one of the highest quality training providers
• GLA further extended the Northcoders contract at the end of FY25
· Achieved an 'Outstanding' Ofsted rating across all areas,
reinforcing Northcoders' position as a leading UK further education provider
· Northcoders continued to evolve its training modules, successfully
launching a Data Engineering, AI and Machine Learning bootcamp, in response to
rapidly growing employer demand for AI capability
Current Trading and Outlook
· Building on positive momentum in 2025 the Group has made a strong
start to FY26, with Counter® continuing to benefit from increasing levels of
repeat contracts and extensions to existing engagements, improving revenue
predictability
o Approximately £1.5 million of Counter® revenue contracted, to be
recognised in 2026 with a further £1.0 million+ pipeline deals at final stage
· The Group has over £4.0 million of pipeline deals at multiple stages
with actively engaged prospects, covering both current and new clients,
providing further confidence
· In Q1, Counter has gained multiple ISO accreditations (ISO 9001,
14001, 27001), which, in parallel with the recently awarded places on
government frameworks gives the brand significant competitive advantage and
credibility, especially within the public sector, critical infrastructure and
financial services.
· The B2C training bootcamps division continues to see strong demand
across both government-funded and privately funded pathways, particularly in
London, where application levels remain high,
· Early delivery of the Group's Data Engineering, AI and Machine
Learning programmes has been encouraging, supporting diversification into
higher-value training aligned with employer demand.
*Adjusted EBITDA definition - see note 6
Commenting on the Final Results, Chris Hill, CEO of Northcoders, said: "I am
proud of Northcoders' swift and decisive response to the changes in UK
government funding for digital skills, and our efforts to fundamentally
reshape the business by focusing on B2B consultancy revenue whilst
significantly reducing the cost base, have positioned us strongly for the
future. These actions were taken with a clear focus on protecting long-term
shareholder value and positioning the Group for future growth."
"Our B2B division, Counter®, has continued to build momentum, supported by
repeat contracts, extensions and new client wins. Our B2C training bootcamps
division remains a critical engine for talent and demand generation,
particularly in key regions such as London. At the same time, we have aligned
our curriculum with the fastest-growing areas of employer demand, including
data, AI and cloud technologies."
"Whilst market conditions remain mixed in the near term, the long-term
requirement for technology skills and services is significant and we are
entering FY26 as a leaner, more focused and resilient business. With a
strengthened pipeline, improved visibility and a clearer strategic direction,
the Board remains confident in Northcoders' ability to deliver sustainable
growth and long-term value for shareholders."
Analyst meeting & Investor Meet Company Presentation
The Company will host a live presentation to discuss the results via Investor
Meet Company at 12:00pm today.
Investors can sign up to Investor Meet Company for free and add to meet
Northcoders Group plc via:
https://www.investormeetcompany.com/northcoders-group-plc/register-investor
(https://www.investormeetcompany.com/northcoders-group-plc/register-investor)
- Ends -
For further enquiries:
Northcoders Group plc Via Burson Buchanan
Chris Hill, CEO Tel: +44 (0) 20 7466 5000
investors.northcodersgroup.com (https://investors.northcodersgroup.com)
Zeus (Nominated Adviser & Joint Broker) Tel: +44 (0) 20 3829 5000
Mike Coe / Darshan Patel (Investment Banking)
Fraser Marshall (Sales)
AlbR Capital Limited (Joint Broker) Tel: +44 (0) 20 7469 0930
Martin Lampshire www.albrcapital.com (http://www.albrcapital.com)
Lucy Williams
Duncan Vasey
Burson Buchanan Tel: +44 (0) 20 7466 5000
Henry Harrison-Topham northcoders@buchanan.uk.com (mailto:northcoders@buchanan.uk.com)
Steph Whitmore www.bursonbuchanan.com (http://www.bursonbuchanan.com/)
Jesse McNab
AlbR Capital Limited (Joint Broker) Tel: +44 (0) 20 7469 0930
Martin Lampshire www.albrcapital.com (http://www.albrcapital.com)
Lucy Williams
Duncan Vasey
Burson Buchanan Tel: +44 (0) 20 7466 5000
Henry Harrison-Topham northcoders@buchanan.uk.com (mailto:northcoders@buchanan.uk.com)
Steph Whitmore www.bursonbuchanan.com (http://www.bursonbuchanan.com/)
Jesse McNab
Notes to Editors
Founded in 2015, Northcoders is a market leading provider of technology
training and technology consultancy services for businesses and individuals
with courses in Software Engineering, Data Engineering, AI and Machine
Learning, and Platform Engineering. The Group's business model operates a
hybrid structure with flagship sites in Manchester and London supported by a
proven digital offering to support its students across the UK.
Powered by IP rich technology, Northcoders offers bootcamp courses to
individuals from a range of backgrounds, delivered through virtual and
physical learning. The Group also works with blue chip corporates across
multiple sectors to help them to achieve their digital requirements, with
teams as a service and to supply innovative solutions for the upskilling and
reskilling of employees. With a keen focus of inclusivity, diversity and
quality at its core, Northcoders aims to address the digital skills gap in the
UK to meet the increasing demand for digital specialists at all levels, from
businesses and public agencies.
Northcoders was admitted to trading on AIM in July 2021 with the ticker
CODE.L, for additional information please visit
investors.northcodersgroup.com.
Chair's statement
Introduction
Despite the challenges in FY25 in the wider skills sector, I am proud of the
swift and decisive actions taken by Northcoders. Structural changes to the UK
Government's funding system through the Department for Education (DfE),
including a move towards regional funding, significantly reduced the number of
B2C funded learners across the market at a time when our B2B consultancy
business was still nascent. However, both the strong progress of the B2B
business and the B2C divisions' high profile mandate wins such as the Greater
London Authority (GLA) demonstrate the credibility and quality of Northcoders
reputation in the integral technology training market.
The Board prioritised the core of the business; we acted with discipline to
resize the cost base, maintain strong gross margins and preserve cash, while
ensuring the quality of our delivery remained high.
Our focus has been positioning the Group for sustainable long-term growth
whilst continuing to accelerate the success of Counter(®), our B2B challenger
consultancy brand.
Group revenue for FY25 was £4.9 million (FY24: £8.8 million) as a result of
a reduction in funded learners in our B2C division. Despite this reduction, we
maintained robust gross margins through careful direct cost control and a
deliberate shift away from volume-led delivery models adopted elsewhere in the
sector, gross margin decreased by 8% year-on-year, driven primarily by a shift
in sales mix and an increased contribution from Counter(®), which operates at
structurally lower margins. We have remained focused on quality, outcomes and
employer alignment rather than pursuing growth at any cost. As at 31 December
2025, the Group had a strong balance sheet with cash of £1.6 million and no
EBITDA or cash coverage covenants on its loan facilities.
This performance was delivered amid macroeconomic uncertainty, including
geopolitical tensions, elevated oil prices and persistent inflation. The Group
maintained tight cost control and operational discipline to manage cost
pressures and protect margins. The Board considers the balance sheet to be
robust and continues to apply prudent cash management in light of ongoing
market uncertainty.
Protecting quality and strengthening routes to market
While government-funded volumes reduced across the sector due to the changes
in funding system, the highly competitive B2C contract wins in Lancashire and
with the Greater London Authority were highlights of the year. These contracts
were achieved at expected seat prices and milestone allocations, reflecting
the strength of our delivery model and our reputation for high‑quality
outcomes.
Demand in London has been particularly encouraging, with application levels
significantly exceeding available seats, and a second grant has already been
awarded, providing improved visibility into H1 2026.
Alongside government‑funded delivery, we generated approximately £0.4
million in private B2C training revenue during the year.
This represents early but important progress in diversifying beyond reliance
on government-backed programmes. The initial response to our Next Gen Data and
AI training has been positive and aligns closely with employer demand for
advanced digital and AI capability.
Our mission remains clear; to create life‑changing opportunities through
high‑quality technology education and to help address the UK's digital
skills gap. Even in a constrained funding environment, we continue to see
strong underlying demand from individuals seeking careers in technology and
from employers requiring modern digital skills.
Growth in Counter(®) and diversification
A key highlight of FY25 was the continued momentum within Counter(®), our B2B
challenger consultancy brand. Counter(®) increased revenue by 77% to £1.5
million (FY24: £0.8 million), with total sales of approximately £2.5
million.
Around £1.0 million of contracted revenue has rolled into FY26, providing
valuable visibility, particularly for the first half of the year. Counter(®)
continues to strengthen its routes to market, including through the G-Cloud
framework and other established public‑sector procurement channels. This
positions the Group to support both public and private sector clients with
employer‑aligned digital delivery, consultancy and capability building. The
diversification of revenue through Counter® is central to our long-term
strategy. By increasing revenues in consultancy services and high-quality
training to fuel this pipeline, we are building a more resilient Group, with
less exposure to short-term policy shifts and funding cycles.
Operational discipline and restructuring
During the year, we implemented restructuring and efficiency initiatives
projected to deliver approximately £2.1 million in annualised savings. These
actions were taken swiftly to align the cost structure with current market
conditions, while retaining essential delivery capability and protecting the
student and client experience.
Our people
I would like to thank our employees for their professionalism, adaptability
and commitment throughout a demanding year. They have responded to significant
change with resilience and focus, maintaining high standards of delivery for
both learners and corporate clients. Their dedication has been instrumental in
preserving the Group's reputation and positioning us for the future.
Outlook and summary
FY26 has started well, and we have seen strong demand across both funded and
private pathways, particularly in London, where application volumes continue
to exceed available capacity. Counter(®) has maintained positive momentum,
with a healthy pipeline and continued conversion across both public and
private sector clients. Initial delivery of our expanded data and AI offering
has also been well received, reinforcing alignment with current employer
demand. While it remains early in the year, with a simplified cost base,
resilient gross margins, visible funding in key regions and a growing B2B
pipeline, the Board believes Northcoders is well placed to grow sustainably as
market conditions stabilise.
That said, external conditions in government‑funded skills programmes remain
uncertain in the short term. Therefore, we will continue to adopt a cautious
and disciplined approach, with a clear focus on cash management, margin
protection and delivery quality. The UK's increasing emphasis on technology
capability, particularly in AI and data, presents a significant long-term
opportunity.
The Board would like to thank our shareholders for their continued support
during a period of transition for both the Group and the wider sector. Their
backing has enabled us to take decisive action, protect the core business and
invest in areas of long-term growth. We remain committed to delivering
sustainable value as the business continues to evolve.
Angela Williams
Non-Executive Chair
28 April 2026
Chief Executive Officer's review
Introduction
FY25 was a year defined by structural change across the UK skills landscape,
yet it will be remembered for Northcoders' ability to respond to shifting
market conditions. The Labour Government's decision to move from a national
funding model to a fully regionalised structure, alongside revised allocation
mechanisms, materially reduced funded learner volumes across the sector.
Whilst Northcoders had already begun diversifying revenues, we accelerated
plans in response as well as reducing the cost base to align with the new
market conditions.
Our focus throughout the year has been clear: protect gross margin, preserve
cash, maintain delivery quality and accelerate diversification, particularly
through Counter(®), our B2B consultancy brand. While revenue fell
year-on-year, the business has proven resilient. We have resized the cost
base, strengthened the cash balance and positioned Northcoders to grow
sustainably as our B2B business builds, regional funding beds in and market
conditions stabilise.
Operational review
The confirmation that the DfE national Skills Bootcamp contract would not be
extended beyond its initial 18-month term marked a significant inflection
point and the shift to a regional funding model required rapid adaptation and
a more selective, commercially disciplined approach to publicly funded
delivery.
As a result, our approach to government funding has evolved and we will deploy
funded bootcamps only where they strategically support Counter(®) growth and
long-term commercial returns. For example, we believe the opportunity in
London is significant and we are focusing our efforts to further build
Northcoders' presence in the capital. This disciplined alignment between B2C
training and B2B consultancy strengthens our overall model, reduces reliance
on volume-based funding and is proving successful.
During the year, Northcoders also underwent its first full Ofsted inspection
and was awarded the highest possible rating of 'Outstanding' across all areas.
This places us among the top tier of UK further education providers.
The report recognised our ambitious, industry-informed curriculum and
exceptional learner support.
At a time of sector disruption, this external validation of quality is
particularly significant. Diversifying revenue and expanding into AI are core
priorities in FY25. A key step has been reducing dependency on
government-funded delivery by launching a new 14-week AI and Machine Learning
bootcamp, commencing in June 2025. Since its launch, we have graduated three
cohorts who have gone on to secure employment in the Data & AI field. The
curriculum integrates Data Engineering, Machine Learning, Cloud Technologies
and the engineering principles underpinning AI language models. Demand for AI
capability continues to grow rapidly across employers and this course
positions Northcoders firmly within one of the most strategically important
areas of UK technology skills development. Northcoders remains committed to
demand‑led, high‑calibre, industry-aligned training. We continue to
champion diversity within technology, ensuring access for individuals from
non-traditional backgrounds while maintaining strong employment outcomes.
Counter(®): momentum and market opportunity
Counter(®) has been a standout performer in FY25, with revenue up 77%
year‑on‑year.
We secured repeat and extended engagements with key clients. These repeat
contracts validate our differentiated model: deploying advanced engineers from
our alumni and Tech Returners networks into embedded consultancy teams, with
the option for clients to convert consultants into permanent hires. This model
delivers immediate capability alongside long-term talent solutions. As we
expand Counter(®) geographically, particularly into London, we are investing
in commercial leadership to support this next stage of growth. Our pricing
model allows us to compete with nearshore and offshore alternatives while
delivering higher‑quality, UK-based expertise.
The pipeline remains strong, with growing traction across public‑sector
frameworks, including G-Cloud. Approximately £1.0 million of contracted
Counter(®) revenue has rolled into FY26, improving near‑term visibility.
Financial review
Financial discipline and focus on retaining a strong balance sheet in parallel
with operational repositioning, ensuring the Group's financial foundations
remain resilient.
We agreed a £1.5 million facility with NatWest on materially improved terms,
refinancing the previous 11% APR growth loan with a facility priced at an
average of 3% above the Bank of England base rate. These facilities are
secured against the Group's internal IP and provide flexibility to scale as we
diversify revenue streams.
Despite reduced funding volumes, our online‑first delivery model continues
to focus on quality and scalability, with an emphasis on cost control.
Headcount has been carefully aligned with revenue, with future growth expected
to be weighted towards Counter(®) as consultancy momentum continues.
During the year, we implemented restructuring and efficiency initiatives
projected to deliver approximately £2.1 million in annualised savings
relative to FY24. These actions ensure the cost base is aligned with current
trading levels while retaining essential delivery capability. Revenue for the
year stood at £4.9 million, down from £8.8 million in 2024. Despite the drop
in revenue, the gross profit margin remained strong at 59%.
Adjusted EBITDA for the period was £(0.6) million and the loss before tax
reported was £(2.9) million, due to a write-down of internal assets no longer
retained following the change in the core business model. Basic EPS for the
year was (-.37.80) pence and adjusted EPS was (-15.89) pence.
Outlook
FY25 was a year of reset and repositioning. We have moved from a predominantly
volume-led, government-funded training model to a more balanced structure
built on:
· Regional funding aligned to strategic priorities
· Growing privately funded B2C revenue
· A scaling B2B consultancy division
· Gross margin discipline
· A significantly reduced cost base
While near-term visibility in government‑funded skills programmes remains
subject to regional implementation timelines, we enter FY26 with improved
clarity, contracted Counter(®) revenue with an active pipeline, and a strong
balance sheet.
The UK's long-term need for software engineering, data capability, AI
expertise and secure digital infrastructure has not diminished. If anything,
it has intensified. Northcoders remains committed to delivering exceptional
training and employer‑aligned solutions across these critical disciplines.
FY25 required decisive leadership and difficult decisions. We acted swiftly
and deliberately. As a result, Northcoders is leaner, more diversified and
better positioned to build sustainable, profitable growth as market conditions
stabilise.
Chris Hill
Founder and Chief Executive Officer
28 April 2026
The Directors have used adjusted EBITDA as an Alternative Performance Measure
(APM) in the preparation of these financial statements. EBITDA represents
earnings before interest, tax, depreciation and amortisation. The adjusted
element removes non-recurring items which are not relevant to the underlying
performance and cash generation of the business; in 2025 this comprised of
share‑based payment expenses.
1) This amount is not recognised on the balance sheet, as it relates to
contracted income that has not yet been received.
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
2025 2024
Notes £ £
Revenue 4 4,949,641 8,819,083
Cost of sales (2,026,348) (2,916,871)
Gross profit 2,923,293 5,902,212
Other operating income 12,998 1,000
Expenditure (3,541,735) (4,922,462)
Adjusted EBITDA (605,444) 980,750
Depreciation (131,670) (131,838)
Amortisation and non-exceptional impairment (370,173) (265,716)
Share-based payments (54,958) (138,446)
Total administrative expenses (4,098,536) (5,458,462)
Non-recurring items 5 (1,700,557) -
Operating (loss)/profit 7 (2,862,802) 444,750
Investment revenues 33,422 29,957
Finance costs (120,268) (85,843)
(Loss)/profit before taxation (2,949,648) 388,864
Income tax expense (78,913) (9)
(Loss)/profit for the year (3,028,561) 388,855
Other comprehensive income:
Items that will not be reclassified to profit or loss
Tax adjustment on share-based payments (15,606) (32,746)
Total items that will not be reclassified to profit or loss (15,606) (32,746)
Total other comprehensive income for the year (15,606) (32,746)
Total comprehensive income for the year (3,044,167) 356,109
Loss for the financial year is all attributable to the owners of the parent
company.
Total comprehensive loss for the year is all attributable to the owners of the
parent company.
GROUP STATEMENT OF COMPROHENSIVE INCOME (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
2025 2024
Notes £ £
Earnings per share
Basic (pence/share) (37.80) 4.85
Diluted (pence/share) (37.80) 4.85
Adjusted (pence/share) (15.89) 6.58
GROUP STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
2025 2024
Notes £ £
Non-current assets
Goodwill 1,310,086 1,310,086
Intangible assets 252,260 2,054,942
Property, plant and equipment 30,263 222,149
Deferred tax asset - 127,807
1,592,609 3,714,984
Current assets
Contract assets 151,426 1,624,485
Trade and other receivables 726,964 456,363
Current tax recoverable 4,900 4,900
Cash and cash equivalents 1,624,401 1,185,780
2,507,691 3,271,528
Current liabilities
Trade and other payables 518,083 978,219
Contract liabilities 56,463 73,557
Borrowings 397,551 258,276
Lease liabilities - 47,583
972,097 1,357,635
Net current assets 1,535,594 1,913,893
Non-current liabilities
Borrowings 805,238 216,859
Lease liabilities - 99,844
805,238 316,703
Net assets 2,322,965 5,312,174
Equity
Called up share capital 80,115 80,115
Share premium account 4,801,444 4,801,444
Share option reserve 334,235 371,663
Merger reserve 500 500
Other reserve 946,774 946,774
Retained earnings (3,840,103) (888,322)
Total equity 2,322,965 5,312,174
The notes on pages 8 to 41 form part of these group financial statements.
The financial statements were approved by the board of directors and
authorised for issue on 28 April 2026 and are signed on its behalf by:
Mr CD Hill
Director
Company registration number 13378742 (England and Wales)
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
Share capital Share premium account Other reserves Share option reserve Merger reserve Retained earnings Total
£ £ £ £ £ £ £
Balance at 1 January 2024 80,115 4,801,444 946,774 401,714 500 (1,412,928) 4,817,619
Year ended 31 December 2024:
Profit - - - - - 388,855 388,855
Other comprehensive income:
Deferred tax on share-based payment transactions - - - - - (32,746) (32,746)
Total comprehensive income - - - - - 356,109 356,109
Transactions with owners:
Share options expense - - - 138,446 - - 138,446
Cancellation of share options - - - (168,497) - 168,497 -
Balance at 31 December 2024 80,115 4,801,444 946,774 371,663 500 (888,322) 5,312,174
Year ended 31 December 2025:
Profit - - - - - (3,028,561) (3,028,561)
Other comprehensive income:
Deferred tax on share-based payment transactions - - - - - (15,606) (15,606)
Total comprehensive income - - - - - (3,044,167) (3,044,167)
Transactions with owners:
Share options expense - - - 54,958 - - 54,958
Cancellation of share options - - - (92,386) - 92,386 -
Balance at 31 December 2025 80,115 4,801,444 946,774 334,235 500 (3,840,103) 2,322,965
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
2025 2024
£ £ £ £
(Loss)/profit for the year after tax (3,028,561) 388,855
Adjustments for:
Taxation charged/(credited) 78,913 9
Finance costs 120,268 85,843
Investment income (33,422) (29,957)
Loss on disposal of property, plant and equipment (29,732) (246)
Amortisation and impairment of intangible assets 1,887,439 263,842
Depreciation of property, plant and equipment 131,670 131,838
Equity settled share based payment expense 54,958 138,446
Movement in provisions - -
(818,467) 978,630
Movements in working capital:
Decrease/(increase) in contract assets 1,473,059 (226,467)
(Increase)/decrease in trade and other receivables (270,601) 215,361
Decrease in contract liabilities (17,094) (132,943)
(Decrease)/increase in trade and other payables (460,136) 109,014
Cash (absorbed by)/generated from operations (93,239) 943,595
Income taxes refunded 33,288 32,383
Net cash (outflow)/inflow from operating activities (59,951) 975,978
Investing activities
Purchase of intangible assets (84,757) (571,384)
Purchase of property, plant and equipment (2,647) (38,411)
Proceeds from disposal of property, plant and equipment 9,252 1,656
Payment of deferred consideration - (240,902)
Interest received 33,422 29,957
Net cash used in investing activities (44,730) (819,084)
Financing activities
Repayment of borrowings (750,925) (292,520)
Proceeds from new bank loans 1,466,400 -
Payment of lease liabilities (64,084) (218,755)
Interest paid (108,089) (77,011)
Net cash generated from/(used in) financing activities 543,302 (588,286)
Net increase/(decrease) in cash and cash equivalents 438,621 (431,392)
Cash and cash equivalents at beginning of year 1,185,780 1,617,172
Cash and cash equivalents at end of year 1,624,401 1,185,780
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1 General Information
Company information
Northcoders Group Plc is a public company limited by shares incorporated in
England and Wales. The registered office is Cubo, No.1, Spinningfields,
Manchester, United Kingdom, M3 3EB. The company's principal activities and
nature of its operations are disclosed in the directors' report.
The group consists of Northcoders Group Plc and all of its subsidiaries.
1.1 Basis of preparation
The final results for the year ended 31 December 2025 have been prepared in
accordance with the accounting policies set out in the annual report and the
accounts for the year ended 31 December 2024.
The Group Financial Statements have been prepared in accordance with the
International Financial Reporting Standards ('IFRS') as adopted by the United
Kingdom, IFRS IC interpretations and the Companies Act 2006 applicable to
companies reporting under IFRSs and the AIM Rules for Companies. The Group
Financial Statements have been prepared under the historical cost convention.
While the financial information included in this final announcement has been
computed in accordance with IFRS, this announcement does not itself contain
sufficient information to comply with IFRS. The accounting policies used in
preparation of this final announcement have remained unchanged from those set
out in the Group's 2024 statutory financial statements other than those
described below. They are also consistent with those in the Group's
statutory financial statements for the year ended 31 December 2025 which have
yet to be published. The final results for the year ended 31 December 2025
were approved by the Board of Directors on 28 April 2026.
The financial information set out in this final announcement does not
constitute the Group's statutory financial statements for the year ended 31
December 2025 but is derived from those financial statements which were
approved by the Board of Directors on 28 April 2026. The Auditors have
reported on the Group's statutory financial statements and their report was
unqualified and (ii) did not contain a statement under section 498(2) or
498(3) Companies Act 2006. The statutory financial statements for the year
ended 31 December 2025 have not yet been delivered to the Registrar of
Companies and will be delivered following the Company's Annual General
Meeting.
The comparative figures are derived from the Group's statutory financial
statements for the year ended 31 December 2024 which carried an unqualified
audit report, did not contain a statement under section 498(2) or 498(3)
Companies Act 2006 and have been filed with the Registrar of Companies.
2 Adoption of new and revised standards and changes in accounting policies
In the current year, the following new and revised standards and
interpretations have been adopted by the Group:
· Supplier Finance Arrangements (Amendments to IAS7 and
IFRS7);
· Non-current Liabilities with Covenants (Amendments to IAS1) and
Classification of Liabilities as Current or Non-current (Amendments to IAS1);
· Lease Liability in a Sale and Leaseback (Amendments to
IFRS16);
· Lack of Exchangeability (Amendments to IAS1).
The adoption of these standards has not had any effect on the reported
financial position or results of the Group.
2 Adoption of new and revised standards and changes in accounting policies (Continued)
Standards which are in issue but not yet effective
At the date of authorisation of these financial statements, the Group has not
applied the following new and revised standards that have been issued but are
not effective yet:
· Classification and Measurement of Financial Instruments (Amendments
to IFRS 7 and IFRS 9) effective 1 January 2026;
· Annual Improvements to IFRS Standards (Amendments to IFRS 1, IFRS
7, IFRS 9, IFRS 10 and IAS 7) effective 1 January 2026;
· Contracts Referencing Nature-Dependent Electricity
(Amendments to IFRS 7 and IFRS 9) effective 1 January 2026;
· IFRS18 'Presentation and Disclosure in Financial
Statements' effective 1 January 2027; and
· IFRS19 'Subsidiaries without Public Accountability:
Disclosures' effective 1 January 2027.
The Group is not expecting to change its reported profits or net asset
position as a result of these disclosures, although it is expected to change
the presentation of these results as a consequence of the disclosure
requirements of IFRS 18.
3 Critical accounting estimates and judgements
In the application of the company's accounting policies, the directors are
required to make judgements, estimates and assumptions about the carrying
amount of assets and liabilities that are not readily apparent from other
sources. The estimates and associated assumptions are based on historical
experience and other factors that are considered to be relevant. Actual
results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised, if the revision affects only that period, or in the
period of the revision and future periods if the revision affects both current
and future periods.
The estimates and assumptions which have a significant risk of causing a
material adjustment to the carrying amount of assets and liabilities are
outlined below.
Critical judgements
Capitalisation of development costs
The Group recognises as intangible fixed assets development costs that are
considered to meet the relevant capitalisation criteria. The measurement of
such costs and assessment of their eligibility in line with the appropriate
capitalisation criteria requires judgement and estimation around the time
spent by eligible staff on development, expectations around the ability to
generate future economic benefit in excess of cost and the point at which
technical feasibility is established.
3 Critical accounting estimates and judgements (Continued)
Useful lives and impairment of non-current assets
Depreciation is provided so as to write down the assets to their residual
values over their estimated useful lives as set out in the Group's accounting
policy. The selection of these estimated lives requires the exercise of
management judgement. Useful lives are regularly reviewed and should
management's assessment of useful lives shorten/increase then depreciation
charges in the financial statements would increase/decrease and carrying
amounts of tangible assets would change accordingly.
The Group also assesses the useful life of intangible development assets based
on experience of past use of those assets, and likely renewal periods to
maintain and replace and renew aspects such as coding. Based on this the
useful life is 10 years, which reflects management's expectation of
consumption of the assets.
The Group is required to consider, on an annual basis, whether indications of
impairment relating to such assets exist and, if so, perform an impairment
test. The recoverable amount is determined based on the higher of value-in-use
calculations or fair value less costs to sell. The use of value-in-use method
requires the estimation of future cash flows and the choice of a discount rate
in order to calculate the present value of the cash flows. Details of the
inputs to this are provided in note 16.
The Company considers its investment in subsidiaries, and exposure to credit
loss from intercompany receivables, on a similar basis. The expected cashflows
from these subsidiaries forms a key judgement and estimate for the Company's
total assets.
Deferred tax
The Group makes provision for anticipated tax consequences based on the
likelihood of whether additional taxes may arise. The Group recognises
deferred tax assets to the extent to which it expects to be able to utilise
the balances against future taxable profits.
Key sources of estimation uncertainty
Share-based payments
The determination of the fair values of EMI options and warrants has been made
by reference to the Black-Scholes model; the input with the greatest amount of
estimation being the volatility of the Company's share price which has been
derived via benchmarking against similar companies in the industry. Other key
inputs are set out in note 31.
Expected credit losses
The amount recognised as a provision is the best estimate of the expected
credit loss that the Group is projected to incur on receivables, including
intercompany balances. Each year end the Directors assess the risks and
uncertainties surrounding receivable balances and use expected loss rates
based on the historical credit losses experienced by the Group. Further
details on the assumptions made are disclosed in note 21.
Revenue provision
An estimate of variable consideration is recognised against regional
contracts, local contracts, and DFE income due to the performance based nature
of the contract. The measurement of the consideration requires judgment and
estimation around the expectation of what percentage of students who finish
the DFE course go into a relevant job within the timescales of the contract.
Job outcomes are regularly reviewed by management and the consideration is
flexed as necessary. At the end of 2025, all expectations of revenue have been
reversed on the basis that the contract was coming to an end and hence the
actual revenue has been recognised.
4 Revenue and segmental analysis
IFRS 8 'Operating Segments' requires operating segments to be identified on
the basis of internal reports of the Group that are regularly reviewed by the
Group's chief operating decision maker. The chief operating decision maker of
the Group is considered to be the Board of Directors.
The results of the Group are allocated to the single operating segments
consistent with the requirements of IFRS 8. All assets, liabilities and
revenues are located in, or derived from, the United Kingdom.
2025 2024
£ £
Revenue 4,949,641 8,819,083
Cost of sales (2,026,348) (2,916,871)
Gross profit 2,923,293 5,902,212
Operating costs (4,098,536) (5,458,462)
Other operating income 12,998 1,000
Non-recurring costs (1,700,557) -
Operating profit (2,862,802) 444,750
Net finance costs (86,846) (55,886)
Profit/(loss) before taxation (2,949,648) 388,864
2025 2024
£ £
Revenue analysed by geographical market
United Kingdom 4,949,641 8,819,083
2025 2024
£ £
Revenue analysed by class of business
Consumer 3,460,661 7,686,220
Corporate 1,488,980 840,126
Also included within revenue are StepEx sales of £93,493 (2024: £177,361).
StepEx sales are governed by a formal credit agreement facilitated by a third
party. The revenues are not discounted as the amount receivable represents
variable consideration, which is recognised on a portfolio basis using the
expectation of a typical amount received per person.
Revenue from customers who individually accounted for more than 10% of total
Group revenue amounted to £3,966,396 (2024: £7,259,267) from three
customers (2024: one customer).
All revenue is recognised over time as the services are delivered. All revenue
has fixed consideration except for the StepEx sales disclosed above.
4 Revenue and segmental analysis (Continued)
Contract assets
2025 2024
£ £
At 1 January 1,624,485 1,398,018
Transfers from contract asset to trade receivables (1,624,485) (1,293,905)
Non-recurring item: irrecoverable amounts written off - (104,113)
Excess of revenue recognised over cash (or rights to cash) being recognised 151,426 1,624,485
during the year
At 31 December 151,426 1,624,485
Contract liabilities
2025 2024
£ £
At 1 January 73,557 206,500
Amounts recognised as revenue (73,557) (206,500)
Amounts received in advance of performance 56,463 73,557
56,463 73,557
At 31 December
Contract assets and contract liabilities are both shown on the face of the
statement of financial position. They arise from the Group's contracts because
cumulative payments received from customers at each balance sheet date do not
necessarily equal the amount of revenue recognised on the contracts.
5 Non-recurring items
2025 2024
£ £
Expenditure
Business restructuring costs 143,291 -
Impairment losses 1,517,266 -
Dilapidations expense not previously provided for 40,000 -
1,700,557 -
Business restructuring costs
Non-recurring restructuring costs in the form of redundancy and severance
payments were incurred by the Group as part of its shift of focus from
technology training courses to consultancy services.
Impairment losses
Details of these are provided in note 15 of the Report and Accounts.
Dilapidations expense
This represents amounts incurred in excess of previous estimates on exit of
the Leeds office lease in November 2025, where in previous years there had
been no expectation of such a cost being incurred. The amounts were agreed and
settled subsequent to the year end.
6 Adjusted EBITDA
The Directors have used an Alternative Performance Measure (APM) in the
preparation of these financial statements. The consolidation income statement
has presented adjusted EBITDA, where EBITDA represents earnings before
interest, tax, depreciation and amortisation. The adjusted element removes
non-recurring items which are not relevant to the underlying performance and
cash generation of the business. Non-recurring items are disclosed and
explained in note 5.
The Directors have presented this APM because they feel it most suitably
represents the underlying performance and cash generation of the business, and
allows comparability between the current and comparative period in light of
the rapid changes in the business (most notably its admission to AIM and
associated costs), and will allow an ongoing trend analysis of this
performance based on current plans for the business.
7 Operating profit/(loss)
2025 2024
Operating (loss)/profit for the year is stated after charging/(crediting): £ £
Exchange losses 1,267 1,851
Depreciation of property, plant and equipment 131,670 131,838
Profit on disposal of property, plant and equipment (29,732) (246)
Amortisation of intangible assets (included within administrative expenses) 301,545 263,842
Impairment of intangible assets (included within administrative expenses) 1,517,266 -
Share-based payments 54,958 138,446
8 Auditor's remuneration
2025 2024
Fees payable to the company's auditor: £ £
For audit services
Audit of the financial statements of the group and company 65,000 60,000
Audit of the financial statements of the company's subsidiaries 50,500 47,500
115,500 107,500
9 Employees
The average monthly number of persons (including directors) employed by the
group during the year was:
2025 2024
Number Number
Executive Directors 3 3
Non-Executive Directors 2 2
Administration and operations 32 55
Client service delivery 42 69
Total 79 129
9 Employees (Continued)
Their aggregate remuneration comprised:
2025 2024
£ £
Wages and salaries 3,526,737 5,184,932
Social security costs 424,780 518,987
Pension costs 175,146 245,703
4,126,663 5,949,622
In addition to the above, further employee costs have been incurred as part of
the development costs, as disclosed in note 16 of the Report and Accounts. The
total employment costs which have been capitalised as development are £63,771
(2024: £546,403).
Employee costs relating to redundancy costs have been incurred as part of
business restructuring. The total redundancy costs were £143,291 (2024:
£23,819).
10 Directors' remuneration
2025 2024
£ £
Remuneration for qualifying services 544,867 539,268
Amounts receivable under long term incentive schemes 26,398 43,339
Company pension contributions to defined contribution schemes 68,400 35,705
639,665 618,312
Remuneration disclosed above includes the following amounts paid to the
highest paid director:
2025 2024
£ £
Remuneration for qualifying services 171,709 183,313
Company pension contributions to defined contribution schemes 46,000 11,169
During the year the directors received remuneration as follows:
Salary Share options* Benefits in kind Pension Total
£ £ £ £ £
Mr A Batra 130,000 - 3,074 10,400 143,474
Mr C D Hill 170,000 - 1,709 46,000 217,709
Ms C Prior 149,417 26,398 667 12,000 188,482
Mr A N Parker 35,000 - - - 35,000
Mrs A M Williams 55,000 - - - 55,000
539,417 26,398 5,450 68,400 639,665
10 Directors' remuneration (Continued)
During the previous year the directors received remuneration as follows:
Salary Share options* Benefits in kind Pension Total
£ £ £ £ £
Mr A Batra 130,000 - 1,782 10,400 142,182
Mr C D Hill 176,667 - 845 14,133 191,645
Ms C Prior 139,615 43,339 359 11,169 194,482
Mr A N Parker 35,000 - - - 35,000
Mrs A M Williams 55,000 - - - 55,000
536,282 43,339 2,986 35,702 618,309
* Share options represent the fair value of the scheme award as determined and
expensed under IFRS 2.
The Directors of the Group control 28.70% (2024: 28.68%) of the voting shares
of the Group, and hold 175,000 (2024: 175,000) share options. No Directors
exercised share options during the current or comparative year.
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