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REG - PensionBee Group plc - Interim Results 2025

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RNS Number : 2567V  PensionBee Group plc  14 August 2025

 

 PensionBee Group plc

 Incorporated in England and Wales

 Registration Number: 13172844

 LEI: 2138008663P5FHPGZV74

 ISIN: GB00BNDRLN84
 14 August 2025

 PensionBee Group plc

 Interim Results for the six months ended 30 June 2025
 Successful Execution Drives UK Performance and Sustained Growth Momentum

 PensionBee US Lays Growth Foundation with Strategic Brand and Tech Investment

 PensionBee Group plc ('Company', together with its subsidiaries 'PensionBee'
 or the 'Group'), a leader in the online consumer retirement market, today
 announces interim results for the six month period ended 30 June 2025 ('H1
 2025').

 Performance Overview

 In the first half of 2025, PensionBee delivered strong financial and
 operational performance, with high levels of growth achieved across key
 metrics, in line with the Q2 2025 Results announcement released on 23 July
 2025.

 ●      Invested Customers(1) increased by 14% year-on-year to 286,000
 (H1 2024: 252,000), underpinned by the strength of the Company's brand and
 efficient, data-led customer acquisition.

 ●      Assets Under Administration ('AUA') (2) increased by 21%
 year-on-year to £6.3bn as at Jun-2025 (H1 2024: £5.2bn), driven by strong
 Net Flows from new and existing customers.

 ●      Revenue(3) rose to £18.9m for the first half of 2025 (H1 2024:
 £15.4m), with Annual Run Rate ('ARR') Revenue increasing by 23% to £39.8m
 (H1 2024: £32.4m).(3)

 ●      Prompted brand awareness(4) hit a new record-high of 59% in the
 UK (H1 2024: 54%) and 5% in the US, marking the first time brand awareness in
 the US has been reported. These results highlight strong consumer trust and
 recognition, supporting future growth.

 ●      UK Cost per Invested Customer(5) remains in line with
 expectations at £251 (H1 2024: £242), reflecting a planned acceleration of
 the UK marketing budget, which has grown the Company's customer and transfer
 pipeline and is expected to deliver strong momentum for H2 2025.

 ●      Improved efficiency with an 18% productivity improvement in the
 UK (H1 2025: 1,489 Invested Customers per Staff Member vs. 1,264 in H1
 2024)(6) and the rollout of US transfer automations in a live testing
 environment.

 ●      Customer and AUA Retention Rates(7), (8) remained strong at
 >95% driven by industry-leading customer service,(9) evidenced by a 4.6★
 Excellent Trustpilot rating (H1 2024: 4.7★)(10) and ongoing product
 innovation.

 ●      Group LTM Adjusted EBITDA improved to £(0.5)m (LTM Jun-2024:
 £(2.3)m), reflecting continued investment in growth and operating efficiency
 achieved through the Company's scalable cost base.(11)(,) (12)  UK LTM
 Adjusted EBITDA also strengthened for the same period to £3.2m, compared to
 £(1.9)m in Jun-2024.

 ●      Profit/(Loss) before Tax was £(5.1)m, with a margin of (27)%
 (H1 2024: £(3.8)m, (24)%), (13)(,) (14) resulting in Basic Earnings per Share
 of (2.14)p (H1 2024: (1.64)p). (15)

 ●     Cash position increased to £34m (H1 2024: £11m), following the
 Company's capital raise of £20m in October 2024.
 Romi Savova, Chief Executive Officer of PensionBee, commented:

 "In the first half of 2025, we continued to advance our ambition of becoming a
 global leader in the consumer retirement market, making saving for later life
 simple and accessible.

 By staying focused on and committed to our mission, we delivered 21% growth in
 Assets under Administration ('AUA'), reaching £6.3 billion, alongside a 14%
 increase in our Invested Customers, now standing at 286,000. These results
 reflect our deep commitment to serving our customers with excellence, through
 our innovative product offering, personalised tools and content that empowers
 them to take control of their retirement planning.

 In the UK, we strengthened our position by continuing to invest in our
 technology and elevating the customer experience, supported by AI-driven
 enhancements. We also increased our marketing expenditure, with a strong focus
 on attracting younger savers. With a robust pipeline of new customers and
 record-high brand awareness, we are well-placed to sustain our growth
 trajectory through the year and beyond.

 In the US, the first half of the year marked a foundational phase of
 investment, laying critical infrastructure with the introduction of transfer
 automations, a new self-employed offering, and interactive tooling designed to
 help customers prepare for retirement. Through our Safe Harbor IRA business
 line we've established a strong pipeline of new customer accounts, and with
 brand awareness already reaching 5% we are poised to significantly accelerate
 operational growth through increased marketing expenditure in the second half
 of 2025.

 Our continued progress against our strategic goals continues to underpin our
 long-term ambition: serving 1 million Invested Customers over the next decade
 in the UK and growing our US customer base. With proven ability to generate
 predictable Revenue, our focus is on building lasting relationships with our
 customers and creating long-term value throughout every stage of their
 retirement journey."

 

Group Financial Highlights

 

                                                     For the 6-month Period Ending
 Group unless otherwise stated                       Jun-2025    Jun-2024    YoY
 Revenue (£m)(3)                                     18.9        15.4        23%
 Cost Base (£m)(12)                                  (21.8)      (17.4)      25%
 Adjusted EBITDA (£m)(11)                            (2.9)       (2.0)       (44)%
 Adjusted EBITDA Margin (% of Revenue)(16)           (15)%       (13)%       -2ppt(19)
 Profit/(Loss) before Tax (£m)(13)                   (5.1)       (3.8)       (35)%
 Profit/(Loss) before Tax Margin (% of Revenue)(14)  (27)%       (24)%       -2ppt(19)
 Basic and Diluted Earnings per Share(15)            (2.14)p     (1.64)p     (30)%

 

 

                                   For the 12-month Period Ending
 Group unless otherwise stated     Jun-2025     Jun-2024     YoY
 LTM Adjusted EBITDA (£m)(11)      (0.5)        (2.3)        n/m
 UK LTM Adjusted EBITDA (£m)(11)   3.2          (1.9)        n/m

 

 Group Non-Financial Highlights

 

                                           As at Period End
 Group unless otherwise stated             Jun-2025  Jun-2024  YoY
 AUA (£m)(2)                               6,295     5,196     21%
 AUA Retention Rate (% of AUA)(8)          >95%      >95%      stable at >95%
 Invested Customers ('IC') (thousands)(1)  286       252       14%
 Customer Retention Rate (% of IC)(7)      >95%      >95%      stable at >95%
 UK Cost per Invested Customer (£)(5)      251       242       stable
 Revenue Margin(17)                        0.63%     0.64%     stable

 

                                         As at Period End
 Group unless otherwise stated           Jun-2025  Jun-2024  YoY
 Opening AUA (£m)(2)                     5,841     4,350     34%
      Gross Inflows (£m)                 689       695       (1)%
      Gross Outflows (£m)                (266)     (214)     25%
 Net Flows (£m)(18)                      423       482       (12)%
      Market Growth and Other (£m)       31        364       n/m
 Closing AUA (£m)(2)                     6,295     5,196     21%

 

 Notes:

 1.     Invested Customers ('IC') means those customers who have
 transferred pension assets or made contributions into one of PensionBee's
 investment plans and have an active balance.

 2.     Assets under Administration ('AUA') is the total invested value of
 pension assets within PensionBee Invested Customers' pensions. It measures the
 new inflows less the outflows and records a change in the market value of the
 assets. AUA is a measurement of the growth of the business and is the primary
 driver of Revenue.

 3.     Revenue means the income generated from the asset base of
 PensionBee's customers, essentially annual management fees charged on the AUA,
 together with a minor revenue contribution from other services. Annual Run
 Rate ('ARR') Revenue is calculated using the recurring Revenue for the
 relevant month multiplied by 12.

 4.     PensionBee UK prompted brand awareness tracker, June 2025. Prompted
 brand awareness measured through a consumer survey asking 'Which of the
 following have you heard of?' with respect to UK financial services brands.
 Prompted brand awareness for June 2025 was 59% and for June 2024 was 54%.
 PensionBee US prompted brand awareness tracker, June 2025. Prompted brand
 awareness measured through a consumer survey asking 'Which of the following
 have you heard of?' with respect to US financial services brands.

 5.     UK Cost per Invested Customer ('CPIC') means the cumulative UK
 advertising and marketing expenses incurred since PensionBee commenced trading
 up until the relevant point in time divided by the cumulative number of UK
 Invested Customers at that point in time. This measure monitors cost
 discipline of customer acquisition. PensionBee's desired UK CPIC threshold is
 £200-£250.

 6.     Productivity, measured using Invested Customers per Staff Member,
 is calculated using an LTM average for the total workforce contracted by
 PensionBee UK.

 7.     Customer Retention Rate measures the percentage of retained
 PensionBee Invested Customers over the average of the trailing twelve months.
 High customer retention provides more certainty of future Revenue. This
 measure can also be used to monitor customer satisfaction.

 8.     AUA Retention Rate measures the percentage of retained PensionBee
 AUA from transfers out over the average of the trailing twelve months. High
 AUA Retention provides more certainty of future Revenue. This measure can also
 be used to monitor customer satisfaction.

 9.     Over H1 2025 customer calls had an average live chat wait time of
 13 seconds (calculated as the average time customers are waiting in a queue to
 be put through to a team member), and an email response rate of 82% of email
 cases closed within 72 hours.

 10.   Trustpilot score of 4.6★ out of 5 (based on 12,034 reviews) recorded
 as at 11 July 2025. Truspilot score of 4.7★ out of 5 (based on 10,920
 reviews) recorded as at 11 July 2024.

 11.   Adjusted EBITDA is the Operating Profit/(Loss) for the year before
 Taxation, Finance Costs, Finance Income, Depreciation and Amortisation
 Expense, Share-based Payments and Expansion Costs. LTM Adjusted EBITDA refers
 to the Adjusted EBITDA generated over the last twelve months. UK Adjusted
 EBITDA includes Other Income arising from inter-company transactions with
 PensionBee US. All inter-company transactions are calculated on an arm's
 length basis.

 12.   Cost Base is the total operating costs, including Money Manager Costs,
 Advertising and Marketing Expenses and Technology Platform Costs & Other
 Operating Expenses, for the relevant period.

 13.   Profit/(Loss) before Tax is a measure that looks at PensionBee's
 profit or losses before it has paid corporate income tax.

 14.   Profit/(Loss) before Tax Margin means Profit/(Loss) before Tax as a
 percentage of Revenue for the relevant period.

 15.   Basic Earnings per Share is calculated by dividing the profit or loss
 attributable to ordinary equity holders of the Group by the weighted average
 number of ordinary shares in issue during the period.

 16.   Adjusted EBITDA Margin means Adjusted EBITDA as a percentage of
 Revenue for the relevant period.

 17.   Revenue Margin is calculated by using the last twelve months of
 recurring Revenue over the average quarterly AUA held in PensionBee's
 investment plans over the period.

 18.   Net Flows measures the cumulative inflow of PensionBee AUA from
 consolidation and contribution ('Gross Inflows'), less the outflows from
 withdrawals and transfers out ('Gross Outflows') over the relevant period.

 19.   ppt is the absolute change in percentage points.

 Enquiries

 Press

 Steven Kennedy

 press@pensionbee.com (mailto:press@pensionbee.com)

  +44 20 3557 8444

 Analysts and Investors

 investor@pensionbee.com (mailto:investor@pensionbee.com)

 

 About PensionBee

 PensionBee is creating a global leader in the consumer retirement market, with
 £6.3 billion in assets on behalf of 286,000 customers.

 Founded in 2014, we aspire to make as many people as possible pension
 confident so that everyone can enjoy a happy retirement. We help our customers
 to combine their retirement savings into a new online account, which they can
 manage from the palm of their hand.

 PensionBee accounts are invested by the world's largest investment managers,
 collectively looking after more than $10 trillion in savings between them.
 Each PensionBee customer has a personal account manager ('BeeKeeper') to guide
 them through their savings and retirement journey. PensionBee has an
 'Excellent' Trustpilot rating based on over 12,000 reviews.

 As a public company, we aspire to the highest standards in everything we do
 because our customers deserve peace of mind, which is made possible by our
 team of over 200 professionals, based in London and New York.

 PensionBee is listed on the London Stock Exchange (LON:PBEE).

 Forward-Looking Statements

 Statements that are not historical facts, including statements about
 PensionBee's or management's beliefs and expectations, are forward-looking
 statements. The Interim Results contain forward-looking statements, which by
 their nature involve substantial risks and uncertainties as they relate to
 events and depend on circumstances which will occur in the future and actual
 results and developments may differ materially from those expressly stated or
 otherwise implied by these statements.

 These forward-looking statements are statements regarding PensionBee's
 intentions, beliefs or current expectations concerning, among other things,
 its results of operations, financial condition, prospects, growth, strategies
 and the industry and markets within which it operates.

 These forward-looking statements relate to the date of these Interim Results
 and PensionBee does not undertake any obligation to publicly release any
 revisions to these forward-looking statements to reflect events or
 circumstances after the date of the Interim Results.

 Chief Executive Officer's Report

 Creating a Global Leader in the Consumer Retirement Market

 We are building a global leader in the consumer retirement market and are
 dedicated to helping consumers prepare for and enjoy a financially secure and
 fulfilling retirement.

 We empower customers to consolidate their old retirement accounts into an
 easy-to-manage online account. Our customers can make new contributions at a
 click, invest in line with their goals with the world's leading money
 managers, and ultimately access and withdraw their savings with confidence.

 Overview of Group Performance

 Over the first half of 2025, we successfully maintained strong momentum by
 expanding our reach in the UK and establishing robust foundations for
 long-term growth in the US. In the UK, our increased marketing expenditure and
 ongoing product development have successfully expanded our Invested Customer
 base and our new customer pipeline. In the US, we have enhanced our brand and
 product offering, including through new transfer automations and retirement
 planning tools.

 We have maintained our strong growth momentum, increasing Invested Customers
 by 14% year-on-year to 286,000 (H1 2024: 252,000),(1) reflecting the continued
 effectiveness of PensionBee's data-driven customer acquisition strategy.
 Assets under Administration ('AUA') increased by 21% to £6.3bn (H1 2024:
 £5.2bn),(2) driven by strong Net Flows of £423m (H1 2024: £482m),(3)
 reflecting continued inflows from existing customers and sustained new
 customer acquisition. AUA and Customer Retention Rates remained above 95%,(4,
 5) underscoring the durability of PensionBee's recurring Revenue model and
 ongoing customer satisfaction (4.6★ out of 5 Excellent Trustpilot score).(6)

 Our strategic focus on marketing, our scalable technology platform, and a
 disciplined approach to cost management, have together driven strong and
 efficient growth. Our well-executed marketing initiatives have resulted in
 customer growth, while strengthening overall brand recognition. In the UK,
 prompted brand awareness has reached a record-high of 59%,(7) while in the US,
 it has already grown to 5%,(8) reflecting early traction in a key growth
 market.

 PensionBee Group continued to deliver strong Revenue(9) growth and increasing
 operating leverage. The Group remains on track to achieve its guidance and
 sustain Adjusted EBITDA(10) profitability in the UK on an ongoing basis,
 supported by our strict cost discipline and predictable recurring Revenue.

 UK Overview

 In the first half of 2025, PensionBee UK continued to make strong progress
 across its strategic pillars, delivering scalable growth while enhancing our
 customer experience through innovation and operational efficiency.

 The Company continued to invest in marketing, leveraging its data-driven
 acquisition strategy to optimise performance across multiple channels. This
 approach successfully increased Invested Customers and expanded overall reach.
 We launched a new brand campaign, 'When your pension is in a good place,
 you're in a good place', across TV, radio and digital channels. In parallel,
 we expanded our data-led performance marketing and broadened our media
 presence to include high-reach subscription platforms, including TV services
 such as Netflix and Amazon Prime. Marketing investment increased by 30% to
 £7.6m (H1 2024: £5.8m), bringing total cumulative marketing spend since
 inception to £72m in the UK (H1 2024: £61m). As a result, we added
 approximately 21,000 new Invested Customers in H1 (H1 2024: 23,000)(1) and
 recorded our highest level of prompted brand awareness since inception at 59%
 (H1 2024: 54%).(7) UK Cost per Invested Customer remains in line with
 expectations at £251 (H1 2024: £242),(11) reflecting a planned acceleration
 of the UK marketing budget, which has grown the Company's customer and
 transfer pipeline and is expected to deliver strong momentum for H2 2025.

 Our industry-leading technology platform continues to scale efficiently. Over
 the first half, new automations for transfers and withdrawals contributed to
 significant productivity improvements, with 18% year-on-year growth in
 productivity over the period.(12) This was driven by technological
 enhancements, including improved AI-based tooling and continued internal
 automation initiatives. Our customer-led approach continues to drive high
 satisfaction levels, with a 4.6★ Excellent Trustpilot rating(6) and Customer
 and AUA Retention Rates consistently above 95%.(4,5)

 Looking ahead to the second half of the year, PensionBee UK is poised for
 innovation-led growth, as we roll out a new customer interface, designed to
 enhance the overall product experience while significantly improving developer
 efficiency. Additionally following the achievement of UK LTM Adjusted EBITDA
 profitability of £3.2m (Jun-2024: £(1.9)m) we are confident in our ability
 to continue growing profitably in the UK.(10)

 US Overview

 In the first half of 2025, PensionBee US continued to lay strong foundations
 for long-term growth in the world's largest retirement market, following the
 launch of an operational platform in 2024. We are leveraging the proven
 expertise of the UK business to rapidly achieve key milestones, supported by
 our strategic partnership with State Street Investment Management (formally
 known as State Street Global Advisors) ('State Street'). PensionBee's US
 offering enables American consumers to consolidate old retirement accounts
 into a new IRA, with a simple, transparent product built on scalable
 technology. New features introduced in H1 2025 included a Roth IRA to
 complement the Traditional IRA, the launch of a retirement planner to help
 users model their retirement outlook, and in-app educational content to
 support informed saving decisions and transfer automations accounting for over
 50% of requested transfers which will continue to strengthen through live
 testing.

 Our marketing efforts in the first half of the year focused on building brand
 awareness and trust. Campaigns like 'Money Mistakes' on platforms such as
 YouTube, TikTok, Instagram and Facebook, along with timely content about
 social security and retirement savings, helped us grow our social media
 following to over 36,000.(13) Additionally, influencer partnerships bolstered
 our credibility with target audiences, leading to a prompted initial brand
 awareness of 5%.(8)

 Our total US marketing spend for H1 2025 was £0.7m, which was fully
 reimbursed by State Street. For the full year, we expect our total marketing
 investment to reach $5m, with the majority of the spend already allocated for
 the second half of the year.

 Our Safe Harbor IRA offering, designed for employer-initiated rollovers,
 gained significant momentum through integrations with several major
 recordkeepers via SS&C. We actively promoted the product to consultants
 and medium to large employers, with strong early interest driven by our
 consumer-oriented approach. This has resulted in a number of employers now
 nearing the final discussion stage, and we are participating in consultant-led
 processes representing approximately 20,000 new customer accounts,
 demonstrating increasing traction for this new business line.(14)

 Looking ahead to the second half of the year, PensionBee US will continue
 growing its brand awareness through a multi-city brand campaign, and
 developing its product offering. The US market represents a fantastic
 opportunity to grow our asset and customer base over the long term.
 Group Guidance and Outlook
 Revenue Objectives:

 ●      PensionBee has an ambition to reach >£100m of Group Revenue
 in the short to medium term (by year end 2029).

 ●      The Company's ambition is to exceed £250m Revenue for the Group
 in the longer term (by year end 2034).
 Profitability Objectives:

 ●      PensionBee has an ambition to reach a Group Adjusted EBITDA
 Margin of c.20% in the short to medium term (by year end 2029).

 ●      The Company's ambition is to reach c.50% Adjusted EBITDA Margin
 for the Group in the longer term (by year end 2034).

 Dividend

 In line with our stated dividend policy, the Company does not intend to pay
 any dividends as we continue to execute our strategy and invest in growth.
 Whilst the Company has not paid dividends since incorporation, it intends to
 revisit its dividend policy in future years and may revise its dividend policy
 from time to time.

 Romi Savova

 Chief Executive Officer

 13 August 2025

 Notes:

 1.     Invested Customers ('IC') means those customers who have
 transferred pension assets or made contributions into one of PensionBee's
 investment plans and have an active balance.

 2.     Assets under Administration ('AUA') is the total invested value of
 pension assets within PensionBee Invested Customers' pensions. It measures the
 new inflows less the outflows and records a change in the market value of the
 assets. AUA is a measurement of the growth of the business and is the primary
 driver of Revenue.

 3.     Net Flows measures the cumulative inflow of PensionBee AUA from
 consolidation and contribution ('Gross Inflows'), less the outflows from
 withdrawals and transfers out ('Gross Outflows') over the relevant period.

 4.     AUA Retention Rate measures the percentage of retained PensionBee
 AUA from transfers out over the average of the trailing twelve months. High
 AUA Retention provides more certainty of future Revenue. This measure can also
 be used to monitor customer satisfaction.

 5.     Customer Retention Rate measures the percentage of retained
 PensionBee Invested Customers over the average of the trailing twelve months.
 High customer retention provides more certainty of future Revenue. This
 measure can also be used to monitor customer satisfaction.

 6.     Trustpilot score of 4.6★ out of 5 (based on 12,034 reviews)
 recorded as at 11 July 2025. Truspilot score of 4.7★ out of 5 (based on
 10,920 reviews) recorded as at 11 July 2024.

 7.     PensionBee UK prompted brand awareness tracker, June 2025. Prompted
 brand awareness measured through a consumer survey asking 'Which of the
 following have you heard of?' with respect to UK financial services brands.
 Prompted brand awareness for June 2025 was 59% and for June 2024 was 54%.

 8.     PensionBee US prompted brand awareness tracker, June 2025. Prompted
 brand awareness measured through a consumer survey asking 'Which of the
 following have you heard of?' with respect to US financial services brands.

 9.     Revenue means the income generated from the asset base of
 PensionBee's customers, essentially annual management fees charged on the AUA,
 together with a minor revenue contribution from other services.

 10.   Adjusted EBITDA is the Operating Profit/(Loss) for the year before
 Taxation, Finance Costs, Finance Income, Depreciation and Amortisation
 Expense, Share-based Payments and Expansion Costs. LTM Adjusted EBITDA refers
 to the Adjusted EBITDA generated over the last twelve months. UK Adjusted
 EBITDA includes Other Income arising from inter-company transactions with
 PensionBee US. All inter-company transactions are calculated on an arm's
 length basis.

 11.   UK Cost per Invested Customer ('CPIC') means the cumulative UK
 advertising and marketing expenses incurred since PensionBee commenced trading
 up until the relevant point in time divided by the cumulative number of UK
 Invested Customers at that point in time. This measure monitors cost
 discipline of customer acquisition. PensionBee's desired UK CPIC threshold is
 £200-£250.

 12.   Productivity, measured using Invested Customers per Staff Member, is
 calculated using an LTM average for the total workforce contracted by the UK.

 13.   Social media following includes Instagram followers, TikTok followers,
 Facebook followers, Youtube subscribers and Linkedin connections.

 14.   A Safe Harbor Individual Retirement Account is a specialised IRA,
 established when a qualified retirement savings plan elects to 'force out'
 small-balance participants (<$7,000) after they have left employment.

 Group Financial Highlights(1)

 

 The Group's trading performance in the first half of 2025 demonstrates our
 continued commitment to disciplined execution and sustainable growth. By
 maintaining a clear strategic focus and responding effectively to evolving
 market conditions, we are strengthening our position across key areas of the
 business while advancing our strategy for long-term value creation.

 United Kingdom

 The UK business is well-positioned to maintain the strong momentum of 2024,
 with full-year Adjusted EBITDA profitability expected for the full year 2025.
 We continue delivering consistent growth in Invested Customers ('IC') and
 recurring Revenue through our high Customer Retention Rate and scalable
 operations.(1)

 Invested Customers grew 14% year-on-year to 286,000 as of June 2025 (Jun-2024:
 252,000),(1) supported by consistent acquisition performance and strong
 retention. Assets under Administration ('AUA') rose 21% to £6.3bn (Jun-2024:
 £5.2bn), reflecting robust Net Flows of £423m (H1 2024: £482m) and
 demonstrating resilience despite volatile market movements caused by
 macroeconomic uncertainty.(1) Total Revenue for the UK reached £19.6m (H1
 2024: £15.7m) over the same period,(1) and Annual Run Rate Revenue reached
 £39.8m (Jun-2024: £32.4m).(2)

 United States

 In the US, we are focused on building brand awareness, expanding our presence,
 and establishing the foundations necessary for long-term success in this large
 market. Over the first half of the year, marketing expenditure for the US
 business amounted to £0.7m (H1 2024: £nil), which was fully reimbursed by
 our long-standing partner, State Street. Through disciplined cost management
 and a focus on operational efficiency, we are strengthening our US foundations
 and building momentum toward long-term scalability and growth.

 Group

 Overall, marketing and technology investment remained central to the Group's
 strategy, with continued execution across both the UK and US, each at distinct
 stages of growth. As a result, Group Adjusted EBITDA was £(2.9)m year-to-date
 (H1 2024: £(2.0)m).(1) This result was underpinned by disciplined cost
 management and a sustained focus on efficiency, highlighting the inherent
 operating leverage of our technology platform and business model. Group
 Profit/(Loss) before Tax was correspondingly £(5.1)m (H1 2024: £(3.8)m).(1)

 We remain on track to deliver our 2025 full-year goals, underpinned by
 Adjusted EBITDA profitability in the UK. Our focus on scalable infrastructure
 and financial discipline ensures that we are well positioned to navigate a
 dynamic macroeconomic environment and deliver long-term value.

 Scaling Customer Growth through Strategic Global Brand Investment(1)

 ( )

                             As at Year End
 Group unless otherwise stated                            Jun-2025  Jun-2024  YoY
 Advertising and Marketing Expenses (£m)                  (8.3)     (5.8)     42%
   Of which UK Advertising and Marketing Expenses (£m)    (7.6)     (5.8)     30%
   Of which US Advertising and Marketing Expenses (£m)    (0.7)     -         n/m

 Other Income: Marketing Reimbursement (£m)(3)            0.7       -         n/m
 Net Advertising and Marketing Expense (£m)               (7.6)     (5.8)     30%

 Invested Customers (thousands)                           286       252       14%
 Customer Retention Rate (% of IC)                        96%       96%       Stable at >95%
 UK Cost per Invested Customer ('CPIC')                   251       242       stable

 

 United Kingdom

 In the UK, we continued to scale and strengthen our brand and acquire
 customers efficiently, investing £7.6m in Advertising and Marketing during
 the first six months of the year, a 30% increase compared to the same period
 in 2024 (H1 2024: £5.8m). This increase reflects our objective to grow our
 Invested Customers, while continuing to optimise customer acquisition costs
 over the long-term through our proven data-led approach. Prompted and
 unprompted brand awareness reached 59% and 25% respectively,(4) making
 PensionBee one of the most recognised pension providers in the UK market.
 While brand investment is inherently long-term in nature, its near-term impact
 has supported the successful acquisition of approximately 21,000 new Invested
 Customers over H1 (H1 2024: 23,000).(1) Additionally, we have developed a
 strong pipeline of customer registrations and pension transfer requests, which
 are expected to convert into further growth in Invested Customers during the
 second half of the year.

 United States

 In the US, we remain focused on building the foundational infrastructure and
 brand presence required for long-term success. During the first half of 2025,
 we invested £0.7m in US Advertising and Marketing, fully reimbursed by our
 long-standing trusted partner, State Street (H1 2024: £nil).(3) Our efforts
 focused on building US brand awareness through a multi-channel strategy, using
 high-quality original content. Engagement has been strong across YouTube,
 Meta, TikTok and LinkedIn, with our following having grown to 36,200
 (Jun-2024: nil).(5) As a result, we recorded prompted brand awareness of 5% in
 the US.

 Group

 Overall, total marketing investment in the UK and US reached £8.3m
 year-to-date, 42% higher than the same period last year (H1 2024: £5.8m),
 with £0.7m (H1 2024: £nil) for our US Advertising and Marketing activities
 fully reimbursed. These results reflect our commitment to growing our brand
 globally and our focus on building a large base of Invested Customers.

 Strong Asset Growth driven by High Retention Rates and Effective Customer
 Acquisition(1)

                              As at Period End
 Group unless otherwise stated                              Jun-2025  Jun-2024  YoY
 Opening AUA (£m)                                           5,841     4,350     34%
      Gross Inflows (£m)                                    689       695       (1)%
      Gross Outflows (£m)                                   (266)     (214)     25%
 Net Flows (£m)                                             423       482       (12)%
      Market Growth and Other (£m)                          31        364       n/m
 Closing AUA (£m)                                           6,295     5,196     21%

 Net Flows (£m)                                             423       482       (12)%
      Of which Net Flows from New Customers (£m)            312       355       (12)%
      Of which Net Flows from Existing Customers (£m)       111       127       (12)%

 AUA Retention Rate (% of AUA)                              96%       96%       Stable at >95%

 

 United Kingdom

 During the first half of 2025, we maintained strong growth momentum despite
 the well-publicised global macroeconomic volatility, reflecting the
 effectiveness of our customer acquisition model and high retention rates. AUA
 grew to £6.3bn (H1 2024: £5.2bn), up 21% year-on-year, driven by £423m in
 Net Flows (H1 2024: £482m) and continued operational efficiency.(1) Net Flows
 consisted of £312m in Net Flows from New Customers (H1 2024: £355m) and
 £111m Net Flows from Existing Customers (H1 2024: £127m).(1)

 Net Flows from Existing Customers remained a key contributor to AUA growth,
 reaching £111m in the first half (H1 2024: £127m), as customers continued
 consolidating pensions and making regular contributions.(1) This result
 highlights the strength of our continued customer engagement strategy, ongoing
 product enhancements, and tailored digital experience, all of which contribute
 not only to strong Net Flows but also to customer empowerment and continued
 engagement with the PensionBee platform.

 Our consistently high AUA Retention Rate of 96% (H1 2024: 96%) demonstrates
 continued customer satisfaction, supported by product innovation and our
 commitment to delivering exceptional service.(1) This high retention, combined
 with stable long-term savings behaviour, reinforces the predictability of our
 model and underpins ongoing AUA growth.

 United States

 In the US, we continued to lay critical foundations for future growth, with
 £0.7m in Advertising and Marketing spend in the first half of the year (H1
 2024: £nil). This investment has focused on translating our product and brand
 for the US market and calibrating key marketing channels including paid
 search, organic search, social, PR and brand advertising.

 Early consumer response has been positive as we build momentum towards
 long-term scalability and market presence. Our US strategy remains tightly
 aligned with our broader growth model, balancing brand awareness with
 disciplined cost and data-led customer acquisition.

 Group

 The Group's proven model, anchored in strong retention, scalable technology
 and efficient marketing spend, continues to drive steady AUA growth.

 

United Kingdom

 

In the UK, we continued to scale and strengthen our brand and acquire
customers efficiently, investing £7.6m in Advertising and Marketing during
the first six months of the year, a 30% increase compared to the same period
in 2024 (H1 2024: £5.8m). This increase reflects our objective to grow our
Invested Customers, while continuing to optimise customer acquisition costs
over the long-term through our proven data-led approach. Prompted and
unprompted brand awareness reached 59% and 25% respectively,(4) making
PensionBee one of the most recognised pension providers in the UK market.
While brand investment is inherently long-term in nature, its near-term impact
has supported the successful acquisition of approximately 21,000 new Invested
Customers over H1 (H1 2024: 23,000).(1) Additionally, we have developed a
strong pipeline of customer registrations and pension transfer requests, which
are expected to convert into further growth in Invested Customers during the
second half of the year.

 

United States

 

In the US, we remain focused on building the foundational infrastructure and
brand presence required for long-term success. During the first half of 2025,
we invested £0.7m in US Advertising and Marketing, fully reimbursed by our
long-standing trusted partner, State Street (H1 2024: £nil).(3) Our efforts
focused on building US brand awareness through a multi-channel strategy, using
high-quality original content. Engagement has been strong across YouTube,
Meta, TikTok and LinkedIn, with our following having grown to 36,200
(Jun-2024: nil).(5) As a result, we recorded prompted brand awareness of 5% in
the US.

 

Group

 

Overall, total marketing investment in the UK and US reached £8.3m
year-to-date, 42% higher than the same period last year (H1 2024: £5.8m),
with £0.7m (H1 2024: £nil) for our US Advertising and Marketing activities
fully reimbursed. These results reflect our commitment to growing our brand
globally and our focus on building a large base of Invested Customers.

 

Strong Asset Growth driven by High Retention Rates and Effective Customer
Acquisition(1)

 

                                                            As at Period End
 Group unless otherwise stated                              Jun-2025  Jun-2024  YoY
 Opening AUA (£m)                                           5,841     4,350     34%
      Gross Inflows (£m)                                    689       695       (1)%
      Gross Outflows (£m)                                   (266)     (214)     25%
 Net Flows (£m)                                             423       482       (12)%
      Market Growth and Other (£m)                          31        364       n/m
 Closing AUA (£m)                                           6,295     5,196     21%

 Net Flows (£m)                                             423       482       (12)%
      Of which Net Flows from New Customers (£m)            312       355       (12)%
      Of which Net Flows from Existing Customers (£m)       111       127       (12)%

 AUA Retention Rate (% of AUA)                              96%       96%       Stable at >95%

 

United Kingdom

 

During the first half of 2025, we maintained strong growth momentum despite
the well-publicised global macroeconomic volatility, reflecting the
effectiveness of our customer acquisition model and high retention rates. AUA
grew to £6.3bn (H1 2024: £5.2bn), up 21% year-on-year, driven by £423m in
Net Flows (H1 2024: £482m) and continued operational efficiency.(1) Net Flows
consisted of £312m in Net Flows from New Customers (H1 2024: £355m) and
£111m Net Flows from Existing Customers (H1 2024: £127m).(1)

 

Net Flows from Existing Customers remained a key contributor to AUA growth,
reaching £111m in the first half (H1 2024: £127m), as customers continued
consolidating pensions and making regular contributions.(1) This result
highlights the strength of our continued customer engagement strategy, ongoing
product enhancements, and tailored digital experience, all of which contribute
not only to strong Net Flows but also to customer empowerment and continued
engagement with the PensionBee platform.

 

Our consistently high AUA Retention Rate of 96% (H1 2024: 96%) demonstrates
continued customer satisfaction, supported by product innovation and our
commitment to delivering exceptional service.(1) This high retention, combined
with stable long-term savings behaviour, reinforces the predictability of our
model and underpins ongoing AUA growth.

 

United States

 

In the US, we continued to lay critical foundations for future growth, with
£0.7m in Advertising and Marketing spend in the first half of the year (H1
2024: £nil). This investment has focused on translating our product and brand
for the US market and calibrating key marketing channels including paid
search, organic search, social, PR and brand advertising.

 

Early consumer response has been positive as we build momentum towards
long-term scalability and market presence. Our US strategy remains tightly
aligned with our broader growth model, balancing brand awareness with
disciplined cost and data-led customer acquisition.

 

Group

 

The Group's proven model, anchored in strong retention, scalable technology
and efficient marketing spend, continues to drive steady AUA growth.

 

Resilient Revenue Margin drives Recurring Revenue

 

                                   As at Period End
 Group unless otherwise stated     Jun-2025  Jun-2024  YoY
 Revenue Margin (% of AUA)(1)      0.63%     0.64%     stable
 Annual Run Rate Revenue (£m)(2)   39.8      32.4      23%
 Revenue (£m)(1)                   18.9      15.4      23%

 

 We delivered strong year-on-year AUA growth of 21% in H1 2025 (H1 2024: 40%),
 successfully translating this into 23% Revenue growth and Revenue of £18.9m
 (H1 2024: £15.4m).(1) This continued momentum reflects the strength and
 consistency of our Revenue Margin, which remained stable at 0.63% (H1 2024:
 0.64%).(1) Revenue for the first half of the year was generated almost
 exclusively by our UK business.

 Our highly predictable Revenue base is underpinned by the recurring nature of
 our annual management fees, which are charged as a percentage of AUA. High
 retention rates among both Invested Customers and AUA support steady and
 growing income. Additional contributions to Revenue include intermediary
 partnerships, such as with LifeSearch, and smaller ad-hoc income.

Efficient Investment in our Industry Leading Technology Platform, People and
Product

                                                                  As at Period End
 Group unless otherwise stated                                    Jun-2025  Jun-2024  YoY
 Money Manager Costs (£m)(8)                                      (2.5)     (2.0)     26%
           Of which arise from UK (£m)                            (2.4)     (2.0)     23%
           Of which arise from US (£m)                            (0.1)     nil       n/m

      Employee Benefits Expense                                   (7.1)     (5.7)     23%

      (excluding Share-based Payments) (£m)
           Of which arise from UK (£m)                            (6.1)     (5.7)     7%
           Of which arise from US (£m)                            (0.9)     nil       n/m

      Other Operating Expenses (£m)                               (4.6)     (3.8)     22%
           Of which arise from UK (£m)                            (4.2)     (3.8)     11%
           Of which arise from US (£m)                            (1.2)     (0.4)     n/m
           Of which arise from US Intra-Group (£m)                0.7       0.3       n/m

 Technology Platform Costs and Other Operating Expenses (£m)(9)   (11.7)    (9.6)     22%
           Of which arise from UK (£m)                            (10.3)    (9.5)     9%
           Of which arise from US (£m)                            (2.1)     (0.4)     n/m
           Of which arise from US Intra-Group (£m)                0.7       0.3       n/m

 

 Money Manager Costs rose by 26% to £(2.5)m (H1 2024: £(2.0)m),
 proportionately increasing with Revenue growth.(8)

 Employee Benefits Expense increased by 23% to £(7.1)m (H1 2024: £(5.7)m), as
 we strategically expanded our workforce to 212 as of 30 June 2025 (Jun-2024:
 195), primarily to continue developing our US operations.

 Other Operating Expenses rose by 22% to £(4.6)m (H1 2024: £(3.8)m), driven
 by continued investment in automation, process streamlining, and platform
 enhancements that are already contributing to greater long-term efficiency and
 operational leverage.

 Technology Platform Costs and Other Operating Expenses.(9) Overall, we
 continued to strengthen our scalable technology platform while maintaining
 strong financial discipline, with a clear focus on sustainable growth. Our
 expenditure remains centred on driving operational efficiency and enhancing
 customer experience, underpinned by automation, integration, and a consistent
 focus on productivity.
 United Kingdom

 In the UK, we continued to optimise specialised roles within customer service,
 marketing and technology. By integrating automation and leveraging internal
 systems, our customer service team maintained high response rates(6) and our
 industry-leading Trustpilot score of 4.6★ (H1 2024: 4.7★).(11) Our
 Invested Customers per Staff Member productivity metric improved from 1,264 in
 the first half of 2024 to 1,489 within the same period this year.(7)

 United States

 In the US, we continued to lay strong foundations for growth through targeted
 hiring, market-specific product adaptation, and efficient use of global
 resources. We continued to operate with a small but steadily growing US-based
 team, reaching 13 employees as of 30 June 2025 (Jun-2024: 2).

 Group

 Across the Group, we remain focused on advancing our technology platform and
 expanding efficiently. Our workforce strategy of combining automation,
 targeted hiring, and global collaboration has supported business growth while
 ensuring we remain agile.

 

Profitability Metrics(1)(,)(10)

 

                                                 As at Period End
 Group unless otherwise stated                   Jun-2025  Jun-2024  YoY
 UK Adjusted EBITDA (£m)                         (0.8)     (1.6)     53%
   UK Adjusted EBITDA Margin (% of UK Revenue)   (4)%      (10)%     +6ppt(12)

 US Adjusted EBITDA (£m)                         (2.2)     (0.4)     n/m
   US Adjusted EBITDA Margin (% of US Revenue)   n/a       n/a       n/a

 Adjusted EBITDA (£m)                            (2.9)     (2.0)     (44)%
     Adjusted EBITDA Margin (% of Revenue)       (15)%     (13)%     -2ppt(12)

 Profit/(Loss) before Tax (£m)                   (5.1)     (3.8)     (35)%

 

 Our primary measure of profitability is Adjusted EBITDA, which includes
 Advertising and Marketing Expenses but excludes Finance Costs, Finance Income,
 Depreciation and Amortisation, Share-based Payments, and Expansion Costs,
 providing a clearer view of our underlying operating performance before
 taxation.(1, 10)

 We remain focused on delivering long-term profitability through the continued
 scaling of our operations and disciplined cost management. In the first half
 of 2025, Adjusted EBITDA was £(2.9)m (H1 2024: £(2.0)m), reflecting
 strategic investment in our US market entry.(1, 10) This positions us for
 future top-line growth while maintaining cost discipline across both markets.
 The Adjusted EBITDA Margin was (15)% (H1 2024: (13)%).(10)

 Profit/(Loss) before Tax was £(5.1)m for the first half of 2025, an increase
 from £(3.8)m in H1 2024, consistent with our investment and growth
 ambitions.(1)

 United Kingdom

 In our established UK business, Adjusted EBITDA improved to £(0.8)m (H1 2024:
 £(1.6)m), despite an increase in marketing investment and external market
 volatility earlier in the year.(1, 10) The Adjusted EBITDA Margin improved by
 six percentage points to (4)% (H1 2024: (10)%), highlighting operating
 leverage in the UK as we continue to scale efficiently and serve our ever
 growing Invested Customer base.(1, 10)

 United States

 In the US, Adjusted EBITDA was £(2.2)m (H1 2024: £(0.4)m), reflecting
 strategic investment in establishing our US operations.(1, 10) While the US
 remains in the early stages of its growth cycle, we are making strong progress
 in laying the foundations for scalable growth and investing in long-term
 market presence.

 Group

 As we expand our Invested Customers and continue to grow, we expect to
 continue seeing operating leverage translate into improved margins over time.
 The stability of UK performance and our cost disciplined approach to
 international expansion position us well to drive long-term shareholder value.

 

                                                       As at Period End
 Group unless otherwise stated                         Jun-2025  Jun-2024  YoY
 Adjusted EBITDA (£m)                                  (2.9)     (2.0)     (44)%
      Depreciation and Amortisation Expense (£m)       (0.2)     (0.1)     19%
      Finance Income (£m)                              0.6       -         100%
      Share-based Payments (£m)                        (2.5)     (1.4)     78%
      Expansion Costs (£m)                             -         (0.2)     (100)%
 Profit/(Loss) before Tax (£m)                         (5.1)     (3.8)     (35)%

 Taxation (£m)                                         -         0.1       (100)%

 Basic Earnings per Share                              (2.14)p   (1.64)p   (30)%

 

 Depreciation and Amortisation Expense increased year-on-year to £(0.2)m (H1
 2024: £(0.1)m).

 Finance Income rose to £0.6m in H1 2025 (H1 2024: £nil), reflecting the
 benefit of higher interest earned on our strong cash position.

 Share-based Payments increased during the period £(2.5)m (H1 2024: £(1.4)m).

 Expansion Costs decreased year-on-year to £nil (H1 2024: £0.2).
 Taxation decreased year-on-year to £nil (H1 2024: £0.1m). No deferred tax
 asset was recognised for the carried forward losses.
 Basic Earnings per Share was (2.14)p for H1 2025 (H1 2024: (1.64)p). This
 decreased in line with the change in Profit/(Loss) before Tax.

 Christoph J. Martin

 Chief Financial Officer

 13 August 2025

 Notes:

 1.     See Definitions section.

 2.     Annual Run Rate ('ARR') Revenue is calculated using the recurring
 Revenue for the relevant month multiplied by 12.

 3.     Other Income refers to reimbursements from State Street for US
 Advertising and Marketing Expenses.

 4.     PensionBee UK prompted brand awareness tracker, June 2025. Prompted
 brand awareness measured through a consumer survey asking 'Which of the
 following have you heard of?' with respect to UK financial services brands.
 Prompted brand awareness for June 2025 was 59% and for June 2024 was 54%.
 PensionBee UK unprompted brand awareness tracker, June 2025 measured through a
 consumer survey asking 'Thinking about pensions what brands come to mind?'
 Unprompted brand awareness for June 2025 was 25%.

 5.     Social media following includes Instagram followers, TikTok
 followers, Facebook followers, Youtube subscribers and Linkedin connections.

 6.     Over H1 2025, customer calls had an average live chat wait time of
 13 seconds (calculated as the average time customers are waiting in a queue to
 be put through to a team member). Email response rate calculated as 82% of
 email cases closed within 72 hours over the same period.

 7.     Invested Customers per Staff Member calculated using LTM average
 for the UK workforce. June 2025 workforce only includes employees contracted
 by the UK.

 8.     Money Manager Costs are variable costs paid to PensionBee's money
 managers.

 9.     Technology Platform Costs & Other Operating Expenses comprises
 Employee Benefits Expense (excluding Share-based Payments) and Other Operating
 Expenses.

 10.   PensionBee's Key Performance Indicators include alternative
 performance measures ('APM's), in particular Adjusted Earnings Before
 Taxation, Finance Costs, Finance Income, Depreciation, Amortisation,
 Share-based Payments and Expansion Costs ('Adjusted EBITDA'). APMs are not
 defined by International Financial Reporting Standards ('IFRS') and should be
 considered together with the Group's IFRS measurements of performance.
 PensionBee believes APMs assist in providing additional insight into the
 underlying performance of PensionBee and aid comparability of information
 between reporting periods. A reconciliation to the nearest IFRS number is
 provided in the Notes to the Condensed Consolidated Financial Statements
 'Alternative Performance Measures'.

 11.   Trustpilot score of 4.6★ out of 5 (based on 12,034 reviews) recorded
 as at 11 July 2025. Truspilot score of 4.7★ out of 5 (based on 10,920
 reviews) recorded as at 11 July 2024.

 12.   ppt is the absolute change in percentage points.

Responsibility Statement

 

We confirm that to the best of our knowledge:

 ●      The condensed set of financial statements, prepared in
 accordance with IAS 34 'Interim Financial Reporting', give a true and fair
 view of the assets, liabilities, financial position and profit or loss of the
 Group and the undertakings included in the consolidation taken as a whole as
 required by DTR 4.2.4R.

 ●      The interim management report includes a fair review of the
 information required by DTR 4.2.7R (indication of important events and their
 impact during the first six months and description of principal risks and
 uncertainties for the remaining six months of the year).

 ●      The interim management report includes a fair review of the
 information required by DTR 4.2.8R (disclosure of related parties'
 transactions and changes therein).
 By order of the Board.

 Romi Savova

 Chief Executive Officer

 13 August 2025

 

 Independent Review Report to PensionBee Group plc

 Conclusion

 We have been engaged by PensionBee Group plc (the 'Company') to review the
 condensed set of financial statements in the half-yearly financial report for
 the six months ended 30 June 2025 which comprises the Condensed Consolidated
 Statement of Comprehensive Income, the Condensed Consolidated Statement of
 Financial Position, the Condensed Consolidated Statement of Changes in Equity,
 the Condensed Consolidated Statement of Cash Flows and related Notes 1 to 17.

 Based on our review, nothing has come to our attention that causes us to
 believe that the condensed set of financial statements in the half-yearly
 financial report for the six months ended 30 June 2025 is not prepared, in all
 material respects, in accordance with United Kingdom adopted International
 Accounting Standard 34 and the Disclosure Guidance and Transparency Rules of
 the United Kingdom's Financial Conduct Authority.

 Basis for Conclusion

 We conducted our review in accordance with International Standard on Review
 Engagements (UK) 2410 'Review of Interim Financial Information Performed by
 the Independent Auditor of the Entity' issued by the Financial Reporting
 Council for use in the United Kingdom (ISRE (UK) 2410). A review of interim
 financial information consists of making inquiries, primarily of persons
 responsible for financial and accounting matters, and applying analytical and
 other review procedures. A review is substantially less in scope than an audit
 conducted in accordance with International Standards on Auditing (UK) and
 consequently does not enable us to obtain assurance that we would become aware
 of all significant matters that might be identified in an audit. Accordingly,
 we do not express an audit opinion.

 As disclosed in Note 2, the annual financial statements of the Group are
 prepared in accordance with United Kingdom adopted international accounting
 standards. The condensed set of financial statements included in this
 half-yearly financial report has been prepared in accordance with United
 Kingdom adopted International Accounting Standard 34, 'Interim Financial
 Reporting'.

 Conclusion relating to Going Concern

 Based on our review procedures, which are less extensive than those performed
 in an audit as described in the Basis for Conclusion section of this report,
 nothing has come to our attention to suggest that the directors have
 inappropriately adopted the going concern basis of accounting or that the
 directors have identified material uncertainties relating to going concern
 that are not appropriately disclosed.

 This Conclusion is based on the review procedures performed in accordance with
 ISRE (UK) 2410; however future events or conditions may cause the entity to
 cease to continue as a going concern.

 Responsibilities of the Directors

 The directors are responsible for preparing the half-yearly financial report
 in accordance with the Disclosure Guidance and Transparency Rules of the
 United Kingdom's Financial Conduct Authority.

 In preparing the half-yearly financial report, the directors are responsible
 for assessing the Group's ability to continue as a going concern, disclosing
 as applicable, matters related to going concern and using the going concern
 basis of accounting unless the directors either intend to liquidate the
 Company or to cease operations, or have no realistic alternative but to do so.

 Auditor's Responsibilities for the Review of the Financial Information

 In reviewing the half-yearly financial report, we are responsible for
 expressing to the Company a conclusion on the condensed set of financial
 statements in the half-yearly financial report. Our Conclusion, including our
 Conclusion Relating to Going Concern, are based on procedures that are less
 extensive than audit procedures, as described in the Basis for Conclusion
 paragraph of this report.

 Use of our Report

 This report is made solely to the Company in accordance with ISRE (UK) 2410.
 Our work has been undertaken so that we might state to the Company those
 matters we are required to state to it in an independent review report and for
 no other purpose. To the fullest extent permitted by law, we do not accept or
 assume responsibility to anyone other than the Company, for our review work,
 for this report, or for the conclusions we have formed.

 Deloitte LLP

 Statutory Auditor

 1 New Street Square

 London

 EC4A 3HQ

 13 August 2025

 Condensed Consolidated Statement of Comprehensive Income

 For the Period from 1 January 2025 to 30 June 2025

                                                                                                                                                                    Unaudited       Unaudited

                                                                                                                                                                    six months to    six months to

                                                                                                                                                                    30 June 2025     30 June 2024
                                                                                                                                                              Note  £ 000           £ 000

 Revenue                                                                                                                                                      4     18,856                     15,367
 Employee Benefits Expense                                                                                                                                          (7,050)                    (5,749)

 (excluding Share-based Payments)
 Share-based                                                                                                                                                        (2,546)                    (1,431)
 Payments
 Depreciation                                                                                                                                                       (168)                      (142)
 Expense
 Advertising and Marketing                                                                                                                                          (8,311)                    (5,848)
 Other                                                                                                                                                              (7,131)                    (5,781)
 Expenses
 Other Income                                                                                                                                                 5     734                        -
 Expansion                                                                                                                                                          -                          (172)
 Costs

 Operating Profit/(Loss)                                                                                                                                            (5,616)                    (3,756)

 Finance Income                                                                                                                                                     569                        18
 Finance                                                                                                                                                             (11)                       (14)
 Costs
 Profit/(Loss) before Tax                                                                                                                                           (5,058)                    (3,752)

 Taxation                                                                                                                                                     7     (5)                        77
 Profit/(Loss) for the Period                                                                                                                                       (5,063)                    (3,675)

 Total Comprehensive Profit/(Loss) for the Period wholly attributable to Equity                                                                                      (5,063)                    (3,675)
 Holders of the Company

 Earnings per Share (pence per Share)
 Basic and                                                                                                                                                    8     (2.14)                     (1.64)
 Diluted
 ( )
 The above results were derived from continuing operations.
 Notes 1 to 17 form an integral part of these Condensed Consolidated Financial
 Statements.

 

 

 Condensed Consolidated Statement of Financial Position
 As at 30 June 2025
                                                                                                                                                                               Unaudited      Audited 31 December 2024

                                                                                                                                                                               30 June 2025
                                                                                                                                                                         Note  £ 000          £ 000
 Assets

 Non-current Assets
 Property, Plant and Equipment                                                                                                                                                 300            276
 Intangible Assets                                                                                                                                                       9     612            264
 Right of Use Assets                                                                                                                                                           200            270
 Financial Assets (Deposit)                                                                                                                                                    250            243
                                                                                                                                                                               1,362          1,053

 Current Assets
 Trade and Other                                                                                                                                                         10    4,194          5,224
 Receivables
 Cash and Cash Equivalents                                                                                                                                                     34,110         34,995
                                                                                                                                                                               38,304         40,219

 Total Assets                                                                                                                                                                  39,666         41,272

 Equity and Liabilities

 Equity
 Share                                                                                                                                                                   11    237            236
 Capital
 Share Premium                                                                                                                                                                 72,445         72,445
 Share-based Payment Reserve                                                                                                                                                   18,093         15,547
 Foreign Currency Translation Reserve                                                                                                                                          233            (46)
 Retained Earnings                                                                                                                                                              (58,894)       (53,831)
 Total Equity                                                                                                                                                                  32,114         34,351

 Non-current Liabilities
 Lease Liability                                                                                                                                                               34             125
 Provisions                                                                                                                                                                    55             53
                                                                                                                                                                               89             178
 Current Liabilities
 Lease Liability                                                                                                                                                               179            167
 Trade and Other Payables                                                                                                                                                12    7,284          6,576
                                                                                                                                                                               7,463          6,743

 Total Liabilities                                                                                                                                                             7,552          6,921

 Total Equity and Liabilities                                                                                                                                                  39,666         41,272

 

Notes 1 to 17 form an integral part of these Condensed Consolidated Financial
Statements.

 

Approved by the Board on 13 August 2025 and signed on its behalf by:

 

 

Christoph J. Martin

Chief Financial Officer

 

 Condensed Consolidated Statement of Changes in Equity

 For the Period from 1 January 2025 to 30 June 2025

                                             Share Capital     Share Premium  Share-based Payment Reserve  Foreign Currency Translation Reserve  Retained Earnings  Total
                                    Note     £ 000             £ 000          £ 000                        £ 000                                 £ 000              £ 000

 At 1 January 2024                           224                53,218        12,397                       -                                     (50,694)           15,145
 Profit/(Loss) for the Year                    -                 -              -                          -                                      (3,675)            (3,675)

 Total Comprehensive Profit/(Loss)           -                 -              -                            -                                     (3,675)            (3,675)
 Share-based Payment Transactions            -                 -              1,431                        -                                     -                  1,431
 Exercise of Share Options          14         1                   -            -                          -                                     -                  1
 At 30 June 2024 (unaudited)                        225           53,218      13,828                       -                                     (54,369)           12,902

 At 1 January 2025                           236               72,445         15,547                       (46)                                  (53,831)           34,351
 Profit/(Loss) for the Year                    -                 -              -                          -                                     (5,063)            (5,063)

 Total Comprehensive Profit/(Loss)           -                 -              -                            -                                     (5,063)            (5,063)
 Share-based Payment Transactions            -                 -              2,546                        -                                     -                  2,546
 Exercise of Share Options          14       1                 -              -                            -                                     -                  1
 Currency Translation Adjustment             -                 -              -                            279                                   -                  279
 At 30 June 2025 (unaudited)                 237               72,445         18,093                       233                                   (58,894)           32,114

 

Notes 1 to 17 form an integral part of these Condensed Consolidated Financial
Statements.

 

Condensed Consolidated Statement of Cash Flows

For the Period from 1 January 2025 to 30 June 2025

 

                                                                                                                                 Unaudited       Unaudited

                                                                                                                                 six months to   six months to

                                                                                                                                 30 June 2025    30 June 2024
                                                                                                                           Note  £ 000           £ 000

 Cash Flows from Operating Activities
 Profit/(Loss) for the Period                                                                                                    (5,063)         (3,675)
 Adjustments to Cash Flows from Non-Cash Items
 Depreciation                                                                                                                    168             142
 Finance Costs                                                                                                                   11              14
 Unrealised FX (Gain)/Loss                                                                                                       335             -
 Share-based Payment Transactions                                                                                                2,546           1,431
 Taxation                                                                                                                  7     5               (77)
 Operating Cash Flows before movements in Working Capital                                                                        (1,998)         (2,165)

 Working Capital Adjustments
 Increase in financial assets (deposits)                                                                                         (7)             (11)
 Increase in Trade and Other Receivables                                                                                   10    1,031           (650)
 Increase in Trade and Other Payables                                                                                      12    708              1,846
 Cash generated used in Operations                                                                                               (266)           (980)
 Taxes Paid                                                                                                                      (5)             -
 Net Cash Outflow from Operating Activities                                                                                        (271)           (980)

 Cash Flows from Investing Activities
 Acquisition of Equipment                                                                                                         (105)           (45)
 Development of Intangible Asset                                                                                                 (365)           (183)
 Net Cash Flow used in Investing Activities                                                                                      (470)           (228)

 Cash Flows from Financing Activities
 Payment of Principal and Interest of Lease Liabilities                                                                          (88)            (93)
 Net Cash Outflow from Financing Activities                                                                                       (88)            (93)

 Net Decrease in Cash and Cash Equivalents                                                                                       (829)           (1,301)

 Effect of exchange rate changes on cash and cash equivalent                                                                     (56)            -

 Cash and Cash Equivalents at 1 January                                                                                          34,995          12,214

 Cash and Cash Equivalents at 30 June                                                                                            34,110          10,913
 Notes 1 to 17 form an integral part of these Condensed Consolidated Financial
 Statements.

 

 Notes to the Condensed Consolidated Financial Statements

 For the Period from 1 January 2025 to 30 June 2025

 1.     Corporate Information

 PensionBee Group plc (the 'Company') is the parent company of PensionBee
 Limited, PensionBee Trustees Limited and PensionBee Inc. (the 'Subsidiaries')
 (together the 'Group').

 The Condensed Consolidated Financial Statements of the Group for the six
 months ended 30 June 2025 were authorised for issue in accordance with a
 resolution of the Directors on 13 August 2025.

 PensionBee Group plc is a public limited company, whose shares are listed on
 the London Stock Exchange ('LSE'), incorporated and domiciled in England and
 Wales.

 The address of its registered office is:

 209 Blackfriars Road

 London

 SE1 8NL

 United Kingdom

 Principal Activity

 The principal activity of the Group is that of an online retirement savings
 provider. The Group seeks to make its customers 'Pension Confident' by giving
 them complete control and clarity over their retirement savings. The Group
 helps its customers to combine their retirement savings into one new online
 plan where they can contribute, forecast outcomes, invest effectively, and
 withdraw their retirement savings, all from the palm of their hand.

 2.     Accounting Policies

 Basis of Preparation

 The Annual Financial Statements of PensionBee Group plc will be prepared in
 accordance with United Kingdom adopted International Financial Reporting
 Standards. The condensed set of financial statements included in this
 half-yearly financial report has been prepared in accordance with United
 Kingdom adopted International Accounting Standard 34 'Interim Financial
 Reporting'. The Group has prepared the Condensed Consolidated Financial
 Statements on the basis that it will continue to operate as a going concern.
 The Directors consider that there are no material uncertainties that may cast
 significant doubt over this assumption. The Directors are satisfied that the
 Group has sufficient resources to continue in operation for the foreseeable
 future, a period of not less than 12 months from the date of this report.

 The Condensed Consolidated Financial Statements do not include all the
 information and disclosures required in the Annual Financial Statements, and
 should be read in conjunction with PensionBee Group's Annual Report and
 Financial Statements 2024.

 The Condensed Consolidated Financial Statements are presented in GBP and all
 values are rounded to the nearest thousand (£'000), except when otherwise
 indicated. The functional currency of the Company is GBP because it is the
 primary currency in the economic environment in which the Company operates and
 cash flows from financing activities are generated.

 Basis of Consolidation

 The Condensed Consolidated Financial Statements consolidate the financial
 statements of the Company and its subsidiary undertakings drawn up to 30 June
 2025.

 A subsidiary is an entity controlled by the Company. Control is achieved where
 the Company has the power to govern the financial and operating policies of an
 entity so as to obtain benefits from its activities. The Company reassesses
 whether it controls an entity if facts and circumstances indicate there are
 changes to one or more elements of control.

 On 21 March 2024, PensionBee Group plc incorporated a new wholly owned
 subsidiary, PensionBee Inc. in Delaware, US with operational headquarters in
 New York. The incorporation of this subsidiary is part of the Group's
 strategic initiative to expand its operations into the US market.

 On 27 November 2024, PensionBee Group plc wholly acquired PensionBee Trustees
 Limited at book value of £1. From the acquisition date, PensionBee Trustees
 Limited became a subsidiary of PensionBee Group plc. PensionBee Trustees
 Limited holds the scheme's assets and liabilities under a bare trust
 arrangement and are not recognised within its financial statements. The
 subsidiary is non-operational.

 All intra-Group assets and liabilities, equity, income, expenses and cash
 flows relating to transactions between the members of the Group are eliminated
 on consolidation.

 Summary of Accounting Policies

 The principal accounting policies applied in the preparation of these
 financial statements are set out below. These policies have been consistently
 applied to all the years presented and the interim period policies
 consistently comply with International Accounting Standard 34 'Interim
 Financial Reporting', unless otherwise stated.

 Audit Requirements

 The financial information for the six months ended 30 June 2025 has not been
 audited by Deloitte LLP and accordingly no opinion has been given. The
 comparative financial information for the year ended 31 December 2024 has been
 extracted from the Annual Report and Financial Statements 2024. The financial
 information contained in this Interim Report does not constitute statutory
 accounts as defined in section 435 of the Companies Act 2006 and does not
 reflect all of the information contained in PensionBee Group plc's Annual
 Report and Financial Statements 2024. The Annual Financial Statements for the
 year ended 31 December 2024, which were approved by the Board of Directors on
 12 March 2025, received an unqualified audit report, did not contain a
 statement under section 498 (2) or (3) of the Companies Act 2006 and have been
 filed with the Registrar of Companies.

 Changes in Accounting Policy

 None of the standards, interpretations and amendments effective for the first
 time from 1 January 2025 have had a material effect on the Condensed
 Consolidated Financial Statements.

 Foreign Currency Translation

 Functional and presentation currency

 Items included in the financial statements of each of the Group entities are
 measured using the currency of the primary economic environment in which the
 entity operates ('the functional currency').

 Foreign currency transactions and balances

 In preparing the financial statements of the Group entities, transactions in
 currencies other than the entity's functional currency ('foreign currencies')
 are recognised at the rates of exchange prevailing on the dates of the
 transactions. At each reporting date, monetary assets and liabilities that are
 denominated in foreign currencies are retranslated at the rates prevailing at
 that date. Non-monetary items carried at fair value that are denominated in
 foreign currencies are translated at the rates prevailing at the date when the
 fair value was determined. Non-monetary items that are measured in terms of
 historical cost in a foreign currency are not retranslated. Exchange
 differences are recognised in the Condensed Consolidated Statement of
 Comprehensive Income in the period in which they arise.

 Foreign operations

 For the purpose of presenting the Condensed Consolidated Financial Statements,
 the results and financial position of foreign operations (none of which has
 the currency of a hyperinflationary economy) that have a functional currency
 different from the presentation currency are translated into the presentation
 currency as follows:

 ●      assets and liabilities for each statement of financial position
 presented are translated at the closing rate at the date of that statement of
 financial position;

 ●      income and expenses for each statement of comprehensive income
 are translated at average exchange rates (unless this is not a reasonable
 approximation of the cumulative effect of the rates prevailing on the
 transaction dates, in which case income and expenses are translated at the
 dates of the transactions); and

 ●      all resulting exchange differences are recognised in the
 Condensed Consolidated Statement of Comprehensive Income and accumulated in a
 foreign currency translation reserve.

 Internally Generated Intangible Assets - research and development expenditure

 Expenditure on research activities is recognised as an expense in the period
 in which it is incurred.

 An intangible asset arising from development (or from the development phase of
 an internal project) is recognised if, and only if, all of the following
 conditions have been demonstrated:

 ●      the technical feasibility of completing the intangible asset so
 that it will be available for use or sale;

 ●      the intention to complete the intangible asset and use or sell
 it;

 ●      the ability to use or sell the intangible asset;

 ●      how the intangible asset will generate probable future economic
 benefits;

 ●      the availability of adequate technical, financial and other
 resources to complete the development and to use or sell the intangible asset;
 and

 ●      the ability to measure reliably the expenditure attributable to
 the intangible asset during its development.

 The amount initially recognised for intangible assets is the sum of the
 expenditure incurred from the date when the intangible asset first meets the
 recognition criteria listed above. Where no intangible asset can be
 recognised, development expenditure is recognised in the Condensed Statement
 of Comprehensive Income in the period in which it is incurred.

 Subsequent to initial recognition, intangible assets are reported at cost less
 accumulated amortisation and accumulated impairment losses. The estimated
 useful lives are as follows:

Asset Class                    Amortisation Method and Rate
 Capitalised Development Costs  eight years straight line

 

 Intangible assets are amortised from the point at which the assets are
 available for use.

 3.     Critical Accounting Judgements and Key Sources of Estimation
 Uncertainty

 In the application of the Group'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 where
 the revision affects only that period, or in the period of the revision and
 future periods where the revision affects both current and future periods.

 The Group does not have any critical accounting judgements or key estimation
 uncertainties.

 4.     Revenue

 The analysis of the Group's Revenue for the period from continuing operations
 is as follows:

                   Unaudited       Unaudited

           six months to   six months to  30 June 2024

           30 June 2025
                    £ 000           £ 000
 Recurring Revenue  18,667          15,227
 Other Revenue      189             140
           18,856          15,367

 

 5.     Other Income

       Unaudited       Unaudited

        six months to   six months to

        30 June 2025    30 June 2024
        £ 000           £ 000
 Other Income  734             -
        734             -

During the year the Company (through its subsidiary, PensionBee Inc.) entered
 into an agreement with State Street under which State Street will provide
 meaningful marketing support to PensionBee Inc. Under the terms of the
 agreement, State Street reimburses marketing costs incurred by PensionBee Inc.
 The annual amount of the marketing costs reimbursement is based on the
 achievement of certain net new asset thresholds. Other Income relates to
 marketing costs reimbursements received from State Street. Amounts received in
 advance have been accounted for as deferred income and will be released to
 Other Income to the extent that a qualifying marketing cost has been incurred
 by PensionBee Inc.

 6.     Operating Segments

 Operating segments and reporting segments are reported in a manner consistent
 with the internal reporting provided to the Chief Operating Decision Maker
 ('CODM'). The Group considers that the role of CODM is performed by the Board
 of Directors. The Board of Directors regularly reviews the Group's operating
 results from a geographical perspective and has identified two reportable
 segments of the business: the United Kingdom (PensionBee Group plc and
 PensionBee Limited), and the United States (PensionBee Inc.). PensionBee
 Trustees Limited is a non-operational company domiciled in the United Kingdom.
 Both segments provide the same service; the provision of direct-to-consumer
 online retirement savings consolidation and management.

 The Board of Directors uses Operating Profit/(Loss) to assess the performance
 of the operating segments. The Board of Directors also reviews the assets and
 liabilities of the segments on a quarterly basis.

 Operating Profit

 For the six months to 30 June 2025:

                    United Kingdom  United States  Intersegmental eliminations  Total
                     £ 000           £ 000          £ 000                        £ 000
 Revenue                                19,556          2              (702)                        18,856
 Employee Benefits Expense              (6,146)         (904)          -                            (7,050)
 Share-based Payments                   (2,407)         (139)          -                            (2,546)
 Depreciation and Amortisation Expense  (160)           (8)            -                            (168)
 Advertising and Marketing              (7,577)         (734)          -                            (8,311)
 Other Expenses                         (6,587)         (1,247)        703                          (7,131)
 Other Income                           -               734            -                            734
 Expansion Costs                        -               -              -                            -
 Operating Profit/(Loss)                (3,321)         (2,296)        1                            (5,616)

 

 For the six months to 30 June 2024:

                    United Kingdom  United States  Intersegmental eliminations  Total
                     £ 000           £ 000          £ 000                        £ 000
 Revenue                                15,715          -              (348)                        15,367
 Employee Benefits Expense              (5,726)         (23)           -                            (5,749)
 Share-based Payments                   (1,431)         -              -                            (1,431)

 Depreciation and Amortisation Expense  (142)           -              -                            (142)
 Advertising and Marketing              (5,848)         -              -                            (5,848)
 Other Expenses                         (5,739)         (389)          347                          (5,781)
 Other Income                           -               -              -                            -
 Expansion Costs                        (54)            (118)          -                            (172)
 Operating Profit/(Loss)                (3,225)         (530)          (1)                          (3,756)

 

 Segment Assets and Liabilities

 As at 30 June 2025:

             United Kingdom  United States of America  Intersegmental eliminations  Total
              £ 000           £ 000                     £ 000                        £ 000
 Non-current Assets       5,473           175                       (4,286)                      1,362
 Current Assets           35,295          3,010                     (1)                          38,304
 Non-current Liabilities  (89)            (2,033)                   2,033                        (89)
 Current Liabilities      (4,271)         (3,397)                   205                          (7,463)
 Net Assets               36,408          (2,245)                   (2,049)                      32,114

 

 As at 31 December 2024:

             United Kingdom  United States of America  Intersegmental eliminations  Total
              £ 000           £ 000                     £ 000                        £ 000
 Non-current Assets       4,400           144                       (3,491)                      1,053
 Current Assets           34,887          5,332                     -                            40,219
 Non-current Liabilities  (178)           (1,239)                   1,239                        (178)
 Current Liabilities      (2,528)         (4,391)                   176                          (6,743)
 Net Assets               36,581          (154)                     (2,076)                      34,351

 

 Adjusted EBITDA

 Adjusted EBITDA excludes the effects of significant items of income and
 expenditure which might have an impact on the quality of earnings such as
 non-recurring costs (Expansion Costs) and the effects of equity-settled
 Share-based Payments. See Note 18 for the reconciliation of the Operating
 Profit/(Loss) to Adjusted EBITDA.

 7.     Tax

 Tax credited in the Condensed Consolidated Statement of Comprehensive Income:

                                       Unaudited       Unaudited

                                        six months to   six months to

                                        30 June 2025    30 June 2024
                                        £ 000           £ 000
 Current Taxation
 Corporation Tax                                                               (5)             77
 Tax (Charge)/Credit in the Condensed Consolidated Statement of Comprehensive  (5)             77
 Income

 

 The Tax Charge in the Condensed Consolidated Statement of Comprehensive Income
 relates solely to threshold driven tax charges by the New York City and New
 York State. The prior period Tax Credit in the Condensed Consolidated
 Statement of Comprehensive Income relates solely to enhanced tax credits in
 relation to Research and Development.

 8.     Earnings per Share

 Basic Earnings per Share is calculated by dividing the loss attributable to
 ordinary equity holders of the Company by the weighted average number of
 ordinary shares in issue during the period.

 Diluted Earnings per Share is calculated by dividing the Loss Attributable to
 Ordinary Equity Holders of the Company by the Weighted Average Number of
 ordinary shares in issue during the period. The weighted average number of
 ordinary shares in issue during the period has not been adjusted for the
 effect of the weighted average number of shares that would be issued on the
 conversion of all the potential ordinary shares under option and conditional
 share awards because the potential ordinary shares are anti-dilutive. At each
 balance sheet date reported below, the following potential ordinary shares
 under option and conditional share awards are anti-dilutive and are therefore
 excluded from the weighted average number of ordinary shares for the purpose
 of Diluted Earnings per Share.

                                 Unaudited       Unaudited

                                  six months to   six months to

                                  30 June 2025    30 June 2024
 Number of Potential Ordinary Shares                               12,341,687      10,132,964
 Loss Attributable to Ordinary Equity Holders of the Company (£)   (5,063,000)     (3,675,000)
 Weighted Average Number of Shares Outstanding during the Period   236,636,758     224,100,045
 Basic and Diluted Earnings/(Loss) per Share (pence per Share)     (2.14)          (1.64)

 

 9.     Intangible Assets

             Capitalised Development Costs  Work in Progress  Total
              £ 000                          £ 000             £ 000
 Cost
 At 1 January 2024         -                              -                 -
 Additions                 267                            -                 267
 Disposals                 -                              -                 -
 At 31 December 2024       267                            -                 267
 Additions                 -                              365               365
 Disposals                 -                              -                 -
 At 30 June 2025           267                            365               632

 Accumulated Depreciation
 At 1 January 2024         -                              -                 -
 Charge for the year       3                              -                 3
 Eliminated on disposal    -                              -                 -
 At 31 December 2024       3                              -                 3
 Charge for the period     17                             -                 17
 Eliminated on disposal    -                              -                 -
 At 30 June 2025           20                             -                 20

 Carrying Amount
 At 31 December 2024       264                            264               264
 At 30 June 2025           247                            365               612

Capitalised development costs and work in progress include employee costs and
 directly attributable supplier costs incurred in the development of the
 technology platform and mobile application.

 10.   Trade and Other Receivables

          Unaudited       Audited

           six months to   31 December 2024

           30 June 2025
           £ 000           £ 000
 Trade Receivables  2,813           3,037
 Prepayments        1,209           2,105
 Other Receivables  172             82
                    4,194                           5,224

 

 Trade and Other Receivables are measured at amortised cost and management
 assessed that the carrying value is approximately their fair value due to the
 short-term maturities of these balances.

 11.   Share Capital

 Allotted, Called Up and Fully Paid Shares

         Unaudited 30 June 2025      Audited 31 December 2024
          No. 000       £ 000         No. 000        £ 000
 At 1 January     236,122       236           223,963        224
 Shares Issued    1,013         1             12,159         12
 Closing Balance  237,135       237           236,122        236

 

 During the year, PensionBee Group plc issued ordinary shares, to satisfy the
 exercise of share options totalling 1,012,904 ordinary shares (2024:
 1,348,265) of £0.001 each. The exercise price for each exercised share option
 was £0.001 (2024: £0.001).

 On 28 October 2024, PensionBee Group plc issued 10,810,811 ordinary shares of
 £0.001 each to raise capital. Each share was issued at £1.85. Transaction
 costs incurred and directly attributable to the issuance of these shares
 amounted to £762,000. These costs were recognised as a reduction to the share
 premium.

 Each ordinary share carries one vote per share and ranks pari passu with
 respect to dividends and capital.

 12.   Trade and Other Payables

         Unaudited       Audited

          six months to   31 December 2024

          30 June 2025
          £ 000           £ 000
 Trade Payables    843             111
 Accrued Expenses  3,113           2,257
 Other Payables    330             77
 Deferred Income   2,998           4,131
                   7,284           6,576

Trade and Other Payables are measured at amortised cost and management
 assessed that the carrying value is approximately their fair value due to the
 short-term maturities of these balances.

 Deferred income arises as a result of marketing funding received in advance
 from State Street, a US-based global financial institution, see Note 5.

 13.   Financial Assets and Financial Liabilities

 The carrying values of the financial assets and liabilities are not materially
 different from their fair values.

 14.   Share-based Payments

 PensionBee EMI and Non-EMI Share Option Scheme

 Scheme Details and Movements

 Under the PensionBee EMI and Non-EMI Share Option Scheme, share options were
 granted to eligible employees who had passed their probation period at the
 Group. The exercise price of all share options is £0.001 per share.

 The share options normally vest in the following tranches: 25% of the shares
 vest on the first anniversary of the vesting commencement date, with the
 remaining 75% of the shares vesting quarterly in equal instalments over the
 following three years.

 The fair value of the share options granted is estimated on the date of grant
 by reference to the prevailing share price. Before the Company was listed in
 2021, the fair value was determined by reference to the price paid by external
 investors as part of periodic funding rounds.

 During the year ended 31 December 2021, share options could be exercised upon
 the occurrence of an exit event, a takeover, reconstruction, liquidation and
 sale of the business, to the extent they had vested. In the event that there
 had been no exit event before the tenth anniversary of the date of grant, the
 Directors were able to determine that an option holder could exercise their
 option in the 30 day period before such anniversary.

 Following the listing of the Company in 2021, share options can be exercised
 upon satisfying the service condition.

 Under this scheme, no share options were granted during the six months ended
 30 June 2025 (30 June 2024: nil).

 The total number of share options exercised during the six months ended 30
 June 2025 was 336,506 (30 June 2024: 552,420) and the weighted average
 remaining contractual life is nil months (30 June 2024: three months).

 Deferred Share Bonus Awards

Scheme Details and Movements

Under the PensionBee Omnibus Plan, Deferred Share Bonus Awards ('DSB Awards')
 are granted to eligible employees who are, or were, an employee (including an
 Executive Director) of the Group and have been granted a bonus. DSB Awards are
 granted in the subsequent financial year following the determination of the
 annual bonus outturn. The exercise price of all DSB Awards is £0.001 per
 share.

 For the two Executive Directors that were in office as at 31 December 2021,
 their 2022 granted DSB Awards cliff vest on the third anniversary of the date
 of grant. For the rest of the employees and the subsequent grants, DSB Awards
 vest in three equal tranches over a service period of three years from grant
 date, with the exception of some of the DSB Awards granted in 2025. DSB Awards
 granted in 2025 to employees in the entry to middle management levels in 2025
 vest after a service period of one year from the grant date. DSB Awards vest
 upon satisfying the service condition.

 The fair value of the DSB Awards is the share price on grant date. DSB Awards
 granted by way of share option can be exercised to the extent they have
 vested. DSB Awards granted by way of conditional share awards will
 automatically be released upon vesting.

 1,942,412 DSB Awards were granted during the six months ended 30 June 2025 (30
 June 2024: 1,582,724 ). The weighted average fair value of DSB Awards granted
 during the six months ended 30 June 2025 was £1.47 (30 June 2024: £0.97).

 The total number of DSB Awards exercised during the six months ended 30 June
 2025 was 558,820 (30 June 2024: 334,206) and the weighted average remaining
 contractual life is one year and two months (30 June 2024: ten months).

Long Term Incentives

Scheme Details and Movements

 Under the PensionBee Omnibus Plan, Long Term Incentives in the form of
 Restricted Share Plan Awards ('RSP Awards') are granted to eligible employees
 who are, or were, employees (including an Executive Director) of the Group, at
 mid-level management or higher, and have been granted a bonus. RSP Awards are
 granted in the subsequent year following a bonus grant. The exercise price of
 all RSP Awards is £0.001 per share.

 The RSP Awards vest in tranches, a third of the RSP Awards vest on the third
 anniversary, a third on the fourth anniversary and the last third on the fifth
 anniversary of the vesting commencement date.

 The fair value of the RSP Awards is the share price on grant date discounted
 for restricted selling period. RSP Awards can be exercised to the extent they
 have vested and after a five year holding period. RSP Awards granted by way of
 conditional share awards will be released after the five year holding period.

 1,823,217 RSP Awards were granted during the six months ended 30 June 2025 (30
 June 2024: 2,803,728). The weighted average fair value of RSP Awards granted
 during the six months ended 30 June 2025 was £1.41 (30 June 2024: £0.93).

 The total number of RSP Awards exercised during the six months ended 30 June
 2025 was 84,578 (30 June 2024: nil) and the weighted average remaining
 contractual life is two years and four months (30 June 2024: two years and
 five months).

 Charge/Credit arising from Share-based Payments

 The total charge during the six months ended 30 June 2025 for the Share-based
 Payments was £2,546,000 (30 June 2024: £1,431,000), all of which related to
 equity-settled share-based payment transactions.

 15.   Principal Risks and Uncertainties

 The Board continually reviews the principal risks and uncertainties facing the
 Group that could pose a threat to the delivery of the strategic objectives.
 The Board believes that the nature of the principal risks and uncertainties
 that may have a material effect on the Group's performance over the remainder
 of the financial year remain unchanged from those presented within the Annual
 Report and Financial Statements 2024.

 16.   Related Party Transactions

 Related Party - PensionBee Trustees Limited

 The following related party transactions occurred between PensionBee and
 PensionBee Trustees Limited before the acquisition of PensionBee Trustees
 Limited by PensionBee Group plc on 27 November 2024:

 (i)      Payment of the PensionBee Trustees Limited bank fees on a
 quarterly basis. During the six months to 30 June 2024, bank fees amounted to
 £109,000 There was no outstanding balance as at 30 June 2024.

 (ii)     Payment of the PensionBee Trustees Limited's Data Protection fee
 on an annual basis. During the six months to 30 June 2024, payments amounted
 to £35. There was no outstanding balance as at 30 June 2024.

 Transactions with Directors

 There were no transactions with Directors during the six months ended 30 June
 2025 (30 June 2024: £nil). There was no outstanding balance as at 30 June
 2025 (30 June 2024: £nil).

 17.   Events After the Reporting Period

 There were no events of material impact to the financial statements that
 occurred after the reporting date.
 18.   Alternative Performance Measures

 The Group uses a variety of alternative performance measures ('APM's') which
 are not defined or specified by IFRS, in particular Adjusted Earnings Before
 Interest, Taxes, Depreciation and Amortisation ('EBITDA'). The Directors use a
 combination of APMs and IFRS measures when reviewing the performance and
 position of the Group and believe that each of these measures provides useful
 information with respect to the Group's business and operations. The Directors
 consider that these APMs illustrate the underlying performance of the business
 by excluding items considered by management not to be reflective of the
 underlying trading operations of the Group.

 The APMs used by the Group are defined below and reconciled to the related
 IFRS financial measures:

 Adjusted EBITDA

 Adjusted EBITDA represents the Operating Profit/(Loss) for the period before
 Taxation, Finance Costs, Finance Income, Depreciation, Amortisation,
 Share-based Payments and Expansion Costs.

 The Adjusted EBITDA for the Group:

             Unaudited       Unaudited

              six months to   six months to

              30 June 2025    30 June 2024
              £ 000           £ 000
 Operating Loss           (5,616)         (3,756)
 Depreciation             168             142
 Share-based Payments(1)  2,546           1,431
 Expansion Costs(2)       -               172
 Adjusted EBITDA          (2,902)         (2,010)

 

 Notes:

 1.   Relates to the total annual charge in relation to the Share-based
 Payments as detailed in Note 14.

 2.   Relates to one-off expenses incurred in relation to expansion into the
 United States.

 PensionBee Trustees Limited is a non-operational company domiciled in the
 United Kingdom.

 The Adjusted EBITDA for PensionBee UK (PensionBee Group plc and PensionBee
 Limited):

                    Unaudited       Unaudited

                     six months to   six months to

                     30 June 2025    30 June 2024
                     £ 000           £ 000
 Operating Profit/(Loss)(1)             (3,321)         (3,224)
 Depreciation and Amortisation Expense  160             142
 Share-based Payments(2)                2,407           1,431
 Expansion Costs(3)                     -               54
 UK Adjusted EBITDA                     (754)           (1,598)

 

 Notes:

 1.   Operating Profit/(Loss) includes income generated from the provision of
 services from PensionBee Limited to PensionBee Inc. during the six months to
 30 June 2025 amounting to £702,000) (30 June 2024: £348,000). All
 inter-company transactions are on an arm's length basis.

 2.   Relates to annual charge in relation to Share-based Payments as
 detailed in Note14.

 3.   Relates to one-off expenses incurred in relation to expansion into the
 United States.

 The Adjusted EBITDA for PensionBee US (PensionBee Inc.):

                    Unaudited       Unaudited

                     six months to   six months to

                     30 June 2025    30 June 2024
                     £ 000           £ 000
 Operating Profit/(Loss)(1)             (2,296)         (532)
 Depreciation and Amortisation Expense  8               -
 Share-based Payments(2)                139             -
 Expansion Costs(3)                     -               118
 US Adjusted EBITDA                     (2,149)         (414)

 

 Notes:

 1.   Operating Profit/(Loss) includes expenses incurred from the provision
 of services from PensionBee Limited to PensionBee Inc. during the six months
 to 30 June 2025 amounting to £703,000 (30 June 2024: £348,000). All
 inter-company transactions are on an arm's length basis.

 2.   Relates to annual charge in relation to Share-based Payments expense as
 detailed in Note 14.

 3.   Relates to one-off expenses incurred in relation to expansion into the
 United States.

 

Intangible assets are amortised from the point at which the assets are
available for use.

 

3.     Critical Accounting Judgements and Key Sources of Estimation
Uncertainty

 

In the application of the Group'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 where
the revision affects only that period, or in the period of the revision and
future periods where the revision affects both current and future periods.

 

The Group does not have any critical accounting judgements or key estimation
uncertainties.

 

4.     Revenue

 

The analysis of the Group's Revenue for the period from continuing operations
is as follows:

 

                    Unaudited       Unaudited

                    six months to   six months to  30 June 2024

                    30 June 2025
                    £ 000           £ 000
 Recurring Revenue  18,667          15,227
 Other Revenue      189             140
                    18,856          15,367

 

5.     Other Income

 

               Unaudited       Unaudited

               six months to   six months to

               30 June 2025    30 June 2024
               £ 000           £ 000
 Other Income  734             -
               734             -

During the year the Company (through its subsidiary, PensionBee Inc.) entered
into an agreement with State Street under which State Street will provide
meaningful marketing support to PensionBee Inc. Under the terms of the
agreement, State Street reimburses marketing costs incurred by PensionBee Inc.
The annual amount of the marketing costs reimbursement is based on the
achievement of certain net new asset thresholds. Other Income relates to
marketing costs reimbursements received from State Street. Amounts received in
advance have been accounted for as deferred income and will be released to
Other Income to the extent that a qualifying marketing cost has been incurred
by PensionBee Inc.

6.     Operating Segments

 

Operating segments and reporting segments are reported in a manner consistent
with the internal reporting provided to the Chief Operating Decision Maker
('CODM'). The Group considers that the role of CODM is performed by the Board
of Directors. The Board of Directors regularly reviews the Group's operating
results from a geographical perspective and has identified two reportable
segments of the business: the United Kingdom (PensionBee Group plc and
PensionBee Limited), and the United States (PensionBee Inc.). PensionBee
Trustees Limited is a non-operational company domiciled in the United Kingdom.
Both segments provide the same service; the provision of direct-to-consumer
online retirement savings consolidation and management.

 

The Board of Directors uses Operating Profit/(Loss) to assess the performance
of the operating segments. The Board of Directors also reviews the assets and
liabilities of the segments on a quarterly basis.

 

Operating Profit

 

For the six months to 30 June 2025:

 

                                        United Kingdom  United States  Intersegmental eliminations  Total
                                        £ 000           £ 000          £ 000                        £ 000
 Revenue                                19,556          2              (702)                        18,856
 Employee Benefits Expense              (6,146)         (904)          -                            (7,050)
 Share-based Payments                   (2,407)         (139)          -                            (2,546)
 Depreciation and Amortisation Expense  (160)           (8)            -                            (168)
 Advertising and Marketing              (7,577)         (734)          -                            (8,311)
 Other Expenses                         (6,587)         (1,247)        703                          (7,131)
 Other Income                           -               734            -                            734
 Expansion Costs                        -               -              -                            -
 Operating Profit/(Loss)                (3,321)         (2,296)        1                            (5,616)

 

For the six months to 30 June 2024:

 

                                        United Kingdom  United States  Intersegmental eliminations  Total
                                        £ 000           £ 000          £ 000                        £ 000
 Revenue                                15,715          -              (348)                        15,367
 Employee Benefits Expense              (5,726)         (23)           -                            (5,749)
 Share-based Payments                   (1,431)         -              -                            (1,431)

 Depreciation and Amortisation Expense  (142)           -              -                            (142)
 Advertising and Marketing              (5,848)         -              -                            (5,848)
 Other Expenses                         (5,739)         (389)          347                          (5,781)
 Other Income                           -               -              -                            -
 Expansion Costs                        (54)            (118)          -                            (172)
 Operating Profit/(Loss)                (3,225)         (530)          (1)                          (3,756)

 

Segment Assets and Liabilities

 

As at 30 June 2025:

 

                          United Kingdom  United States of America  Intersegmental eliminations  Total
                          £ 000           £ 000                     £ 000                        £ 000
 Non-current Assets       5,473           175                       (4,286)                      1,362
 Current Assets           35,295          3,010                     (1)                          38,304
 Non-current Liabilities  (89)            (2,033)                   2,033                        (89)
 Current Liabilities      (4,271)         (3,397)                   205                          (7,463)
 Net Assets               36,408          (2,245)                   (2,049)                      32,114

 

As at 31 December 2024:

 

                          United Kingdom  United States of America  Intersegmental eliminations  Total
                          £ 000           £ 000                     £ 000                        £ 000
 Non-current Assets       4,400           144                       (3,491)                      1,053
 Current Assets           34,887          5,332                     -                            40,219
 Non-current Liabilities  (178)           (1,239)                   1,239                        (178)
 Current Liabilities      (2,528)         (4,391)                   176                          (6,743)
 Net Assets               36,581          (154)                     (2,076)                      34,351

 

Adjusted EBITDA

 

Adjusted EBITDA excludes the effects of significant items of income and
expenditure which might have an impact on the quality of earnings such as
non-recurring costs (Expansion Costs) and the effects of equity-settled
Share-based Payments. See Note 18 for the reconciliation of the Operating
Profit/(Loss) to Adjusted EBITDA.

 

7.     Tax

 

Tax credited in the Condensed Consolidated Statement of Comprehensive Income:

 

                                                                               Unaudited       Unaudited

                                                                               six months to   six months to

                                                                               30 June 2025    30 June 2024
                                                                               £ 000           £ 000
 Current Taxation
 Corporation Tax                                                               (5)             77
 Tax (Charge)/Credit in the Condensed Consolidated Statement of Comprehensive  (5)             77
 Income

 

The Tax Charge in the Condensed Consolidated Statement of Comprehensive Income
relates solely to threshold driven tax charges by the New York City and New
York State. The prior period Tax Credit in the Condensed Consolidated
Statement of Comprehensive Income relates solely to enhanced tax credits in
relation to Research and Development.

 

8.     Earnings per Share

 

Basic Earnings per Share is calculated by dividing the loss attributable to
ordinary equity holders of the Company by the weighted average number of
ordinary shares in issue during the period.

Diluted Earnings per Share is calculated by dividing the Loss Attributable to
Ordinary Equity Holders of the Company by the Weighted Average Number of
ordinary shares in issue during the period. The weighted average number of
ordinary shares in issue during the period has not been adjusted for the
effect of the weighted average number of shares that would be issued on the
conversion of all the potential ordinary shares under option and conditional
share awards because the potential ordinary shares are anti-dilutive. At each
balance sheet date reported below, the following potential ordinary shares
under option and conditional share awards are anti-dilutive and are therefore
excluded from the weighted average number of ordinary shares for the purpose
of Diluted Earnings per Share.

 

                                                                   Unaudited       Unaudited

                                                                   six months to   six months to

                                                                   30 June 2025    30 June 2024
 Number of Potential Ordinary Shares                               12,341,687      10,132,964
 Loss Attributable to Ordinary Equity Holders of the Company (£)   (5,063,000)     (3,675,000)
 Weighted Average Number of Shares Outstanding during the Period   236,636,758     224,100,045
 Basic and Diluted Earnings/(Loss) per Share (pence per Share)     (2.14)          (1.64)

 

9.     Intangible Assets

 

                           Capitalised Development Costs  Work in Progress  Total
                           £ 000                          £ 000             £ 000
 Cost
 At 1 January 2024         -                              -                 -
 Additions                 267                            -                 267
 Disposals                 -                              -                 -
 At 31 December 2024       267                            -                 267
 Additions                 -                              365               365
 Disposals                 -                              -                 -
 At 30 June 2025           267                            365               632

 Accumulated Depreciation
 At 1 January 2024         -                              -                 -
 Charge for the year       3                              -                 3
 Eliminated on disposal    -                              -                 -
 At 31 December 2024       3                              -                 3
 Charge for the period     17                             -                 17
 Eliminated on disposal    -                              -                 -
 At 30 June 2025           20                             -                 20

 Carrying Amount
 At 31 December 2024       264                            264               264
 At 30 June 2025           247                            365               612

Capitalised development costs and work in progress include employee costs and
directly attributable supplier costs incurred in the development of the
technology platform and mobile application.

10.   Trade and Other Receivables

 

                    Unaudited       Audited

                    six months to   31 December 2024

                    30 June 2025
                    £ 000           £ 000
 Trade Receivables  2,813           3,037
 Prepayments        1,209           2,105
 Other Receivables  172             82
                    4,194                           5,224

 

Trade and Other Receivables are measured at amortised cost and management
assessed that the carrying value is approximately their fair value due to the
short-term maturities of these balances.

 

11.   Share Capital

 

Allotted, Called Up and Fully Paid Shares

 

                  Unaudited 30 June 2025      Audited 31 December 2024
                  No. 000       £ 000         No. 000        £ 000
 At 1 January     236,122       236           223,963        224
 Shares Issued    1,013         1             12,159         12
 Closing Balance  237,135       237           236,122        236

 

During the year, PensionBee Group plc issued ordinary shares, to satisfy the
exercise of share options totalling 1,012,904 ordinary shares (2024:
1,348,265) of £0.001 each. The exercise price for each exercised share option
was £0.001 (2024: £0.001).

 

On 28 October 2024, PensionBee Group plc issued 10,810,811 ordinary shares of
£0.001 each to raise capital. Each share was issued at £1.85. Transaction
costs incurred and directly attributable to the issuance of these shares
amounted to £762,000. These costs were recognised as a reduction to the share
premium.

 

Each ordinary share carries one vote per share and ranks pari passu with
respect to dividends and capital.

 

12.   Trade and Other Payables

 

                   Unaudited       Audited

                   six months to   31 December 2024

                   30 June 2025
                   £ 000           £ 000
 Trade Payables    843             111
 Accrued Expenses  3,113           2,257
 Other Payables    330             77
 Deferred Income   2,998           4,131
                   7,284           6,576

Trade and Other Payables are measured at amortised cost and management
assessed that the carrying value is approximately their fair value due to the
short-term maturities of these balances.

Deferred income arises as a result of marketing funding received in advance
from State Street, a US-based global financial institution, see Note 5.

 

13.   Financial Assets and Financial Liabilities

The carrying values of the financial assets and liabilities are not materially
different from their fair values.

 

14.   Share-based Payments

PensionBee EMI and Non-EMI Share Option Scheme

Scheme Details and Movements

Under the PensionBee EMI and Non-EMI Share Option Scheme, share options were
granted to eligible employees who had passed their probation period at the
Group. The exercise price of all share options is £0.001 per share.

The share options normally vest in the following tranches: 25% of the shares
vest on the first anniversary of the vesting commencement date, with the
remaining 75% of the shares vesting quarterly in equal instalments over the
following three years.

The fair value of the share options granted is estimated on the date of grant
by reference to the prevailing share price. Before the Company was listed in
2021, the fair value was determined by reference to the price paid by external
investors as part of periodic funding rounds.

During the year ended 31 December 2021, share options could be exercised upon
the occurrence of an exit event, a takeover, reconstruction, liquidation and
sale of the business, to the extent they had vested. In the event that there
had been no exit event before the tenth anniversary of the date of grant, the
Directors were able to determine that an option holder could exercise their
option in the 30 day period before such anniversary.

Following the listing of the Company in 2021, share options can be exercised
upon satisfying the service condition.

Under this scheme, no share options were granted during the six months ended
30 June 2025 (30 June 2024: nil).

The total number of share options exercised during the six months ended 30
June 2025 was 336,506 (30 June 2024: 552,420) and the weighted average
remaining contractual life is nil months (30 June 2024: three months).

 

Deferred Share Bonus Awards

Scheme Details and Movements

Under the PensionBee Omnibus Plan, Deferred Share Bonus Awards ('DSB Awards')
are granted to eligible employees who are, or were, an employee (including an
Executive Director) of the Group and have been granted a bonus. DSB Awards are
granted in the subsequent financial year following the determination of the
annual bonus outturn. The exercise price of all DSB Awards is £0.001 per
share.

For the two Executive Directors that were in office as at 31 December 2021,
their 2022 granted DSB Awards cliff vest on the third anniversary of the date
of grant. For the rest of the employees and the subsequent grants, DSB Awards
vest in three equal tranches over a service period of three years from grant
date, with the exception of some of the DSB Awards granted in 2025. DSB Awards
granted in 2025 to employees in the entry to middle management levels in 2025
vest after a service period of one year from the grant date. DSB Awards vest
upon satisfying the service condition.

The fair value of the DSB Awards is the share price on grant date. DSB Awards
granted by way of share option can be exercised to the extent they have
vested. DSB Awards granted by way of conditional share awards will
automatically be released upon vesting.

1,942,412 DSB Awards were granted during the six months ended 30 June 2025 (30
June 2024: 1,582,724 ). The weighted average fair value of DSB Awards granted
during the six months ended 30 June 2025 was £1.47 (30 June 2024: £0.97).

The total number of DSB Awards exercised during the six months ended 30 June
2025 was 558,820 (30 June 2024: 334,206) and the weighted average remaining
contractual life is one year and two months (30 June 2024: ten months).

Long Term Incentives

Scheme Details and Movements

Under the PensionBee Omnibus Plan, Long Term Incentives in the form of
Restricted Share Plan Awards ('RSP Awards') are granted to eligible employees
who are, or were, employees (including an Executive Director) of the Group, at
mid-level management or higher, and have been granted a bonus. RSP Awards are
granted in the subsequent year following a bonus grant. The exercise price of
all RSP Awards is £0.001 per share.

The RSP Awards vest in tranches, a third of the RSP Awards vest on the third
anniversary, a third on the fourth anniversary and the last third on the fifth
anniversary of the vesting commencement date.

The fair value of the RSP Awards is the share price on grant date discounted
for restricted selling period. RSP Awards can be exercised to the extent they
have vested and after a five year holding period. RSP Awards granted by way of
conditional share awards will be released after the five year holding period.

1,823,217 RSP Awards were granted during the six months ended 30 June 2025 (30
June 2024: 2,803,728). The weighted average fair value of RSP Awards granted
during the six months ended 30 June 2025 was £1.41 (30 June 2024: £0.93).

The total number of RSP Awards exercised during the six months ended 30 June
2025 was 84,578 (30 June 2024: nil) and the weighted average remaining
contractual life is two years and four months (30 June 2024: two years and
five months).

 

Charge/Credit arising from Share-based Payments

 

The total charge during the six months ended 30 June 2025 for the Share-based
Payments was £2,546,000 (30 June 2024: £1,431,000), all of which related to
equity-settled share-based payment transactions.

 

15.   Principal Risks and Uncertainties

 

The Board continually reviews the principal risks and uncertainties facing the
Group that could pose a threat to the delivery of the strategic objectives.
The Board believes that the nature of the principal risks and uncertainties
that may have a material effect on the Group's performance over the remainder
of the financial year remain unchanged from those presented within the Annual
Report and Financial Statements 2024.

 

16.   Related Party Transactions

 

Related Party - PensionBee Trustees Limited

 

The following related party transactions occurred between PensionBee and
PensionBee Trustees Limited before the acquisition of PensionBee Trustees
Limited by PensionBee Group plc on 27 November 2024:

(i)      Payment of the PensionBee Trustees Limited bank fees on a
quarterly basis. During the six months to 30 June 2024, bank fees amounted to
£109,000 There was no outstanding balance as at 30 June 2024.

(ii)     Payment of the PensionBee Trustees Limited's Data Protection fee
on an annual basis. During the six months to 30 June 2024, payments amounted
to £35. There was no outstanding balance as at 30 June 2024.

 

Transactions with Directors

 

There were no transactions with Directors during the six months ended 30 June
2025 (30 June 2024: £nil). There was no outstanding balance as at 30 June
2025 (30 June 2024: £nil).

 

17.   Events After the Reporting Period

 

There were no events of material impact to the financial statements that
occurred after the reporting date.

18.   Alternative Performance Measures

 

The Group uses a variety of alternative performance measures ('APM's') which
are not defined or specified by IFRS, in particular Adjusted Earnings Before
Interest, Taxes, Depreciation and Amortisation ('EBITDA'). The Directors use a
combination of APMs and IFRS measures when reviewing the performance and
position of the Group and believe that each of these measures provides useful
information with respect to the Group's business and operations. The Directors
consider that these APMs illustrate the underlying performance of the business
by excluding items considered by management not to be reflective of the
underlying trading operations of the Group.

 

The APMs used by the Group are defined below and reconciled to the related
IFRS financial measures:

 

Adjusted EBITDA

 

Adjusted EBITDA represents the Operating Profit/(Loss) for the period before
Taxation, Finance Costs, Finance Income, Depreciation, Amortisation,
Share-based Payments and Expansion Costs.

 

The Adjusted EBITDA for the Group:

 

                          Unaudited       Unaudited

                          six months to   six months to

                          30 June 2025    30 June 2024
                          £ 000           £ 000
 Operating Loss           (5,616)         (3,756)
 Depreciation             168             142
 Share-based Payments(1)  2,546           1,431
 Expansion Costs(2)       -               172
 Adjusted EBITDA          (2,902)         (2,010)

 

Notes:

1.   Relates to the total annual charge in relation to the Share-based
Payments as detailed in Note 14.

2.   Relates to one-off expenses incurred in relation to expansion into the
United States.

 

PensionBee Trustees Limited is a non-operational company domiciled in the
United Kingdom.

 

The Adjusted EBITDA for PensionBee UK (PensionBee Group plc and PensionBee
Limited):

 

                                        Unaudited       Unaudited

                                        six months to   six months to

                                        30 June 2025    30 June 2024
                                        £ 000           £ 000
 Operating Profit/(Loss)(1)             (3,321)         (3,224)
 Depreciation and Amortisation Expense  160             142
 Share-based Payments(2)                2,407           1,431
 Expansion Costs(3)                     -               54
 UK Adjusted EBITDA                     (754)           (1,598)

 

Notes:

1.   Operating Profit/(Loss) includes income generated from the provision of
services from PensionBee Limited to PensionBee Inc. during the six months to
30 June 2025 amounting to £702,000) (30 June 2024: £348,000). All
inter-company transactions are on an arm's length basis.

2.   Relates to annual charge in relation to Share-based Payments as
detailed in Note14.

3.   Relates to one-off expenses incurred in relation to expansion into the
United States.

 

The Adjusted EBITDA for PensionBee US (PensionBee Inc.):

 

                                        Unaudited       Unaudited

                                        six months to   six months to

                                        30 June 2025    30 June 2024
                                        £ 000           £ 000
 Operating Profit/(Loss)(1)             (2,296)         (532)
 Depreciation and Amortisation Expense  8               -
 Share-based Payments(2)                139             -
 Expansion Costs(3)                     -               118
 US Adjusted EBITDA                     (2,149)         (414)

 

Notes:

1.   Operating Profit/(Loss) includes expenses incurred from the provision
of services from PensionBee Limited to PensionBee Inc. during the six months
to 30 June 2025 amounting to £703,000 (30 June 2024: £348,000). All
inter-company transactions are on an arm's length basis.

2.   Relates to annual charge in relation to Share-based Payments expense as
detailed in Note 14.

3.   Relates to one-off expenses incurred in relation to expansion into the
United States.

 

 Definitions

 Group Financial Performance Measures

Revenue                           Revenue means the income generated from the asset base of PensionBee's
                  customers, essentially annual management fees charged on the AUA, together
                  with a minor revenue contribution from other services over the period.
 Adjusted EBITDA*                  Adjusted EBITDA is the Operating Profit or Loss Before Taxation, Finance
                  Costs, Finance Income, Depreciation, Amortisation, Share-based Payments and
                  Expansion Costs over the period.
 Adjusted EBITDA Margin*           Adjusted EBITDA Margin means Adjusted EBITDA as a percentage of Revenue for
                  the relevant period.
 Profit/(Loss) before Tax ('PBT')  Profit/(Loss) before Tax is a measure that looks at PensionBee's profit or
                  losses before it has paid corporate income tax over the period.
 Basic Earnings per Share ('EPS')  Basic Earnings per Share is calculated by dividing the profit or loss
                  attributable to ordinary equity holders of the Group by the weighted average
                  number of ordinary shares in issue during the period.

* PensionBee's Key Performance Indicators include alternative performance
 measures ('APM's), in particular Adjusted Earnings Before Interest, Taxes,
 Depreciation, Amortisation, Share-based Payments and Expansion Costs
 ('Adjusted EBITDA'). APMs are not defined by International Financial Reporting
 Standards ('IFRS') and should be considered together with the Group's IFRS
 measurements of performance. PensionBee believes APMs assist in providing
 additional insight into the underlying performance of PensionBee and aid
 comparability of information between reporting periods. A reconciliation to
 the nearest IFRS number is provided in Note 18 to the Condensed Consolidated
 Financial Statements 'Alternative Performance Measures'.

 Group Non-Financial Performance Measures

Assets under Administration ('AUA')  Assets under Administration is the total invested value of pension assets
                    within PensionBee's Invested Customers' pensions. It measures the new inflows
                    less the outflows and records a change in the market value of the assets. This
                    KPI has been selected because AUA is a measurement of the growth of the
                    business and is the primary driver of Revenue.
 AUA Retention Rate (% of AUA)        AUA Retention measures the percentage of retained PensionBee AUA from
                    transfers out over the average of the trailing twelve months. High AUA
                    retention provides more certainty of future Revenue. This measure can also be
                    used to monitor customer satisfaction.
 Net Flows                            Net Flows measures the cumulative inflow of PensionBee AUA from consolidation
                    and contribution ('Gross Inflows'), less the outflows from withdrawals and
                    transfers out ('Gross Outflows') over the relevant period.
 Invested Customers ('IC')            Invested Customers means those customers who have transferred pension assets
                    or made contributions into one of PensionBee's investment plans.
 Customer Retention Rate (% of IC)    Customer Retention Rate measures the percentage of retained PensionBee
                    Invested Customers over the average of the trailing twelve months. High
                    customer retention provides more certainty of future Revenue. This measure can
                    also be used to monitor customer satisfaction.
 Cost per Invested Customer ('CPIC')  Cost per Invested Customer means the cumulative advertising and marketing
                    costs incurred since PensionBee commenced operations up until the relevant
                    point in time divided by the cumulative number of Invested Customers at that
                    point in time. This measure monitors cost discipline of customer acquisition.
                    PensionBee's desired CPIC threshold is £200-£250. At present, this metric
                    relates only to the UK business.
 Revenue Margin (% of AUA)            Revenue Margin expresses the Recurring Revenue over the average quarterly AUA
                    held in PensionBee's investment plans over the period.

 Company Information

 PensionBee Executive Directors

 Romi Savova (Chief Executive Officer)

 Jonathan Lister Parsons (Chief Technology Officer)

 Christoph J. Martin (Chief Financial Officer)

 PensionBee Non-Executive Directors

 Mark Wood CBE (Non-Executive Chair)

 Mary Francis CBE (Senior Independent Non-Executive Director)

 Michelle Cracknell CBE (Independent Non-Executive Director)

 Lara Oyesanya FRSA (Independent Non-Executive Director)

 Company Secretary

 Michael Tavener

 Registered Number

 13172844

 Registered Office

 209 Blackfriars Road

 London SE1 8NL

 United Kingdom

 Auditor

 Deloitte LLP

 1New Street Square

 London

 EC4A 3HQ

 United Kingdom

* PensionBee's Key Performance Indicators include alternative performance
measures ('APM's), in particular Adjusted Earnings Before Interest, Taxes,
Depreciation, Amortisation, Share-based Payments and Expansion Costs
('Adjusted EBITDA'). APMs are not defined by International Financial Reporting
Standards ('IFRS') and should be considered together with the Group's IFRS
measurements of performance. PensionBee believes APMs assist in providing
additional insight into the underlying performance of PensionBee and aid
comparability of information between reporting periods. A reconciliation to
the nearest IFRS number is provided in Note 18 to the Condensed Consolidated
Financial Statements 'Alternative Performance Measures'.

Group Non-Financial Performance Measures

 Assets under Administration ('AUA')  Assets under Administration is the total invested value of pension assets
                                      within PensionBee's Invested Customers' pensions. It measures the new inflows
                                      less the outflows and records a change in the market value of the assets. This
                                      KPI has been selected because AUA is a measurement of the growth of the
                                      business and is the primary driver of Revenue.
 AUA Retention Rate (% of AUA)        AUA Retention measures the percentage of retained PensionBee AUA from
                                      transfers out over the average of the trailing twelve months. High AUA
                                      retention provides more certainty of future Revenue. This measure can also be
                                      used to monitor customer satisfaction.
 Net Flows                            Net Flows measures the cumulative inflow of PensionBee AUA from consolidation
                                      and contribution ('Gross Inflows'), less the outflows from withdrawals and
                                      transfers out ('Gross Outflows') over the relevant period.
 Invested Customers ('IC')            Invested Customers means those customers who have transferred pension assets
                                      or made contributions into one of PensionBee's investment plans.
 Customer Retention Rate (% of IC)    Customer Retention Rate measures the percentage of retained PensionBee
                                      Invested Customers over the average of the trailing twelve months. High
                                      customer retention provides more certainty of future Revenue. This measure can
                                      also be used to monitor customer satisfaction.
 Cost per Invested Customer ('CPIC')  Cost per Invested Customer means the cumulative advertising and marketing
                                      costs incurred since PensionBee commenced operations up until the relevant
                                      point in time divided by the cumulative number of Invested Customers at that
                                      point in time. This measure monitors cost discipline of customer acquisition.
                                      PensionBee's desired CPIC threshold is £200-£250. At present, this metric
                                      relates only to the UK business.
 Revenue Margin (% of AUA)            Revenue Margin expresses the Recurring Revenue over the average quarterly AUA
                                      held in PensionBee's investment plans over the period.

 Company Information

 PensionBee Executive Directors

 Romi Savova (Chief Executive Officer)

 Jonathan Lister Parsons (Chief Technology Officer)

 Christoph J. Martin (Chief Financial Officer)

 PensionBee Non-Executive Directors

 Mark Wood CBE (Non-Executive Chair)

 Mary Francis CBE (Senior Independent Non-Executive Director)

 Michelle Cracknell CBE (Independent Non-Executive Director)

 Lara Oyesanya FRSA (Independent Non-Executive Director)

 Company Secretary

 Michael Tavener

 Registered Number

 13172844

 Registered Office

 209 Blackfriars Road

 London SE1 8NL

 United Kingdom

 Auditor

 Deloitte LLP

 1 New Street Square

 London

 EC4A 3HQ

 United Kingdom

 

 

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