REG - Pebble Group (The) - Unaudited Half Year Results 2025
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RNS Number : 4950Y Pebble Group PLC (The) 09 September 2025
9 September 2025
THE PEBBLE GROUP PLC
("The Pebble Group" or the "Group")
UNAUDITED HALF YEAR RESULTS 2025
FY 25 expected to be in line with market expectations, new Partner wins
accelerating at Facilisgroup
The Pebble Group (AIM: PEBB), a leading provider of technology, products and
related services to the global promotional products industry, announces its
unaudited results for the six months ended 30 June 2025 ("HY 25" or the
"Period").
The results in HY 25 are in line with the update given in our July 2025
trading statement and the Board expects that for the year ending 31 December
2025 ("FY 25"), the Group's results will be in line with market expectations.
Commenting, Chris Lee, Chief Executive Officer of The Pebble Group said: "The
Board expects FY 25 Group results to be in line with market expectations
supported by new contract wins at Brand Addition and 18 new Partner wins at
Facilisgroup. This is despite a challenging economic backdrop in which
marketing budgets are being tightly held.
"At Brand Addition, revenue from new contract wins in 2024 partially offset
softening in some existing client spend. At Facilisgroup, we are pleased with
the acceleration in new Partner wins demonstrating a return on the increased
sales and marketing investment in 2025. Our strong client and Partner
retention rates continue, as does the cash generative qualities of the Group.
The investment we have made to drive future organic growth has started to
produce encouraging results. We remain confident about the Group's prospects
and ability to deliver sustainable earnings growth and create shareholder
value."
Financials
Statutory results HY 25 HY 24 Change FY 24
Revenue £58.6m £60.8m -4% £125.3m
Gross profit margin 45.1% 44.7% +0.4ppt 44.3%
Operating profit £2.8m £3.2m -12% £8.6m
Profit before tax £2.6m £2.9m -10% £8.1m
Basic earnings per share 1.24p 1.36p -9% 3.83p
Other financial highlights HY 25 HY 24 Change FY 24
Adjusted EBITDA(1) £6.2m £7.4m -16% £16.7m
Net cash(2) £6.0m £4.9m +£1.1m £16.5m
Adjusted basic earnings per share(3) 1.21p 1.87p -35% 4.63p
Capital returns £5.2m £2.6m +£2.6m £3.4m
Financial highlights
● Group Revenue of £58.6m is £2.2m less than the prior year with revenue from
new contract wins at Brand Addition partially offsetting softening in some
existing client spend
● Gross profit margins continue to expand, up 0.4 percentage points to 45.1%,
driven by improved margins at Brand Addition of 35.6% (HY 24: 35.3%)
● Group Adjusted EBITDA of £6.2m reflecting the revenue variance at Brand
Addition and the planned sales and marketing investment to accelerate new
Partner wins at Facilisgroup which is already delivering results
● Balance sheet remains strong with cash generated funding the Group's growth
strategy whilst continuing to increase shareholder returns
● To date in 2025, a total of £11.7m has been returned to shareholders. This
comprises £5.2m (Dividend: £3.0m, Share Buyback: £2.2m) in HY 25 with a
further £6.5m Tender Offer completed in August 2025
Business highlights
● In Facilisgroup:
● Revenue in USD, the home currency of the business, was in line with HY 24. In
GBP, the Group's reporting currency, there was a decrease of £0.3m (3%) on HY
24 due to foreign exchange rates
● Successful senior appointments in technology and sales complete the leadership
team, which has strengthened existing relationships and will drive product
innovation and revenue growth
● 50% increase in new Partners (customers) added to date in 2025 compared to the
same period in 2024. These 18 wins, together with a high underlying Partner
retention rate results in Partner numbers being 248 as at 7 September 2025 (31
December 2024: 239)
● Gross Merchandise Value ("GMV") (+4%) and spend through our Preferred
Suppliers (+1%)
● Cash generation increasing as planned following completion of the capital
investment programme of 2023 and 2024
● In Brand Addition:
● Revenue from 2024 new contract wins partially offsetting some softening in
existing client spend due to challenging economic backdrop in which marketing
budgets are being tightly held
● Improving new contract wins as high client retention levels continue
● Gross margin strength and disciplined cost management is supporting the
Group's profitability in uncertain market conditions
● Cash generative nature of the business continues
Outlook and Post Period update
● The Board expects FY 25 results to be in line with market expectations from
the assessment that sales activity from existing and new clients at Brand
Addition, through the remainder of 2025, will deliver total FY 25 revenues in
line with the prior year
● On 21 July 2025, the Group announced a Tender Offer of up to £6.5 million at
61 pence per Ordinary Share, which was subsequently fully subscribed for and
completed on 11 August 2025 resulting in the repurchase and cancelation of
10,655,737 Ordinary shares
● Today, we announce the appointment of Markus Bihler as an Independent
Non-Executive Director following the planned departure of Stuart Warriner who
stands down after almost six years on the Board
(1) Adjusted EBITDA means operating profit before depreciation, amortisation and
share-based payment charge/credit
(2) Net cash is calculated as cash and cash equivalents less borrowings (excluding
lease liabilities)
(3) Adjusted basic earnings per share ("EPS") represents Adjusted Earnings meaning
profit after tax before amortisation of acquired intangible assets and
share-based payment charge/credit, net of taxation, divided by the weighted
average number of shares
Presentation for Analysts and Investors
A presentation for analysts and investors with Q&A will take place at
8:00am today by webinar.
Please register to attend via this link:
Analyst Presentation 8am 9 September 2025
(https://events.teams.microsoft.com/event/96585427-435a-494d-8714-f71dd8a44102@d78da0af-dec0-4c18-b3dc-54c78f21f08f)
A copy of the presentation is available on the Investors section of The Pebble
Group's website at
The Pebble Group investor relations
(https://www.thepebblegroup.com/investors/)
Presentation for retail investors
The management team is hosting a separate online presentation for retail
investors with Q&A at 3:00pm on Thursday 11 September 2025.
Please register to attend via this link:
Retail Presentation 3pm 11 September 2025 (https://bit.ly/PEBB_HY25_webinar)
A recording of this presentation will be made available on the Investors
section of The Pebble Group's website at The Pebble Group investor relations
(https://www.thepebblegroup.com/investors/)
Enquiries:
The Pebble Group +44 (0) 738 502 4855
Chris Lee, Chief Executive Officer
Claire Thomson, Chief Financial Officer
Panmure Liberum (Nominated Adviser and Broker) +44 (0) 20 3100 2000
Edward Mansfield
Will King
Gaya Bhatt
Temple Bar Advisory (Financial PR) +44 (0) 207 183 1190
Alex Child-Villiers pebble@templebaradvisory.com (mailto:pebble@templebaradvisory.com)
Alistair de Kare-Silver
About The Pebble Group
The Pebble Group is a provider of technology, products and related services to
the global promotional products industry, comprising two differentiated
businesses, Facilisgroup and Brand Addition, focused on specific areas of the
promotional products market. For further information, please visit
www.thepebblegroup.com (http://www.thepebblegroup.com/) .
CHIEF EXECUTIVE OFFICER'S REVIEW
Summary of results
We are satisfied with the Group's financial performance in HY 25, against a
challenging economic backdrop, achieving revenue of £58.6m (HY 24: £60.8m),
Adjusted EBITDA of £6.2m (HY 24: £7.4m) and Operating profit of £2.8m (HY
24: £3.2m). These results are robust and reflect the uncertain economic
environment in which the clients of Brand Addition are operating together with
the planned cost increase in sales leadership to support organic growth at
Facilisgroup.
The Group continues to have a strong balance sheet and our working capital
cycle remains disciplined and consistent with prior years. As a result of the
Group's strong cash generation, net cash at 30 June 2025 was £6.0m (30 June
2024: £4.9m, 31 December 2024: £16.5m) following cash distributions of
£5.2m in HY 25 (HY 24: £2.6m) through the previously announced dividend
(£3.0m) and Share Buyback Programme (£2.2m).
The high cash generative qualities of the Group allow us to invest in organic
growth opportunities whilst also having the option of delivering capital
returns to shareholders. This was further demonstrated in August 2025 when we
successfully completed a £6.5m Tender Offer, resulting in a total of £11.7m
being returned to shareholders in the year to date in 2025.
Introduction
The Pebble Group's core competency is to use its technology and sustainability
expertise, deep industry understanding and global footprint to create
long-term relationships and grow its market share in the circa $50 billion
promotional products market. Our two businesses, Facilisgroup and Brand
Addition, hold market leading and differentiated positions in this industry,
delivering strong margins and cash generation.
Facilisgroup: a strategic partner that brings together powerful technology,
proven processes, supply chain advantages and a connected community to empower
promotional products distributors in North America to scale efficiently and
grow profitably
Revenue and profit analysis
HY 25 HY 24 FY 24
Recurring revenue £8.3m £8.5m £16.9m
Other revenue £0.3m £0.4m £0.7m
Total revenue £8.6m £8.9m £17.6m
Gross profit margin 100% 100% 100%
Adjusted EBITDA £3.8m £4.2m £8.8m
Adjusted EBITDA margin 44% 47% 50%
Facilisgroup revenue in USD, the home currency of the business, was in line
with HY 24. In GBP, the Group's reporting currency, there was a decrease of
£0.3m (3%) on HY 24 due to foreign exchange rates compared to prior year.
The income model of our recurring revenue has two elements:
1. Technology Subscription Fee: Fixed annually and paid monthly by our Partners
based on the GMV in the prior calendar year; and
2. Preferred Supplier Activity Fee: Accrued monthly and paid twice yearly by our
Preferred Suppliers based upon the monthly purchases by our Partners through
these contracted Preferred Suppliers.
Revenue in HY 25 was level compared to HY 24 as like-for-like Partner GMV and
the total number of Partners in 2024 were flat. Additionally, the start, stop,
restart timing and quantum of tariffs in 2025 has led to less consistent
income through our Preferred Supplier Activity Fee. This has been manageable
albeit remains less predictable than in prior years.
Facilisgroup has a loyal Partner base providing a strong foundation from which
to grow its revenues. Often management owned businesses and with an average
GMV of over USD6m, Facilisgroup provides these Partners with a rounded
offering of technology, supply chain advantages and a community support
network that offers a unique platform to scale efficiently and grow
profitably. This powerful combination leads to very high Partner retention
rates.
Our focus on developing our technology and team has started to produce
encouraging momentum. There has been an 50% increase in new Partners added to
date in 2025 compared to the same period in 2024. This is a strong return on
our 2025 investment into the sales team whilst simultaneously increasing our
cash generation following the completion of the capital expenditure programme
of 2023 and 2024.
These 18 wins, together with a high underlying Partner retention rate results
in, at 7 September 2025, Partner numbers being 248 (31 December 2024: 239).
Within our Partner attrition, 1 Partners were acquired by other businesses and
2 Partners were exited by Facilisgroup, leaving underlying attrition of 6 and
a retention rate of 97%. New Partners have a material lifetime value to the
Group, therefore, as evidence builds, further investment to support continued
momentum at Facilisgroup will be considered.
GMV in HY 25 increased by 4% to USD753m (HY 24: USD724m) and Preferred
Supplier Purchases increased by 1% to USD242m (HY 24: USD240m).
We believe that Facilisgroup is making good progress and with its leading
market position is well-placed to continue to gain market share and drive
value for the Group.
Brand Addition: an end-to-end branded merchandise provider that enables
companies of scale to build meaningful connections with their customers,
employees and communities
Revenue and profit analysis
HY 25 HY 24 FY 24
Revenue £50.0m £51.9m £107.7m
Gross profit £17.8m £18.3m £37.9m
Gross profit margin 35.6% 35.3% 35.2%
Adjusted EBITDA £3.8m £4.6m £10.8m
Adjusted EBITDA margin 7.6% 8.9% 10.0%
HY 25 revenue was £50.0m, 3.7% behind HY 24. This reflects a combination of
some softening in existing client spend, due to economic headwinds with
resultant caution on marketing budgets, countered by revenue from new contract
wins in 2024 beginning to be implemented.
Gross margins have continued to be strong, increasing to 35.6% in HY 25 (HY
24: 35.3%, HY 23: 33.2%) reflecting the value being created by the business
for its clients. Alongside this, careful cost management has resulted in
EBITDA of £3.8m (HY 24: £4.6m).
Brand Addition supports its clients, which include many of the best-known
brands in the world, by providing a range of complex services to deliver
promotional merchandise strategies. These services are underpinned by our
technology, creative product solutions with a strong and consistent
sustainability focus and delivered across multiple geographies. We believe
that Brand Addition is one of the few businesses with the skills, knowledge
and experience to provide this level of service at scale and this supports our
high client retention levels.
Most of Brand Addition's revenue is generated through approximately 70 client
contracts and has a large addressable market to grow into. New contract wins
are improving compared to previous periods, increasing our market share.
In the short term we are focussed on protecting our profitability through
strengthening our gross margin and prudently managing our cost base. With
strong client retention and good operating cash conversion, we firmly believe
in the long-term growth and success of the business as market conditions
improve.
As at 7 September 2025, orders received for FY 25 are £82.3m, slightly behind
the prior year. Our latest assessment is that sales activity, from existing
and new clients, through the remainder of 2025, will deliver total FY 25
revenues in line with prior year.
Environmental, Social and Governance ("ESG")
Initiatives that are grouped together under the banner of ESG remain
fundamental to our Group strategy. During the first half of 2025, we have
continued to embed these activities across the Group, guided by our four ESG
cornerstones. At Brand Addition, we have supported clients through targeted
range reviews and product evaluations, promoting brand awareness and enabling
environmentally conscious choices. These processes are underpinned by a
validated value chain that ensures ethical standards are upheld across our
supply network.
Our governance frameworks continue to appropriately evolve in response to
changing regulatory requirements, helping ensure our practices remain robust
and forward-looking. Transparent reporting remains a priority, with consistent
updates on ESG performance and progress delivered through our annual ESG
report. Social impact also remains a key focus, with active community
engagement through initiatives such as Facilis Cares and partnerships with
local charities. Formal supplier meetings and events have helped raise
awareness of the importance of sustainability across the Group and the need
for businesses to take action to reduce environmental impact.
We remain focused on delivering meaningful outcomes and continuing to build a
responsible, resilient and sustainable business.
Group outlook
The Board expects FY 25 Group results to be in line with market expectations.
This is based on our latest assessment that sales activity from existing and
new clients at Brand Addition, through the remainder of 2025, will deliver
total FY 25 revenues in line with prior year, alongside our current gross
margin run rates and cost commitments.
We are encouraged by the progress at Facilisgroup and the momentum building in
our new Partner wins. Brand Addition continues to deliver a robust performance
against a challenging economic backdrop.
Christopher Lee
Chief Executive Officer
9 September 2025
CHIEF FINANCIAL OFFICER'S REVIEW
HY 25 Results
HY 25 HY 24 FY 24
Unaudited Unaudited Audited
£'m £'m £'m
Revenue 58.6 60.8 125.3
Gross profit 26.4 27.2 55.5
Gross profit margin 45.1% 44.7% 44.3%
Adjusted EBITDA 6.2 7.4 16.7
Adjusted EBITDA margin 10.6% 12.2% 13.3%
Depreciation and amortisation (3.7) (5.0) (8.6)
Share-based payment credit 0.3 0.8 0.5
Operating profit 2.8 3.2 8.6
Net finance costs (0.2) (0.3) (0.5)
Profit before tax 2.6 2.9 8.1
Tax (0.6) (0.6) (1.7)
Profit for the Period 2.0 2.3 6.4
Weighted average number of shares 161,485,073 166,890,909 166,216,248
Basic Adjusted EPS 1.21p 1.87p 4.63p
Basic EPS 1.24p 1.36p 3.83p
Revenue
Revenue for the Period to 30 June was £58.6m (HY 24: £60.8m), a decrease of
£2.2m (3.6%) compared to the same period in 2024. Facilisgroup's revenue was
£8.6m (HY 24 £8.9m), a 3% reduction in GBP. When measured in its home
currency of USD, revenue was in line with HY 24. This reflects the largely
flat GMV of existing Partners in FY 24 which translates into technology
subscriptions in HY 25 and a higher number than previously experienced of
Partner businesses being acquired in FY 24. The balance of the movement
(£1.9m) relates to Brand Addition, where the revenue from 2024 new contract
wins is partially offsetting some softening in existing client spend where
macro-economic headwinds are resulting in marketing budgets being tightly
held.
Gross profit
Gross profit as a percentage of revenue continued to increase and was 45.1%
(HY 24: 44.7%). This 0.4 p.p.t increase relates principally to Brand Addition
where the price increases achieved in FY 24 have been maintained.
Adjusted EBITDA
Adjusted EBITDA was £6.2m (HY 24: £7.4m) made up as follows:
- Facilisgroup at £3.8m (HY 24: £4.2m) reflects the planned investment in
sales and business leadership to accelerate revenue growth. From this
investment we are experiencing a significant improvement in net new Partner
wins that we expect to impact revenues in FY 26;
- Brand Addition at £3.8m (HY 24: £4.6m) as costs remain well controlled but
sales movement impacts EBITDA; and
- Central costs of £1.4m (HY 24: £1.4m).
Depreciation and amortisation
The total charge for the Period was £3.7m (HY 24: £5.0m) of which £2.6m (HY
24: £3.9m) was the amortisation of intangible assets. The amortisation of
intangible assets in HY 24 included £1.6m in respect of acquired intangible
software assets that were fully amortised in FY 24 and therefore has no
corresponding charge in HY 25. The increase in the underlying expense from HY
24 arises as the increased investment in new software products from prior
years is now being charged to the income statement.
Share-based payments
The total credit for the Period under IFRS 2 "Share-based payments" was £0.3m
(HY 24: £0.8m) and relates to the 2023 and 2024 awards made under The Pebble
Group Long Term Incentive Plan ("LTIP") and Sharesave Plan. The credit
reflects the decrease in the number of equity instruments expected to vest
under the non-market-based performance conditions of the 2024 LTIP awards.
Operating profit
Operating profit for the Period was £2.8m (HY 24: £3.2m) as the impact of
reduced sales volumes was offset by a decrease in the amortisation charge.
Taxation
The tax charge for the Period was £0.6m (HY 24: £0.6m) and is based on the
full year Group expected tax rate for 2025.
Basic earnings per share
The earnings per share analysis in note 5 covers both adjusted earnings per
share (profit attributable to equity shareholders before amortisation of
acquired intangibles and share-based payment credit, net of taxation,
divided by the weighted average number of shares in issue during the Period)
and basic earnings per share (profit attributable to equity holders divided by
the weighted average number of shares in issue during the Period). Adjusted
earnings were £2.0m (HY 24: £3.1m) meaning basic adjusted earnings per share
was 1.21 pence per share (HY 24: 1.87 pence per share), a decrease of 0.66
pence per share. Basic earnings per share was 1.24 pence per share (HY 24:
1.36 pence per share), a decrease of 0.12 pence per share.
Dividends
In March 2025 the Board announced a final dividend payment in respect of FY 24
of 1.85 pence per share. At this time, the Board does not intend to introduce
the payment of an interim dividend. An update on the dividend payment in
respect of FY 25 will be provided at the time of the full year announcement in
March 2026.
Cash Flow
The Group had a cash balance of £6.0m at 30 June 2025 (30 June 2024: £4.9m)
after distributions of £5.2m (HY 24: £2.6m) through the previously announced
dividend and Share Buyback Programme.
Cash flow for the Period is set out below:
HY 25 HY 24 FY 24
Unaudited Unaudited Audited
£'m £'m £'m
Adjusted EBITDA 6.2 7.4 16.7
Movement in working capital (7.2) (9.4) (1.2)
Capital expenditure (2.3) (3.7) (6.8)
Leases (0.8) (0.8) (1.7)
Operating cash flow (4.1) (6.5) 7.0
Tax paid (0.6) (1.6) (2.7)
Net finance cash flows (0.2) (0.3) (0.4)
Dividend paid (3.0) (2.0) (2.0)
Purchase of own shares (2.2) (0.6) (1.4)
EBT purchase of own shares - (0.1) (0.1)
Exchange (loss)/gain (0.4) 0.1 0.2
Net cash flow (10.5) (11.0) 0.6
The outflow in working capital in the Period was £7.2m (HY 24: £9.4m). This
is in line with the normal in-year cycle which peaks in Q3.
Capital expenditure in the Period was £2.3m (HY 24: £3.7m). This relates
principally to investment in the Facilisgroup digital commerce platform. The
decrease aligns with our stated intention that FY25 would see a material
reduction in capital investment.
Tax paid in the Period was £0.6m (HY 24: £1.6m) and the movement reflects
timing differences in payments on account in the US.
Lease payments relate to leases capitalised in accordance with IFRS 16
"Leases".
Cash and liquidity
The Group's working capital cycle is following its expected profile and
Operating cash conversion continues to improve. To date in 2025 a total of
£11.7m has been returned to shareholders. This comprises £5.2m (Dividend:
£3.0m, Share Buyback: £2.2m) in HY 25 with a further £6.5m Tender Offer
completed in August 2025. At 8 September 2025 the Group had net cash of
£1.2m.
Claire Thomson
Chief Financial Officer
9 September 2025
CONSOLIDATED INCOME STATEMENT
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
Notes £'000 £'000 £'000
Revenue 58,594 60,753 125,268
Cost of goods sold (32,166) (33,573) (69,816)
Gross profit 26,428 27,180 55,452
Operating expenses (23,618) (23,991) (46,829)
Operating profit 2,810 3,189 8,623
Analysed as:
Adjusted EBITDA(1) 6 6,176 7,354 16,687
Depreciation 9 (1,054) (1,127) (2,206)
Amortisation 8 (2,645) (3,853) (6,316)
Share-based payment credit 13 333 815 458
Total operating profit 2,810 3,189 8,623
Finance expense (247) (281) (545)
Profit before taxation 2,563 2,908 8,078
Income tax expense 4 (559) (640) (1,712)
Profit for the period 2,004 2,268 6,366
Basic earnings per share 5 1.24p 1.36p 3.83p
Diluted earnings per share 5 1.24p 1.36p 3.82p
1 Adjusted EBITDA, which is defined as operating profit before depreciation,
amortisation and share-based payment credit, is a non-GAAP metric used by
management and is not an IFRS disclosure.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Profit for the period 2,004 2,268 6,366
Items that may be subsequently reclassified to profit and loss
Currency translation differences (3,221) 130 504
Other comprehensive (expense)/income for the period (3,221) 130 504
Total comprehensive (expense)/income for the period (1,217) 2,398 6,870
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Unaudited Unaudited Audited
As at As at As at
30 June 30 June 31 December
2025 2024 2024
Notes £'000 £'000 £'000
Assets
Non-current assets
Intangible assets 8 59,326 61,070 61,758
Property, plant and equipment 9 5,983 7,765 7,123
Deferred tax asset 495 281 285
Total non-current assets 65,804 69,116 69,166
Current assets
Inventories 16,308 15,472 12,095
Trade and other receivables 34,149 32,595 30,651
Current tax asset 287 250 49
Cash and cash equivalents 6,003 4,909 16,459
Total current assets 56,747 53,226 59,254
Total assets 122,551 122,342 128,420
Liabilities
Non-current liabilities
Lease liability 10 4,109 5,650 5,185
Deferred tax liability 1,836 1,926 1,645
Total non-current liabilities 5,945 7,576 6,830
Current liabilities
Lease liability 10 1,697 1,559 1,652
Trade and other payables 29,854 25,708 28,562
Current tax liability 362 118 -
Total current liabilities 31,913 27,385 30,214
Total liabilities 37,858 34,961 37,044
Net assets 84,693 87,381 91,376
Equity
Share capital 11 1,594 1,665 1,648
Share premium 11 78,451 78,451 78,451
Own share reserve (52) (255) (251)
Capital reserve 206 135 152
Merger reserve (103,581) (103,581) (103,581)
Translation reserve (3,922) (1,075) (701)
Share-based payment reserve 768 1,098 1,442
Retained earnings 111,229 110,943 114,216
Total equity 84,693 87,381 91,376
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Share capital Share premium Own share reserve Capital reserve Merger reserve Translation reserve Share-based payment reserve Retained earnings Total equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
At 1 January 2024 1,675 78,451 (227) 125 (103,581) (1,205) 2,005 111,225 88,468
Profit for the period - - - - - - - 2,268 2,268
Other comprehensive income for the period - - - - - 130 - - 130
Total comprehensive income - - - - - 130 - 2,268 2,398
Purchase of own shares (10) - - 10 - - - (589) (589)
Purchase of own shares by EBT - - (109) - - - - - (109)
Employee share schemes - value of employee services - - 81 - - - (910) 44 (785)
Deferred tax on employee share schemes - - - - - - 3 - 3
Dividend paid - - - - - - - (2,005) (2,005)
Total transactions with owners recognised in equity (10) - (28) 10 - - (907) (2,550) (3,485)
At 30 June 2024 1,665 78,451 (255) 135 (103,581) (1,075) 1,098 110,943 87,381
Profit for the period - - - - - - - 4,098 4,098
Other comprehensive income for the period - - - - - 374 - - 374
Total comprehensive income - - - - - 374 - 4,098 4,472
Purchase of own shares (17) - - 17 - - - (827) (827)
Employee share schemes - value of employee services - - 4 - - - 347 2 353
Deferred tax on employee share schemes - - - - - - (3) - (3)
Total transactions with owners recognised in equity (17) - 4 17 - - 344 (825) (477)
At 31 December 2024 1,648 78,451 (251) 152 (103,581) (701) 1,442 114,216 91,376
Profit for the period - - - - - - - 2,004 2,004
Other comprehensive expense for the period - - - - - (3,221) - - (3,221)
Total comprehensive (expense)/income - - - - - (3,221) - 2,004 (1,217)
Purchase of own shares (54) - - 54 - - - (2,220) (2,220)
Employee share schemes - value of employee services - - 199 - - - (701) 192 (310)
Deferred tax on employee share schemes - - - - - - 27 - 27
Dividend paid - - - - - - - (2,963) (2,963)
Total transactions with owners recognised in equity (54) - 199 54 - - (674) (4,991) (5,466)
At 30 June 2025 1,594 78,451 (52) 206 (103,581) (3,922) 768 111,229 84,693
The Group has an Employee Benefit Trust (EBT) to administer share plans and to
acquire shares, using funds contributed by the Group, to meet commitments to
employee share schemes. At 30 June 2025, the EBT held 94,225 shares (30 June
2024: 458,382, 31 December 2024: 453,187 shares).
CONSOLIDATED CASH FLOW STATEMENT
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
Notes £'000 £'000 £'000
Profit before taxation 2,563 2,908 8,078
Adjustments for:
Depreciation 9 1,054 1,127 2,206
Amortisation 8 2,645 3,853 6,316
Share-based payment credit 13 (333) (815) (458)
Finance expense 247 281 545
Cash flows from operating activities before changes in working capital
6,176 7,354 16,687
Change in inventories (4,433) (3,645) (285)
Change in trade receivables (4,631) (2,561) (635)
Change in trade payables 1,867 (3,184) (293)
Cash flows (used in)/from operating activities (1,021) (2,036) 15,474
Income taxes paid (571) (1,593) (2,655)
Net cash flows (used in)/from operating (1,592) (3,629) 12,819
activities
Cash flows from investing activities
Purchase of property, plant and equipment 9 (100) (194) (203)
Purchase of intangible assets 8 (2,226) (3,491) (6,559)
Net cash flows used in investing activities (2,326) (3,685) (6,762)
Cash flows from financing activities
Lease payments - capital (805) (810) (1,702)
Lease payments - interest (159) (188) (357)
Interest paid (34) (42) (86)
Dividend paid 7 (2,963) (2,005) (2,005)
Share-based payments - cash-settled - (7) (7)
Purchase of own shares 11 (2,220) (589) (1,416)
Purchase of own shares by EBT 11 - (109) (109)
Net cash flows used in financing activities (6,181) (3,750) (5,682)
Net cash flows (10,099) (11,064) 375
Cash and cash equivalents at beginning of period 16,459 15,898 15,898
Effects of exchange rate changes (357) 75 186
Cash and cash equivalents at end of period 6,003 4,909 16,459
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
1. GENERAL INFORMATION
The principal activity of The Pebble Group plc (the "Company") is that of a
holding company and the principal activity of the Company and its subsidiaries
(the "Group") is the sale of technology solutions, products and related
services to the promotional merchandise industry. The Group has two segments:
Brand Addition; and Facilisgroup. For Brand Addition, this is the sale of
promotional products internationally, to many of the world's best-known
brands. For Facilisgroup, this is the provision of digital technology,
consolidated buying power and community learning and networking events to SME
promotional product distributors in North America, its Partners, through
subscription-based services.
The Company was incorporated on 27 September 2019 in the United Kingdom and is
a public company limited by shares registered in England and Wales. The
registered office of the Company is Broadway House, Trafford Wharf Road,
Trafford Park, Manchester, England M17 1DD. The Company registration number is
12231361.
2. BASIS OF PREPARATION
These Condensed consolidated interim financial statements of the Group are for
the 6 months ended 30 June 2025. They have been prepared on the basis of the
accounting policies set out in the 2024 annual financial statements and in
accordance with the requirements of UK-adopted IAS 34 "Interim Financial
Reporting".
The Condensed consolidated interim financial statements are unaudited and do
not comprise statutory accounts within the meaning of Section 434 of the
Companies Act 2006. They should be read in conjunction with the Group's 2024
Annual report and financial statements which were prepared in accordance with
UK-adopted international accounting standards in conformity with the
requirements of the Companies Act 2006. The 2024 Annual report and financial
statements have been filed with the Registrar of Companies. The auditors'
report on those accounts was unqualified, did not contain an emphasis of
matter paragraph and did not contain a statement under Section 498 of the
Companies Act 2006.
The Condensed consolidated interim financial statements are presented in the
Group's functional currency of Sterling and all values are rounded to the
nearest thousand (£'000) except when otherwise indicated.
Accounting Policies
The accounting policies adopted in the preparation of the Condensed
consolidated interim financial statements are consistent with those followed
in the preparation of the Group's annual financial statements for the year
ended 31 December 2024 as described in the Group's Annual report and financial
statements for that year and as available on the Group's website
(www.thepebblegroup.com (http://www.thepebblegroup.com) ).
Taxation
Taxes on income in the interim periods are accrued using management's best
estimate of the weighted average annual tax rate that would be applicable to
expected total annual earnings.
Forward looking statements
Certain statements in this report are forward looking with respect to the
operations, strategy, performance, financial condition and growth
opportunities of the Group. The terms "expect", "anticipate", "should be",
"will be", "is likely to", and similar expressions, identify forward-looking
statements. Although the Board believes that the expectations reflected in
these forward-looking statements are reasonable, by their nature these
statements are based on assumptions and are subject to a number of risks and
uncertainties. Actual events could differ materially from those expressed or
implied by these forward-looking statements. Factors which may cause future
outcomes to differ from those foreseen in forward-looking statements include,
without limitation: general economic conditions and business conditions in the
Group's markets, customers' expectations and behaviours, supply chain
developments, technology changes, the actions of competitors, exchange rate
fluctuations and legislative, fiscal and regulatory developments. Information
contained in these financial statements relating to the Group should not be
relied upon as a guide to future performance.
Alternative performance measures
Throughout the report, we refer to a number of alternative performance
measures (APMs). APMs are used internally by management to assess the
operating performance of the Group. These are non-GAAP measures and so other
entities may not calculate these measures in the same way and hence are not
directly comparable. The APMs that are not recognised under UK-adopted
international accounting standards are:
· Adjusted EBTIDA;
· Adjusted operating profit;
· Adjusted profit before tax;
· Adjusted earnings; and
· Adjusted earnings per share (note 5).
A reconciliation of the APMs can be found in note 6.
The Board considers that the above APMs provide useful information for
stakeholders on the underlying trends and performance of the Group and
facilitate meaningful year-on-year comparisons.
Key risks and uncertainties
The Group has in place a structured risk management process which identifies
key risks and uncertainties along with their associated mitigants. The key
risks and uncertainties that could affect the Group's medium-term performance
and the factors that mitigate those risks are set out in the Group's Annual
Report which can be found on the Group's website (www.thepebblegroup.com
(http://www.thepebblegroup.com) ). These have not substantially changed in the
period.
Going Concern statement
The Group meets its day-to-day working capital requirements through its own
cash balances and committed banking facilities. The Group has a £10m
Revolving Credit Facility to February 2029. In assessing the appropriateness
of adopting the going concern basis in the preparation of these financial
statements, the Directors have prepared cash flow forecasts and projections up
to 31 December 2026.
The forecasts and projections, which the Directors consider to be prudent,
have been further sensitised by applying reductions to revenue growth and
margin, to consider a severe but plausible downside. Under both the base and
sensitised case, the Group is expected to have headroom against covenants,
which are based on interest cover and net leverage, and a sufficient level of
financial resources available through existing facilities when the future
funding requirements of the Group are compared with the level of committed
available facilities. Based on this, the Directors are satisfied that the
Group has adequate resources to continue in operational existence for at least
12 months from the date of signing the financial statements. For this reason,
they continue to adopt the going concern basis in preparing the consolidated
interim financial statements.
3. SEGMENTAL ANALYSIS
The Chief Operating Decision Maker (CODM) has been identified as the Executive
Directors. The Directors have determined that the operating segments, based on
these financial statements, are: Brand Addition; Facilisgroup; and Central
operations.
Segment information about the above businesses is presented below.
Income statement for the 6 months ended 30 June 2025
Brand Addition Facilisgroup Central operations Total
Group
£'000 £'000 £'000 £'000
Revenue 49,995 8,599 - 58,594
Cost of goods sold (32,166) - - (32,166)
Gross profit 17,829 8,599 - 26,428
Operating expenses (15,505) (6,744) (1,369) (23,618)
Operating profit/(loss) 2,324 1,855 (1,369) 2,810
Analysed as:
Adjusted EBITDA 3,821 3,755 (1,400) 6,176
Depreciation (759) (252) (43) (1,054)
Amortisation (851) (1,794) - (2,645)
Share-based payment credit 113 146 74 333
Total operating profit/(loss) 2,324 1,855 (1,369) 2,810
Finance expense (132) (28) (87) (247)
Profit/(loss) before taxation 2,192 1,827 (1,456) 2,563
Income tax (expense)/income (479) (398) 318 (559)
Profit/(loss) for the period 1,713 1,429 (1,138) 2,004
Due to the timing on the delivery of orders, the Brand Addition segment of The
Pebble Group plc traditionally raises a higher number of invoices in the
period July to December which results in The Pebble Group plc's performance
being weighted to the second half of the year.
All the above revenues are generated from contracts with customers.
Income statement for the 6 months ended 30 June 2024
Brand Addition Facilisgroup Central operations Total
Group
£'000 £'000 £'000 £'000
Revenue 51,852 8,901 - 60,753
Cost of goods sold (33,573) - - (33,573)
Gross profit 18,279 8,901 - 27,180
Operating expenses (14,809) (7,910) (1,272) (23,991)
Operating profit/(loss) 3,470 991 (1,272) 3,189
Analysed as:
Adjusted EBITDA 4,559 4,245 (1,450) 7,354
Depreciation (793) (294) (40) (1,127)
Amortisation (671) (3,182) - (3,853)
Share-based payment credit 375 222 218 815
Operating profit/(loss) 3,470 991 (1,272) 3,189
Finance expense (157) (30) (94) (281)
Profit/(loss) before taxation 3,313 961 (1,366) 2,908
Income tax (expense)/income (729) (211) 300 (640)
Profit/(loss) for the period 2,584 750 (1,066) 2,268
Income statement for the year ended 31 December 2024
Brand Addition Facilisgroup Central operations Total
Group
£'000 £'000 £'000 £'000
Revenue 107,673 17,595 - 125,268
Cost of goods sold (69,816) - - (69,816)
Gross profit 37,857 17,595 - 55,452
Operating expenses (29,979) (14,125) (2,725) (46,829)
Operating profit/(loss) 7,878 3,470 (2,725) 8,623
Analysed as:
Adjusted EBITDA 10,771 8,760 (2,844) 16,687
Depreciation (1,612) (552) (42) (2,206)
Amortisation (1,499) (4,817) - (6,316)
Share-based payment credit 218 79 161 458
Total operating profit/(loss) 7,878 3,470 (2,725) 8,623
Finance expense (292) (60) (193) (545)
Profit/(loss) before taxation 7,586 3,410 (2,918) 8,078
Income tax expense (1,094) (597) (21) (1,712)
Profit/(loss) for the year 6,492 2,813 (2,939) 6,366
Statement of financial position as at 30 June 2025
Brand Addition Facilisgroup Central operations Total
Group
£'000 £'000 £'000 £'000
Assets
Non-current assets
Intangible assets 38,334 20,992 - 59,326
Property, plant and equipment 3,849 1,949 185 5,983
Deferred tax asset 276 67 152 495
Total non-current assets 42,459 23,008 337 65,804
Current assets
Inventories 16,308 - - 16,308
Trade and other receivables 28,284 5,432 433 34,149
Current tax asset - - 287 287
Cash and cash equivalents 4,431 1,142 430 6,003
Total current assets 49,023 6,574 1,150 56,747
Total assets 91,482 29,582 1,487 122,551
Liabilities
Non-current liabilities
Lease liability 2,513 1,492 104 4,109
Deferred tax liability 163 1,673 - 1,836
Total non-current liabilities 2,676 3,165 104 5,945
Current liabilities
Lease liability 1,361 284 52 1,697
Trade and other payables 27,480 1,934 440 29,854
Current tax liability 105 257 - 362
Total current liabilities 28,946 2,475 492 31,913
Total liabilities 31,622 5,640 596 37,858
Net assets 59,860 23,942 891 84,693
Statement of financial position as at 30 June 2024
Brand Addition Facilisgroup Central operations Total
Group
£'000 £'000 £'000 £'000
Assets
Non-current assets
Intangible assets 38,602 22,468 - 61,070
Property, plant and equipment 4,863 2,632 270 7,765
Deferred tax asset 171 - 110 281
Total non-current assets 43,636 25,100 380 69,116
Current assets
Inventories 15,472 - - 15,472
Trade and other receivables 27,067 5,298 230 32,595
Current tax asset (67) - 317 250
Cash and cash equivalents 3,435 994 480 4,909
Total current assets 45,907 6,292 1,027 53,226
Total assets 89,543 31,392 1,407 122,342
Liabilities
Non-current liabilities
Lease liability 3,579 1,921 150 5,650
Deferred tax liability - 1,926 - 1,926
Total non-current liabilities 3,579 3,847 150 7,576
Current liabilities
Lease liability 1,228 282 49 1,559
Trade and other payables 23,386 1,807 515 25,708
Current tax liability (192) 310 - 118
Total current liabilities 24,422 2,399 564 27,385
Total liabilities 28,001 6,246 714 34,961
Net assets 61,542 25,146 693 87,381
Statement of financial position as at 31 December 2024
Brand Addition Facilisgroup Central operations Total
Group
£'000 £'000 £'000 £'000
Assets
Non-current assets
Intangible assets 38,593 23,165 - 61,758
Property, plant and equipment 4,522 2,373 228 7,123
Deferred tax asset 187 - 98 285
Total non-current assets 43,302 25,538 326 69,166
Current assets
Inventories 12,095 - - 12,095
Trade and other receivables 24,649 5,726 276 30,651
Current tax asset 10 39 - 49
Cash and cash equivalents 11,435 1,207 3,817 16,459
Total current assets 48,189 6,972 4,093 59,254
Total assets 91,491 32,510 4,419 128,420
Liabilities
Non-current liabilities
Lease liability 3,269 1,788 128 5,185
Deferred tax liability - 1,645 - 1,645
Total non-current liabilities 3,269 3,433 128 6,830
Current liabilities
Lease liability 1,311 292 49 1,652
Trade and other payables 25,935 1,954 673 28,562
Total current liabilities 27,246 2,246 722 30,214
Total liabilities 30,515 5,679 850 37,044
Net assets 60,976 26,831 3,569 91,376
4. INCOME TAX EXPENSE
The income tax expense for the 6 months ended 30 June 2025 is based upon
management's best estimate of the weighted average annual tax rate expected
for the full year ending 31 December 2025. The income tax expense is lower
than the standard rate of 25% due to tax relief that the Group is claiming in
relation to qualifying research and development costs it incurs in the US. The
income tax expense for the year ended 31 December 2024 was also lower than the
standard rate of 25% due to tax relief for research and development costs.
5. EARNINGS PER SHARE
Basic earnings per share are calculated by dividing the earnings attributable
to equity shareholders by the weighted average number of Ordinary Shares in
issue during the period.
For diluted earnings per share, the weighted average number of Ordinary Shares
in issue is adjusted to assume conversion of all potentially dilutive Ordinary
Shares. The Company has potentially dilutive Ordinary Shares arising from
share options granted to employees.
Options are dilutive under the Group Sharesave Plan (SAYE) where the exercise
price together with the future IFRS 2 charge of the option is less than the
average market price of the Company's Ordinary Shares during the period.
Options under The Pebble Group plc Long Term Incentive Plan (LTIP), as defined
by IFRS 2, are contingently issuable shares and are therefore only included
within the calculation of diluted earnings per share if the performance
conditions are satisfied at the end of the reporting period, irrespective of
whether this is the end of the vesting period or not.
The impact of the potentially dilutive share options issued under the LTIP on
28 March 2023 and 26 March 2024 and the SAYE on 25 April 2023 and 11 October
2024 is: nil for the 6 months ended 30 June 2025 (6 months ended 30 June 2024:
nil, year ended 31 December 2024: 0.01p) in respect of statutory earnings per
share; and nil for the 6 months ended 30 June 2025 (6 months ended 30 June
2024: 0.01p, year ended 31 December 2024: 0.01p) in respect of adjusted
earnings per share.
The calculation of basic earnings per share is based on the following data:
Statutory earnings per share
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
Earnings (£'000)
Earnings for the purposes of basic and diluted earnings per share being profit
for the period attributable to equity shareholders
2,004 2,268 6,366
Number of shares
Weighted average number of shares for the purposes of basic earnings per share 161,485,073 166,890,909 166,216,248
Weighted average dilutive effects of conditional share awards 60,156 424,313
441,975
Weighted average number of shares for the purposes of diluted earnings per 161,545,229 167,315,222 166,658,223
share
Earnings per Ordinary Share
Basic earnings per Ordinary Share (pence) 1.24 1.36 3.83
Diluted earnings per Ordinary Share (pence) 1.24 1.36 3.82
Adjusted earnings per share
The calculation of adjusted earnings per share is based on the after-tax
adjusted profit after adding back certain costs as detailed in the table in
note 6. Adjusted earnings per share figures are given to exclude the effects
of amortisation of acquired intangible assets and share-based payment credit,
all net of taxation, and are considered to show the underlying performance of
the Group.
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
Earnings (£'000)
Earnings for the purposes of basic and diluted adjusted earnings per share 1,953 3,116 7,693
being adjusted earnings
Number of shares
Weighted average number of shares for the purposes of basic adjusted earnings 161,485,073 166,890,909 166,216,248
per share
Weighted average dilutive effects of conditional share awards 60,156 424,313
441,975
Weighted average number of shares for the purposes of diluted adjusted 161,545,229 167,315,222 166,658,223
earnings per share
Adjusted earnings per Ordinary Share
Basic adjusted earnings per Ordinary Share (pence) 1.21 1.87 4.63
Diluted adjusted earnings per Ordinary Share (pence) 1.21 1.86 4.62
6. ALTERNATIVE PERFORMANCE MEASURES
Throughout the consolidated interim financial statements, we refer to a number
of alternative performance measures (APMs). A reconciliation of the APMs used
are shown below.
Adjusted EBTIDA
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Operating profit 2,810 3,189 8,623
Add back/(deduct):
Depreciation 1,054 1,127 2,206
Amortisation 2,645 3,853 6,316
Share-based payment credit (333) (815) (458)
Adjusted EBITDA 6,176 7,354 16,687
Adjusted operating profit
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Operating profit 2,810 3,189 8,623
Add back/(deduct):
Amortisation charge on acquired intangible assets 265 1,847 2,113
Share-based payment credit (333) (815) (458)
Adjusted operating profit 2,742 4,221 10,278
Adjusted profit before tax
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Profit before tax 2,563 2,908 8,078
Add back/(deduct):
Amortisation charge on acquired intangible assets 265 1,847 2,113
Share-based payment credit (333) (815) (458)
Adjusted profit before tax 2,495 3,940 9,733
Adjusted earnings
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Profit for the period attributable to equity shareholders 2,004 2,268 6,366
Add back/(deduct):
Amortisation charge on acquired intangible assets 265 1,847 2,113
Share-based payment credit (333) (815) (458)
Tax effect of the above 17 (184) (328)
Adjusted earnings 1,953 3,116 7,693
7. DIVIDENDS PAID AND PROPOSED
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Declared and paid during the period
Final dividend for 2024 of 1.85p per share (2023: 1.2p per share) 2,963 2,005 2,005
Proposed for approval at AGM (not recognised in the period)
Final dividend for 2024 of 1.85p per share - - 2,963
As per the Trust Deed, the EBT waived its entitlement to the dividend on the
shares held of 94,225 shares.
8. INTANGIBLE ASSETS
Goodwill Customer relationships Software and development costs Work in progress Total
£'000 £'000 £'000 £'000 £'000
Cost
At 1 January 2024 35,964 10,768 28,880 6,677 82,289
Additions - - 145 3,346 3,491
Disposals - - (14) - (14)
Reclassifications - - 3,315 (3,315) -
Exchange differences 25 78 (43) 40 100
At 30 June 2024 35,989 10,846 32,283 6,748 85,866
Additions - - 334 2,734 3,068
Disposals - - (8) - (8)
Reclassifications - - 2,263 (2,263) -
Exchange differences 26 86 (87) 41 66
At 31 December 2024 36,015 10,932 34,785 7,260 88,992
Additions - - 139 2,087 2,226
Reclassifications - - 4,455 (4,455) -
Exchange differences (262) (830) (1,818) (467) (3,377)
At 30 June 2025 35,753 10,102 37,561 4,425 87,841
Accumulated amortisation
At 1 January 2024 - 2,799 18,183 - 20,982
Charge for the period - 271 3,582 - 3,853
Disposals - - (14) - (14)
Exchange differences - 20 (45) - (25)
At 30 June 2024 - 3,090 21,706 - 24,796
Charge for the period - 266 2,197 - 2,463
Disposals - - (8) - (8)
Exchange differences - 30 (47) - (17)
At 31 December 2024 - 3,386 23,848 - 27,234
Charge for the period - 265 2,380 - 2,645
Exchange differences - (262) (1,102) - (1,364)
At 30 June 2025 - 3,389 25,126 - 28,515
Net book value
At 31 December 2023 35,964 7,969 10,697 6,677 61,307
At 30 June 2024 35,989 7,756 10,577 6,748 61,070
At 31 December 2024 36,015 7,546 10,937 7,260 61,758
At 30 June 2025 35,753 6,713 12,435 4,425 59,326
Within software and development costs, the amortisation charge for the 6
months ended 30 June 2025 includes £nil (6 months ended 30 June 2024:
£1,576,000, year ended 31 December 2024: £1,576,000) in respect of acquired
intangible assets. The 6 months ended 30 June 2024 includes a charge of
£1,260,000 (year ended 31 December 2024: £950,000) which was accelerated to
align the useful lives of certain acquired intangible assets with those that
are internally generated.
The Group tests annually for impairment at the year end, or more frequently if
there are indicators that goodwill might be impaired. There were no such
indicators as at 30 June 2025.
9. PROPERTY, PLANT AND EQUIPMENT
Fixtures and fittings Computer hardware Right-of-use assets Total
£'000 £'000 £'000 £'000
Cost
At 1 January 2024 3,682 2,873 13,443 19,998
Additions 79 115 404 598
Disposals - - (497) (497)
Exchange differences 6 (10) (18) (22)
At 30 June 2024 3,767 2,978 13,332 20,077
Additions - 23 455 478
Disposals (1) (103) (63) (167)
Exchange differences (6) (12) (28) (46)
At 31 December 2024 3,760 2,886 13,696 20,342
Additions 8 92 54 154
Disposals - (21) - (21)
Exchange differences (168) (124) (388) (680)
At 30 June 2025 3,600 2,833 13,362 19,795
Accumulated depreciation
At 1 January 2024 2,837 1,644 7,211 11,692
Charge for the period 131 233 763 1,127
Disposals - - (497) (497)
Exchange differences 5 (5) (10) (10)
At 30 June 2024 2,973 1,872 7,467 12,312
Charge for the period 128 229 722 1,079
Disposals (1) (103) (63) (167)
Exchange differences 11 (10) (6) (5)
At 31 December 2024 3,111 1,988 8,120 13,219
Charge for the period 116 180 758 1,054
Disposals - (21) - (21)
Exchange differences (142) (93) (205) (440)
At 30 June 2025 3,085 2,054 8,673 13,812
Net book value
At 31 December 2023 845 1,229 6,232 8,306
At 30 June 2024 794 1,106 5,865 7,765
At 31 December 2024 649 898 5,576 7,123
At 30 June 2025 515 779 4,689 5,983
Right-of-use assets - net book value
Unaudited Unaudited Audited
As at As at As at
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Leasehold property 4,223 5,506 5,112
Fixtures and fittings 340 177 393
Computer hardware 126 182 71
Total right-of-use assets - net book value 4,689 5,865 5,576
10. LEASES
Amounts recognised in the consolidated statement of financial position
In addition to the right-of-use assets included within note 9, the
consolidated statement of financial position shows the following amounts
relating to leases:
Lease liability
Unaudited Unaudited Audited
As at As at As at
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Maturity analysis - contractual undiscounted cash flows:
Less than one year 1,927 1,862 1,998
Between one and five years 4,091 5,416 5,046
More than five years 295 724 504
Total undiscounted lease liability at period end 6,313 8,002 7,548
Finance expense (507) (793) (711)
Total discounted lease liability at period end 5,806 7,209 6,837
Current 1,697 1,559 1,652
Non-current 4,109 5,650 5,185
5,806 7,209 6,837
Amounts recognised in the consolidated income statement
The consolidated income statement shows the following amounts relating to
leases:
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 30 June 31 December
2025 2024 2024
£'000 £'000 £'000
Depreciation charge - leasehold property 644 700 1,330
Depreciation charge - fixtures and fittings 89 36 129
Depreciation charge - computer hardware 25 27 26
758 763 1,485
Interest expense (within finance expense) 159 188 357
11. SHARE CAPITAL
The authorised, issued and fully paid number of shares are set out below.
Ordinary Share Share
Shares 2025 capital premium
Number £ £
Ordinary Shares of 1p each:
At 1 January 2024 167,450,893 1,674,509 78,451,312
Purchase of own shares (985,256) (9,853) -
At 30 June 2024 166,465,637 1,664,656 78,451,312
Purchase of own shares (1,689,283) (16,892) -
At 31 December 2024 164,776,354 1,647,764 78,451,312
Purchase of own shares (5,405,908) (54,059) -
At 30 June 2025 159,370,446 1,593,705 78,451,312
In May 2024, the Group commenced a share buyback programme to repurchase up to
£5 million of its own shares. During the 6 months ended 30 June 2025,
5,405,908 Ordinary Shares with a total nominal value of £54,059 were bought
back by the Company for a total consideration, including transaction costs, of
£2.2 million, charged to retained earnings (6 months ended 30 June 2024:
985,256 Ordinary Shares with a total nominal value of £9,853 for a total
consideration, including transaction costs of £0.6 million). The Company
subsequently cancelled these shares which resulted in a reduction in share
capital of £54,059 (6 months ended 30 June 2024: £9,853, year ended 31
December 2024: £26,745), with a corresponding increase in the capital
reserve. The share buyback programme concluded on 3 June 2025.
In the 6 months ended 30 June 2025, shares held in the EBT were used to
satisfy the exercise of 358,962 LTIP options. The EBT did not sell any shares
and the remaining 94,225 shares are held by the Trust.
12. FINANCIAL INSTRUMENTS
The fair values of all financial instruments included in the consolidated
statement of financial position are a reasonable approximation of their
carrying values.
13. SHARE-BASED PAYMENTS
In the 6 months ended 30 June 2025, the Group operated equity-settled
share-based payment plans.
The Group recognised a total credit of £333,000 in respect of share-based
payment transactions for the 6 months ended 30 June 2025 (6 months ended 30
June 2024: £815,000, year ended 31 December 2024: £458,000). The credit in
the current year arose due to the reversal of costs previously charged
relating to the non-market performance conditions of the options granted under
the 2024 Long Term Incentive Plans.
14. SUBSEQUENT EVENTS
On 11 August 2025, the Company completed a tender offer to repurchase and
cancel 10,655,737 of its ordinary shares at a price of 61 pence per Ordinary
Share, pursuant to the terms and conditions set forth in the offer documents.
The total consideration, including transaction costs associated with the
tender offer was £6.8 million.
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