REG - Pulsar Group PLC - FINAL RESULTS FOR THE YEAR ENDED 30 NOVEMBER 2025
Today 07:01
For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20260501:nRSA6936Ca&default-theme=true
RNS Number : 6936C Pulsar Group PLC 01 May 2026
This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the company's obligations under Article 17 of MAR
1 May 2026
PULSAR GROUP PLC
("Pulsar Group", the "Company" or the "Group")
UNAUDITED PRELIMINARY RESULTS FOR THE YEAR ENDED 30 NOVEMBER 2025
Pulsar Group Plc (AIM: PULS), the market leading audience intelligence
business delivering Software-as-a-Service ("SaaS") solutions for the global
marketing and communications industries, is pleased to announce its unaudited
preliminary results for the year ended 30 November 2025.
Highlights
· Pulsar Group's strategy continues to be focussed on accelerating its
evolution into a global leader in AI-driven audience intelligence, providing
the mission-critical decision infrastructure required by marcomms
professionals to navigate increasingly complex and fragmented media
environments.
· Annualised Recurring Revenue ("ARR") increased by £3.9m(1) in the
period, demonstrating sustained growth momentum across the Group. This ARR
growth was driven by a one-percentage point increase in renewal rates compared
to the prior year and a major, multi-year contract win with a multinational
marketing and communications company, demonstrating the positive impact of the
Group's investments in products and services which have clearly resonated with
customers.
· Reported revenue for the year was £61.2 million (2024: £62.0 million
reported, £60.1m(1)), with recurring revenue comprising 96% of total revenue
(2024: 98%) as the Group has continued to focus on winning and delivering
profitable, long-term customer contracts.
· The Group delivered a 12% increase in Adjusted EBITDA to £10.4
million (2024: £9.3 million), with Adjusted EBITDA margins improving to 17%
(2024: 15.0%). This performance was underpinned by our global restructuring
programme, which successfully removed £7.0m from the annualised cost base and
reduced FTE headcount by 20% during the 2025 calendar year. Overall FTE has
reduced from 918 in November 2024 to 710 as at April 2026 (23%). These actions
have fundamentally reset our cost structure, significantly enhancing operating
leverage for the year ahead.
· During the 2025 calendar year, the Group's global restructuring
programme has delivered over £7.0m in annualised savings, resetting the
cost base and unlocking operating leverage.
· Continued investment in product innovation saw the rollout of Lumina,
Narratives AI, Crisis Oracle, and CLEAR; these purposeful AI solutions provide
professionals with a coherent decision infrastructure to interpret,
anticipate, and respond to narrative shifts with automated precision and
real-time agility.
· New client wins in the EMEA & North America region during the
year include: Amey; Anglo American; Apple; Arts Council England; BT; Cathay
Pacific; Department of Health and Social Care; Foreign, Commonwealth and
Development Office; Electronic Arts; HMRC; Inmarsat; Live Nation; McDonalds;
MHP Group; Microsoft; Network Rail; Papa Johns; Pharmavite; Scottish
Government; The Telegraph; Unicef; and Yale University Press.
· In the APAC region, new client wins during the year include:
Airservices Australia; Australian Football League; Australian Department of
Climate Change, Energy, the Environment and Water; Australian Ministry of
Investment, Trade and Industry; Australian Olympic Committee; Australian
Pharmaceutical Industries; Competition and Consumer Commission of Singapore;
Hyundai; National Trades Union Congress Singapore; One New Zealand; Origin
Energy; Petronas; Serco; Singapore Land Authority, SM Group Philippines; Sport
Ireland; Suncorp; Suntory; Urban Redevelopment Authority of Singapore; UOB
Malaysia and Whole of Victorian Government.
· At 30 November 2025, the Group's net debt position was £5.6 million
(2024: £4.9 million). At the year end, the Group had in place a £3.0m
shareholder loan and a £3.0m overdraft facility. On 30 April 2026, the Group
completed a refinancing with a new, three-year £6.0m bank loan and £2.0m
Revolving Credit Facility (RCF), using the proceeds to repay and cancel the
shareholder loan and overdraft. Strong cash flow momentum in the current
financial year has resulted in a significant improvement in the Group's net
debt position to £3.5m at 23 April 2026.
Joanna Arnold, Global CEO of Pulsar Group, commented:
"2025 was a pivotal year of execution for Pulsar Group, marked by a decisive
move to further embed AI at the heart of our architecture. We have nearly
doubled our ARR growth velocity, fuelled by global enterprise leaders
increasingly standardising on the Pulsar platform for mission-critical
strategic intelligence.
The structural changes we have made to our global operating model are now
delivering tangible results. By delivering over £7.0 million in annualised
savings and unifying our technology, we have created a leaner, more agile
business. We are at a clear inflection point in our cash generation profile,
with a strengthened balance sheet and significant operational momentum to
support sustainable growth, margin expansion and cash generation in the year
ahead."
1 On a constant currency basis.
For further information:
Pulsar Group Plc 020 3426 4070
Joanna Arnold (CEO)
Mark Fautley (CFO)
Cavendish Capital Markets Limited (Nominated Adviser and Broker) 020 7220 0500
Corporate Finance:
Marc Milmo / Fergus Sullivan / Elysia Bough
Corporate Broking:
Sunila de Silva
Forward looking statements
This announcement contains forward-looking statements.
These statements appear in a number of places in this announcement and include
statements regarding our intentions, beliefs or current expectations
concerning, among other things, our results of operations, revenue, financial
condition, liquidity, prospects, growth, strategies, new products, the level
of product launches and the markets in which we operate.
Readers are cautioned that any such forward-looking statements are not
guarantees of future performance and involve risks and uncertainties, and that
actual results may differ materially from those in the forward-looking
statements as a result of various factors.
These factors include any adverse change in regulations, unforeseen
operational or technical problems, the nature of the competition that we will
encounter, wider economic conditions including economic downturns and changes
in financial and equity markets. We undertake no obligation publicly to update
or revise any forward-looking statements, except as may be required by law.
Preliminary announcement
This preliminary announcement was approved by the board of directors on 30
April 2026. It is not the Group's statutory accounts. Copies of the Group's
audited statutory accounts for the year ended 30 November 2025 are expected to
be available at the company's website in the coming days, and a printed
version will be dispatched to shareholders thereafter.
Chairman's statement
2025 was a year in which artificial intelligence moved decisively from the
realm of opportunity into the fabric of operational reality for professionals
in the communications, public relations, public affairs, and marketing
industries.
For organisations navigating a world of fragmented media, geopolitical
uncertainty and accelerating information complexity, the ability to harness AI
as a strategic capability has become a defining characteristic of those who
lead and those who lag. Pulsar Group sits firmly in the former category and is
set to benefit disproportionately from the accelerated interest to embed this
technology into workflows for the marcomms industry.
From the national political cycles and continuing conflicts reshaping global
alliances, to landmark regulatory shifts in AI governance and data privacy,
the environment our clients operate in has never demanded more of their
marcomms intelligence. Audiences are more discerning, narratives move faster,
and the consequences of being caught unprepared have rarely been more severe.
It is precisely in this context that Pulsar Group's platform, built around
real-time audience intelligence, AI-powered insight and trusted decision
support, has become ever more vital to the organisations we serve.
Through our embedded AI capabilities, our platform does not simply monitor the
world; we interpret it, anticipate evolutions and help our clients craft,
optimise and follow through on their omnichannel communications and campaigns
for maximum impact.
AI AS CORE ARCHITECTURE
The marcomms industry stands at an inflection point. Generative AI has already
fundamentally altered how information is created, distributed and consumed and
will continue to reshape the media landscape. Large language models are now
part of how millions of people search, research and form opinions. The
boundaries between authentic voice and synthetic content, between signal and
noise, are increasingly contested. In this environment media and audience
intelligence are no longer a supporting function: rather, they are mission
critical infrastructure.
At Pulsar Group, we have been building for this moment for several years. Long
before generative AI entered mainstream awareness, we were deploying machine
learning and automation to power narrative detection, real-time sentiment
benchmarking, and scalable media analysis. We have a coherent suite of AI
capabilities designed for the specific professional contexts in which our
clients operate, and addressing a distinct challenge that has long frustrated
the people who depend on communications intelligence to do their jobs.
What distinguishes our approach from the rest of the space is that we have not
bolted some AI capabilities onto existing products. We have instead built our
capabilities around AI, with a deliberate focus on utility, explainability and
accountability. Because the professionals who use our platforms are
accountable for the decisions they make, the intelligence we provide must be
traceable, trustworthy and grounded in evidence.
THE FUTURE OF THE PR & COMMS PROFESSIONAL
The AI revolution, marked by the rise of agentic browsers and AI companions
that summarise the web and mediate truth, is fundamentally redefining the PR
and Communications professional's role. This shift is moving the function to
the very centre of how a brand is understood. PR and Comms professionals are
becoming the primary architects of brand reputation, emotional connection, and
narrative coherence, tasked with influencing both human audiences and the
intelligent agents that interpret what those audiences see. The focus is
shifting from broad message distribution to earning relevance by shaping the
credible raw material that both people and AI models use to determine who is
trustworthy: from media authority, to human storytelling, and third-party
advocacy.
This is not only our view. Gartner's predictions for Chief Communications
Officers (CCOs) in 2026 make it clear how communications is now core business
infrastructure, and the skillset it demands - from narrative intelligence, to
answer engine optimisation, and real-time reputation monitoring, sits squarely
in the domain of PR and Comms rather than marketing or paid media. For CCOs
and their teams, the question is no longer whether their function is
strategic, but whether they have the intelligence infrastructure to operate at
the speed and scale this new environment requires.
This new environment mandates a strategic shift toward confidence building,
organised around five interconnected responsibilities.
• Earned Proof: building trust on what an organisation can demonstrably
show, not what it claims.
• Reputation Agility: detecting early signals and responding with clarity
before misinformation enters AI-generated summaries.
• Human Authenticity: amplifying the voices of employees, customers, and
communities whose credibility polished messaging cannot replicate, and whose
distributed signals AI systems increasingly interpret as markers of trust.
• Curated Discoverability: ensuring key facts are structured and technically
accessible so AI systems can find, interpret, and cite them accurately.
• Cross-Functional Integration: aligning what communications says with what
product, legal, and data teams actually do, because AI surfaces contradictions
that audiences once had to work to find, and incoherence is no longer a slow
reputational risk but an immediate one.
We expect the evolution of the function to unfold in three stages. Most
organisations are currently engaged in Narrative Stewardship, mapping how
stories circulate through AI models and social platforms and beginning to
build the earned proof and human authenticity that ground those narratives.
This will progress to Reputation Architecture over the next 12 to 24 months,
where PR teams become responsible for curating the organisation's
authoritative content of record, the factual and emotional material
intelligent systems use to build understanding, while embedding
discoverability and cross-functional integration into how that content is
produced and maintained.
The final stage, Influence Intelligence, within two to five years, places PR
and Comms in a central intelligence role. Professionals will monitor how the
brand is represented not just in headlines but in the summaries and answers
generated by AI systems, tracking cited sources, spotting misinformation,
deploying reputation agility at machine speed, and using predictive tools to
anticipate emerging issues. By aligning human trust with machine
interpretation and using data-driven frameworks, the PR professional
transitions from communicator to central strategist who advises leaders,
predicts narrative shifts, and manages reputation with the same seriousness
applied to financial or operational performance.
THE FUTURE OF THE MARKETING PROFESSIONAL
If AI is rewriting the rules of credibility for PR and Comms, it is doing
something equally profound but structurally different to the marketing
profession. Particularly for social, content, and brand marketers, and for the
strategists and researchers who inform their decisions, the transformation is
about the collapse of the traditional feedback loop between audience
understanding, creative execution, and performance measurement. AI is
compressing that cycle from weeks to hours, and in doing so it is exposing a
gap between organisations that still treat audience insight as a periodic
input and those building it into a continuous operating system.
The immediate consequence is the obsolescence of static segmentation. For a
generation, marketers have relied on demographic and attitudinal clusters
refreshed quarterly or annually to guide targeting, messaging, and media
planning. That model cannot survive contact with an accelerating environment
in which audience behaviours, cultural references, and platform dynamics shift
week to week.
The marketers gaining ground are those who treat segmentation as a living,
real-time layer, continuously recalibrated against actual content engagement,
search behaviour, and community formation, rather than a fixed map drawn from
a single wave of research. Market researchers, in particular, face the
challenge of evolving into the architects of these dynamic intelligence
systems. Content and brand marketers, meanwhile, confront a different
challenge. Generative AI has made content production nearly frictionless,
which means volume is no longer a competitive advantage. The discipline is
shifting from creation to orchestration: understanding which formats, voices,
and cultural contexts produce resonance with specific audiences at specific
moments, and deploying AI to test, adapt, and optimise at a speed that manual
workflows cannot match. Brand strategy in this context becomes less about
owning a singular message and more about maintaining coherence across an
exponentially larger surface area of touchpoints, many of which the brand does
not directly control.
We see this evolution unfolding in three stages, distinct from but
contemporaneous with the shifts in PR and Comms. Most marketing organisations
are currently in a phase of Augmented Execution, using AI to accelerate
production, automate reporting, and scale personalisation within existing
strategic frameworks. The next stage, Continuous Audience Intelligence,
emerging over the next 12 - 24 months, will see the integration of real-time
behavioural and cultural signals directly into campaign planning and creative
development - collapsing the gap between research, strategy, and activation
into a single adaptive workflow. Strategists and researchers who can operate
across this compressed cycle will become the most valuable people in the
function. The final stage, Predictive Brand Management, within two to five
years, will see marketing leadership equipped with AI systems that model how
shifts in audience composition, cultural sentiment, and competitive
positioning are likely to affect brand equity before they manifest in
traditional metrics. At this point, the marketer's role is no longer reactive
optimisation but forward-looking stewardship of commercial relevance, a
discipline as rigorous and consequential as any in the organisation.
While a substantial overlap exists across the marcomms industries, a critical
distinction between this trajectory and the parallel evolution of PR and Comms
is one of orientation. Where PR is moving toward the governance of trust and
narrative integrity in an AI-mediated information environment, marketing is
moving toward the mastery of audience dynamics and resonance within that same
environment. Both functions depend on intelligence infrastructure, which is
precisely why Pulsar Group has built its platform to serve each with equal
depth.
In all of this, trust remains the central variable. The organisations that
will thrive are those that earn credibility with their audiences, not through
volume of communication, but through the quality, authenticity and relevance
of what they say and how they say it. Our platform is built to support exactly
that kind of purposeful, evidence-led communication. As evidenced in the
following section on product innovation in this report, Pulsar Group is
bringing to market solutions that directly address many of those shifts and
evolutions, with the goal of arming marcomms professionals with the
intelligence tools they need to create that trust.
STRATEGIC EXECUTION
Our product innovation does not exist in isolation. It is enabled by, and in
turn reinforces, the operational transformation that has been the hallmark of
the Group's recent years. The rebrand to Pulsar Group marked the culmination
of a multi-year integration journey, bringing our technology, talent and
operational footprint under a single brand and a coherent vision. The
efficiencies unlocked by platform consolidation and operational streamlining
are what allow us to invest with conviction in the AI capabilities that
differentiate us commercially and what gives us confidence in the
sustainability and scalability of the model we are building.
Our PR & Communications division remains the cornerstone of this strategy,
with commercial metrics that provide the stability and predictability we need
to invest in the next phase of innovation. The Group's focus on profitable,
scalable growth, disciplined capital allocation and long-term value creation
for shareholders remains unchanged.
FINANCIAL PERFORMANCE
The 2025 financial year was a pivotal period during which we successfully
balanced accelerating organic growth with a fundamental realignment of our
global operating model. Total Group ARR at year-end increased to £64.5
million, representing a £3.9 million increase on a constant currency basis.
This growth velocity is nearly double that achieved in FY24, fuelled largely
by our ability to secure group-wide mandates with global enterprise leaders
who are standardizing on Pulsar for strategic intelligence.
To ensure this growth remains scalable and profitable, we completed a
comprehensive structural cost-rationalisation programme during the 2025
calendar year. This initiative delivered over £7.0 million in annualised
savings, primarily through automation and the decommissioning of duplicate
legacy technology. During this transition, overall Group headcount was reduced
by 22%. In May 2025, as part of the global operating realignment programme,
Pulsar Group raised £2.9m net of expenses in funding.
The scale of this operational transformation resulted in significant
non-recurring administrative expenses during FY25, primarily related to
restructuring and integration costs. The non-recurring salary costs include
the year-to-date costs and redundancy costs of roles that either exited during
2025 or which were already identified before the year end to exit during 2026.
The Board considers these one-off costs as a necessary investment to unlock
the enhanced operating leverage now visible across the business.
These efficiencies drove a marked improvement in our underlying profitability,
with Adjusted EBITDA increasing to £10.4 million (2024: £9.3 million) and
Adjusted EBITDA margin rising to 17% (2024: 15%).
The Group has entered the 2026 financial year at a clear inflection point in
its cash generation profile. The structural changes made in 2025 are now
delivering tangible bottom-line results, with the Group achieving an Adjusted
EBITDA of £2.8 million for the first three months of FY26 compared to £1.8
million for the comparative period in FY25.
Trading remains positive for FY26, with ongoing ARR expansion and an
encouraging enterprise pipeline to support the Board's ARR growth expectations
for the year.
This operational momentum has enabled rapid de-leveraging since the period
end. Our net debt position, which stood at £5.6 million at 30 November 2025
following the peak of our restructuring spend, improved substantially to £3.5
million as at 23 April 2026 through improved free cash flow.
To support our next phase of global expansion, we successfully refinanced the
Group's lending facilities on 30 April 2026. We have secured a new,
three-year, £8.0 million facilities with HSBC Innovation Banking, replacing
the £6.0 million in place at year-end. These new facilities, comprising
amortising and non-amortising loans of £6.0 million alongside a £2.0 million
revolving credit facility (RCF), provide the Group with enhanced financial
headroom and a flexible capital structure.
With a leaner, AI-led operating model and a strengthened balance sheet, the
Board is confident in the Group's ability to deliver sustainable, profitable
growth throughout 2026 and beyond.
IN SUMMARY
Despite the tough macroeconomic environment, 2025 has demonstrated, with
clarity, that artificial intelligence is not a future consideration for the
communications and media intelligence industries, it is the present
competitive battleground. Pulsar Group has responded to this reality not with
incremental adaptation, but with foundational innovation that is purposeful,
explainable and genuinely useful to the professionals who depend on it.
Through Lumina, Narratives AI, Crisis Oracle and CLEAR, we have built a
coherent decision infrastructure for a world defined by information
complexity, reputational risk and the pervasive influence of AI on public
discourse. Each product addresses a real and specific professional need.
Together, they represent innovation that helps our clients understand not just
what is happening in their communications environment, but why it is
happening, and what to do about it, with speed, confidence and integrity.
As we look ahead, our focus remains on execution, margin expansion and the
disciplined deployment of capital in areas where we have proven product-market
fit and the clearest pathway to sustainable growth. The Group's unified
platform, growing client base across public and private sectors, and deepening
AI capabilities position us well to continue building shareholder value while
serving the clients who trust us to help them navigate an increasingly complex
world.
I want to close by acknowledging the talent and commitment of the teams across
Pulsar Group who have made this progress possible. Building genuinely
differentiated AI capabilities, while simultaneously transforming our
operational model and delivering for clients, is no small undertaking. The
quality of what we have produced this year is a testament to the people behind
it.
Christopher Satterthwaite CBE
Chairman
Strategic report (Extract)
Results
Despite a challenging environment where marketing spend in particular has been
restricted, Pulsar has successfully delivered another year of encouraging
constant currency ARR growth to £64.5m. Pulsar has Annual Recurring Revenue
increased by £3.9m this represents nearly double the growth achieved in FY24.
The ARR growth was driven by a 1% in increase in renewal rates and a major,
multi-year contract win with a multinational marketing and communications
company.
EMEA & NA continued to be the primary engine of growth, with ARR growing
to £34.2m. This represents an increase of £3.4m, doubling the £1.7m
increase seen in FY24. We secured a significant multi-year partnership with a
global marketing leader during the year with service delivery beginning ahead
of our December announcement, ensuring that €2.1m in ARR was already
contributing to our FY25 performance. As global enterprises standardise on the
Pulsar platform for strategic intelligence, this region remains the Group's
strongest performing region.
Building on the turnaround established in FY24, the APAC region saw an
acceleration in growth velocity, delivering £0.5m ARR growth in FY25 compared
to £0.3m in FY24. This performance reflects both the efforts of the Isentia
team and strong regional demand for the Group's enhanced AI capabilities.
Revenue in the year was £61,175,000 (2024: £61,997,000 reported,
£61,700,000 constant currency). Recurring revenue comprised 96% of the total
(2024: 98%), with sales teams incentivised to focus on high contribution SaaS
products. The Group had an adjusted loss before interest, tax, depreciation
and amortisation (Adjusted EBITDA) for the year of £10,389,000 (2024:
£9,279,000).
ARR FY23 FY24 Change FY24 FY25 Change FY25
EMEA & North America (Constant Currency) £29.1m +£1.7m £30.8m +£3.4m £34.2m
EMEA & North America (Reported) £29.7m +£1.4m £31.1m +£3.1m £34.2m
APAC (Constant Currency) £29.5m +£0.3m £29.8m +£0.5m £30.3m
APAC (Reported) £31.6m -£1.0m £30.6m -£0.3m £30.3m
Group (Constant Currency) £58.6m +£2.0m £60.6m +£3.9m £64.5m
Group (Reported) £61.3m +£0.4m £61.7m +£2.8m £64.5m
Adjustments are made in respect of the Group's:
· Non-recurring administrative expenses;
· Share of profit or loss of associates;
· Profit or loss on sale of associates;
· Share-based payment charges.
Adjusted EBITDA is designed to highlight the performance of the Group's core
business expected to continue post rationalisation and integration. It
excludes non-recurring administrative expenses of £9,643,000 (2024:
£8,561,000), a share of loss of associate of £Nil (2024: £128,000), a
profit on the sale of an associate of £62,000 (2024: £1,457,000) and a
share-based payments charge of £488,000 (2024: £580,000).
Adjusted EBITDA also excludes unrealised FX gains and losses totalling
£403,000, which have been stripped out of total non-recuring administrative
expenses and shown in its own line for reporting purposes in 2025.
Non-recurring administrative expenses include costs incurred in relation to
restructuring and non-core roles either exited during 2025 or identified
pre-year-end to exit during 2026. Non-recurring salary costs for the year were
£8,121,000 (2024: £6,101,000) which includes the year-to-date costs and
redundancy costs of roles that either exited during 2025 or which were already
identified before the year end to exit during 2026. Costs related to employees
who had exited the business as at year end amounted to £4,168,000. Of those
exiting during 2026, the costs of those identified to leave totals £3,953,000
and, by the end of March 2026, costs totalling £1,663,000 had already exited
the business with £2,290,000 still to exit during 2026.
In addition to non-recurring salary costs, the Group incurred £1,354,000
(2024: £2,050,000) of duplicated technology costs as it built out key
functionality across multiple platforms. These duplicated costs were
eliminated by Q4 2025 and are not expected to continue into 2026. The Group
also had other non-recurring expenses (including realised fx) of £168,000
(2024: £410,000).
The Group delivered more than £7.0m in annualised cost savings during 2025,
primarily through automation and the decommissioning of duplicate legacy
technology across the Group. Overall Group headcount has reduced by 23% from
918 FTE in November 2024 to 710 FTE as at April 2026. The continued focus on
operating model optimisation has helped Pulsar to deliver year on year
Adjusted EBITDA growth of 12%, and an improvement in Adjusted EBITDA margin
from 15% in 2024 to 17% in 2025. Adjusted EBITDA is £10.4m (2024: £9.3m
reported, £8.9m), in line with the Board's expectations.
The Group's earnings before interest, tax, depreciation and amortisation
(EBITDA) loss for the year was £83,000 (2024: profit of £1,467,000). EBITDA
is an important metric as it provides guidance on the financial performance of
the Group including non-recurring costs incurred. EBITDA moved from a profit
in 2024 to a loss in 2025 due to the £1,110,000 increase in Adjusted EBITDA
being more than offset by the £1,082,000 increase in non-recurring costs,
£403,000 of unrealised FX losses, and the profit on sale of associate made in
the prior year.
Statutory Results
Loss before taxation was £9,450,000 (2024: £6,670,000). In arriving at the
loss before taxation, the Group has incurred £1,106,000 of net financial
expense (2024: £566,000) and charged £8,261,000 in depreciation and
amortisation (2024: £7,570,000). £1,654,000 of this charge related to the
amortisation of intangible assets arising on acquisition (2024: £1,707,000).
The loss before taxation has increased due to the EBITDA loss in the year, a
£691,000 increase in depreciation and amortisation expense, and a £540,000
increase in financial expense.
Loss per share
The basic loss per share was 7.83p (2024: 5.94p).
Cash
Cash at the year-end stood at £384,000 (2024: £1,001,000). The Group had
£6,000,000 debt at the year end (2024: £5,943,000). The total decrease in
cash and cash equivalents during the year was £617,000 (2024: decrease of
£1,247,000). The total increase in debt during the year was £57,000 (2024:
£5,943,00).
The net cash inflow from operations during the year was £4,814,000 (2024:
outflow of £74,000). The net cash outflow from investing activities for the
year was £5,963,000 (2024: outflow of £5,524,000), reflecting the continued
investment in the Group's products.
The net cash inflow from financing activities for the year was £486,000
(2024: inflow of £1,421,000), reflecting the drawdown of loans, plus interest
and lease liability repayments in respect of the Group's head office.
Subsequent to the year end, on 30 April 2026, the Group put in place a new
£6,000,000 bank loan and £2,000,000 RCF.
Key performance indicators
Management accounts are prepared on a monthly basis and provide performance
indicators covering annual contract value, revenue, gross margins, Adjusted
EBITDA, EBITDA, result before tax, result after tax, cash balances and
recurring revenue. Recurring revenue is the proportion of Group revenue which
is expected to continue in the future. The key performance indicators for the
year are:
2025 2024
£'m £'m
Annual Contract Value base 64.5 61.7
Revenue 61.2 62.0
Gross margin (%) 69% 73%
Adjusted EBITDA 10.4 9.3
EBITDA (loss)/profit (0.1) 1.5
Reported loss before taxation (9.5) (6.7)
Reported loss after taxation (9.6) (6.6)
Cash 0.4 1.0
Recurring revenue 58.9 60.6
These performance indicators are measured against both an approved budget and
the previous year's actual results. Further analysis of the Group's
performance is provided earlier in this Strategic Report.
Each month the Board assesses the performance of the Group based on key
performance indicators. These are used in conjunction with the controls
described in the corporate governance statement and relate to a wide variety
of aspects of the business, including: new business and renewal sales
performance; marketing, development and research activity; year to date
financial performance, profitability forecasting and cash flow forecasting.
Unaudited Consolidated Statement of Comprehensive Income
Year ended 30 November 2025
2025 2024
Note £'000 £'000
Revenue 3 61,175 61,997
Cost of sales (18,701) (16,889)
Gross profit 42,474 45,108
Recurring administrative expenses 5 (32,085) (35,829)
Adjusted EBITDA 10,389 9,279
Non-recurring administrative expenses 5 (9,643) (8,561)
Unrealised fx losses (403) -
Share of loss of associate 11 - (128)
Profit on sale of associate 62 1,457
Share-based payments 21 (488) (580)
EBITDA (83) 1,467
Depreciation of tangible fixed assets 12 (273) (308)
Depreciation of right-of-use assets 15 (1,322) (1,370)
Amortisation of intangible assets - internally generated 10 (5,012) (4,186)
Amortisation of intangible assets - acquisition related 10 (1,654) (1,707)
Operating loss 5 (8,344) (6,104)
Financial income 18 18
Financial expense 7 (1,124) (584)
Loss before taxation (9,450) (6,670)
Taxation(charge)/credit 8 (191) 97
Loss for the year (9,641) (6,573)
Other comprehensive loss
Exchange losses arising on translation of foreign operations (1,035) (1,009)
Total comprehensive loss for the period attributable to the owners of the (10,676) (7,582)
Parent Company
Earnings per share 2025 2024
Basic loss per share 9 (7.83)p (5.94)p
Diluted loss per share 9 (7.83)p (5.94)p
2025 2024
Unaudited Consolidated Statement of Financial Position
At 30 November 2025
Note £'000 £'000
Non-current assets
Intangible assets 10 66,097 68,406
Investments 11 - 75
Right-of-use assets 15 2,003 3,067
Property, plant and equipment 12 492 683
Deferred tax asset 19 6,023 5,884
Total non-current assets 74,615 78,115
Current assets
Trade and other receivables 13 10,634 9,240
Current tax receivables 632 45
Cash and cash equivalents 22 384 1,001
Total current assets 11,650 10,286
Total assets 86,265 88,401
Current liabilities
Trade and other payables 14 14,587 11,132
Accruals 6,378 4,876
Contract liabilities 16 17,610 16,139
Current tax liabilities - -
Provisions 23 - -
Interest bearing loans and borrowings 17,26 6,000 5,943
Lease liabilities 15 1,127 1,107
Total current liabilities 45,702 39,197
Non-current liabilities
Provisions 23 253 302
Lease liabilities 15 1,055 2,132
Deferred tax liabilities 19 3,855 4,086
Total non-current liabilities 5,163 6,520
Total liabilities 50,865 45,717
35,400 42,684
Net assets
Equity
Share capital 20 6,921 6,526
Treasury shares (141) (141)
Share premium account 76,933 74,424
Capital redemption reserve 395 395
Share option reserve 4,005 3,517
Foreign exchange reserve (3,009) (1,974)
Other reserve 502 502
Retained loss (50,206) (40,565)
Total equity attributable to the equity holders of the Parent Company 35,400 42,684
Unaudited Consolidated Statement of Changes in Equity
Year ended 30 November 2025
Group Share capital Treasury shares £'000 Share premium account £'000 Capital redemption reserve £'000 Share option reserve £'000 Foreign exchange reserve £'000 Other reserve £'000 Retained earnings £'000 Total £'000
£'000
At 30 November 2023 6,526 (141) 74,424 395 2,937 (965) 502 (33,992) 49,686
Loss for the year - - - - - - - (6,573) (6,573)
Other comprehensive loss for the year (1,009) - - (1,009)
Share-based payments - - - - 580 - - - 580
At 30 November 2024 6,526 (141) 74,424 395 3,517 (1,974) 502 (40,565) 42,684
Loss for the year - - - - - - - (9,641) (9,641)
Other comprehensive loss for the year (1,035) - - (1,035)
Issue of share capital 395 - 2,509 - - - - - 2,904
Share-based payments - - - - 488 - - - 488
At 30 November 2025 6,921 (141) 76,933 395 4,005 (3,009) 502 (50,206) 35,400
Share capital and share premium account
When shares are issued, the nominal value of the shares is credited to the
share capital reserve. Any premium paid above the nominal value is taken to
the share premium account. Pulsar Group plc shares have a nominal value of 5p
per share. Directly attributable transaction costs associated with the issue
of equity investments are accounted for as a reduction from the share premium
account.
Treasury shares
The returned shares are held in treasury and attract no voting rights. The
return of shares has been accounted for in accordance with IAS 32 'Financial
instruments: Presentation' such that the instruments have been deducted from
equity with no gain or loss recognised in profit or loss. The balance on this
reserve represents the cost to the Group of the treasury shares held.
Share option reserve
This reserve arises as a result of amounts being recognised in the
consolidated statement of comprehensive income relating to share-based payment
transactions granted under the Group's share option scheme. The reserve will
fall as share options vest and are exercised over the life of the options.
Capital redemption reserve
This reserve arises as a result of keeping with the doctrine of capital
maintenance when the Company purchases and redeems its own shares. The amounts
transferred into/out from this reserve from a purchase/ redemption is equal to
the amount by which share capital has been reduced/increased, when the
purchase/ redemption has been financed wholly out of distributable profits,
and is the amount by which the nominal value exceeds the proceeds of any new
issue of share capital, when the purchase/redemption has been financed partly
out of distributable profits.
Foreign exchange reserve
This reserve comprises of gains and losses arising on retranslating the net
assets of overseas operations into sterling.
Other reserve
This reserve arises as a result of the difference between the fair value and
the nominal value of consideration shares issued on acquisition for which
merger relief is taken under S612 of the Companies Act 2006.
Retained earnings
The retained earnings reserve records the accumulated profits and losses of
the Group since inception of the business. Where subsidiary undertakings are
acquired, only profits and losses arising from the date of acquisition are
included.
Unaudited Consolidated statement of cash flow
Year ended 30 November 2025
Note 2025 2024
£'000 £'000
Loss for the year (9,641) (6,573)
Adjusted for:
Taxation 8 191 (97)
Financial expense 7 1,124 584
Financial income (18) (18)
Depreciation and amortisation 10,12,15 8,261 7,570
Share based payments 488 580
Share of loss of associate 11 - 128
Gain on disposal of associate 11 (62) (1,457)
Loss on termination of lease 15 - (372)
Operating cash inflow before changes in working capital 343 345
(Increase)/decrease in trade and other receivables (1,494) 625
Increase/(decrease) in trade and other payables 2,825 (2,486)
Increase in accruals 1,673 565
Increase in contract liabilities 1,735 1,108
Decrease in provisions (49) (88)
Net cash inflow from operations before taxation 5,033 69
(219) (143)
Taxation paid
Net cash inflow/(outflow) from operations 4,814 (74)
18 18
Cash flows from investing
Interest received
Acquisition of property, plant and equipment 12,15 (100) (383)
Acquisition of intangible assets 10 (6,018) (6,577)
Consideration on disposal of associate 11 137 1,418
Net cash outflow from investing (5,963) (5,524)
Cash flows from financing
Interest paid (1,106) (566)
Lease liabilities paid (1,312) (1,013)
Issue of Shares (net of expenses) 2,904 -
Drawdown of loans notes and other borrowing - 3,000
Net cash inflow from financing 486 1,421
(663) (4,177)
Net decrease in cash and cash equivalents
Opening cash and cash equivalents 22 (1,942) 2,248
Exchange loss on cash and cash equivalents (11) (13)
Closing cash and cash equivalents (including overdraft) 22,26 (2,616) (1,942)
Notes to the Consolidated Financial Statements
1. General Information
Pulsar Group Plc ('the Company') and its subsidiaries (together the 'Group')
provides advanced tools and human insight to give brands, agencies and
organisations the power to anticipate, react and adapt.
The Company is a public limited company under the Companies Act 2006 and is
listed on the AIM market of the London Stock Exchange and is incorporated and
domiciled in the UK. The address of the Company's registered office is
provided in the Directors and Advisers page of this Annual Report.
2. Accounting policies
The principal accounting policies applied in the preparation of these
financial statements are set out below. These policies have been applied
consistently to all the years presented, unless otherwise stated.
Basis of preparation
The financial statements have been prepared in accordance with international
accounting standards in conformity with the requirements of the Companies Act
2006. The consolidated financial statements have been prepared under the
historical cost convention and on a going concern basis.
The preparation of financial statements in conformity with IFRS requires the
use of certain critical accounting estimates. It also requires management to
exercise its judgement in the process of applying the Group's accounting
policies.
This preliminary announcement was approved by the board of directors on 30
April 2026. It is not the Group's statutory accounts. Copies of the Group's
audited statutory accounts for the year ended 30 November 2025 are expected to
be available at the company's website in the coming days, and a printed
version will be dispatched to shareholders thereafter.
Going concern
The Strategic Report and opening pages to the annual report discuss Pulsar
Group's business activities and headline results, together with the financial
statements and notes which detail the results for the year, net current
liability position and cash flows for the year ended 30 November 2025. In
April 2026, the Group replaced its existing £3 million shareholder loan and
on-demand overdraft with new, three-year debt facilities comprising amortising
and non-amortising loans of £6.0 million alongside a £2.0 million RCF,
providing an additional £2m of financing to the group.
The Board has prepared a detailed financial forecast to November 2028 which
demonstrates the group has sufficient funds to meet its plans and repayment
requirements for at least 24 months from the signing of these accounts.
Alongside this the Board has also prepared a sensitised forecast containing
adverse assumptions around new business and upsell being reduced by 3.5%-4.5%
and renewal rates also decreasing by 3.5 percentage points compared to
expected levels, whilst additional cost reduction initiatives were not
assumed. These adverse assumptions have been modelled and, if they were to
crystallise, the forecasts confirm that the Group would still be able to
continue to operate for at least 12 months from the date of this report As
part of both the base and sensitised modelling, compliance with the covenants
of the new debt facilities was also assessed and it was determined that these
would be met.
The Board considers the assumptions and plausible downside scenarios that have
been modelled to test going concern to be reasonable and reflective of the
long-term 'software as a service' contracts and contracted recurring revenue.
The Group meets its day to day working capital requirements through its cash
balance which was £384,000 at 30 November 2025. As at the date of this
report, the directors have a reasonable expectation that the Company and the
Group have adequate resources to continue in operational existence for the
foreseeable future. For this reason, they continue to adopt the going concern
basis in preparing the financial statements.
Significant judgements in applying the Group's accounting policies
The areas where the Board has made critical judgements in applying the Group's
accounting policies (apart from those involving estimations which are dealt
with separately below) are:
A) Recognition of deferred tax assets Judgement is applied in the assessment
of deferred tax assets in relation to losses to be recognised in the financial
statements. As the Board has forecasted a taxable profit in EMEA in the next
two years, a deferred tax asset in excess of deferred tax liabilities has been
recognised in respect of this region. At 30 November 2025, the Group
recognised a deferred tax asset of £6,023,000 (2024: £5,884,000) and a
deferred tax liability of £3,855,000 (2024: £4,086,000). See Note 19 for
further detail.
B) Capitalisation of development costs Management applies judgement when
determining the value of development costs to be capitalised as an intangible
asset in respect of its product development programme. Judgements include the
technical feasibility, intention and availability of resources to complete the
intangible asset so that the asset will be available for use or sale and
assessment of likely future economic benefits. During the year, the Group
capitalised £6,013,000 (2024: £6,577,000) of development costs. See Note 10
for further detail.
C) Identification of cash generating units for goodwill impairment testing
Judgement is applied in the identification of cash-generating units ("CGUs").
The Directors have judged that the primary CGUs used for impairment testing
should be: EMEA & NA, comprising AIMediaData Limited, Access Intelligence
Media and Communications Limited, ResponseSource Ltd, Vuelio Australia Pty
Limited, Fenix Media Limited and Face US Inc; and APAC, comprising the
acquired Isentia entities. See Note 10 for further detail.
D) Non-recurring administrative expenses Due to the Group's activity in recent
years, there are a number of items which require judgement to be applied in
determining whether they are non-recurring in nature. In the current year
these relate largely to: restructuring costs, duplicate software costs and
non-core roles. See Note 5 for further detail.
E) Control of associates During 2024, the Group sold a 20% holding in Track
Record Holdings Limited, leaving a 1.4% stake. The remaining holding was no
longer considered an associate. During 2025 the remaining 1.4% stake was sold.
Significant estimates in applying the Group's accounting policies
The areas where the Board has made significant estimates and assumptions in
applying the Group's accounting policies which could have a material impact on
the financial statements are:
A) Carrying value of goodwill The Group uses forecast cash flow information
and estimates of future growth to assess whether goodwill is impaired. Key
assumptions include the EBITDA margin allocated to each CGU, the growth rate
to perpetuity and the discount rate. If the results of an operation in future
years are adverse to the estimates used for impairment testing, impairment may
be triggered at that point. Further details, including sensitivity testing,
are included within Note 10.
B) Time spent on capitalisable activities The determination of the value of
capitalised development costs associated with employee salaries and related
expenses is based on an estimation of the time allocated by employees to
activities that fulfil the criteria specified in IAS 38.
New standards and interpretations
The adoption of the following mentioned amendments in the current year have
not had a material impact on the Group's/Company's financial statements.
· IFRS S1 General Requirements for Disclosure of
Sustainability-related Financial Information (1 January 2024)
· IFRS S2 Climate-related Disclosures (1 January 2024)
· Amendments to IAS 1 : Classification of liabilities as current or
non-current (1 January 2024)
· Amendments to IFRS 16 : Lease Liability in a Sale and Leaseback
(1 January 2024)
· Amendments to IAS 1 : Non-current Liabilities with Covenants (1
January 2024)
· Lack of exchangeability (Amendment to IAS 21 The Effects of
Changes in Foreign Exchange Rates) (1 January 2025)
New standards, amendments and interpretations issued but not yet effective
At the date of authorisation of the financial statements, the Group has not
early adopted the following amendments to Standards and Interpretations that
have been issued but are not yet effective:
· Amendments to the classification and measurement of financial
instruments (Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial
instruments disclosures) (1 January 2026)
· Contracts Referencing Nature-dependent Electricity (Amendments to
IFRS 9 and IFRS 7) (1 January 2026)
· Amendments to IFRS 18 presentation and disclosure in financial
statements (1 January 2027)
· IFRS 19 subsidiaries without Public Accountability: disclosures
(1 January 2027)
These Standards and amendments are effective from accounting periods beginning
on or after the dates shown above. The directors do not expect any material
impact as a result of adopting the standards and amendments listed above in
the financial year they become effective.
Basis of consolidation
The Group financial statements comprise the financial statements of the
Company and all of its subsidiary undertakings made up to the financial
year-end. Subsidiaries are entities that are controlled by the Group. The
Company controls an investee if all three of the following elements are
present: power over the investee, exposure to variable returns from the
investee, and the ability of the investor to use its power to affect those
variable returns. Control is reassessed whenever facts and circumstances
indicate that there may be a change in any of these elements of control. The
financial statements of subsidiaries are included in the consolidated
financial statements from the date that control commences until the date that
control ceases. The results of subsidiary undertakings acquired or disposed of
in the year are included in the Group statement of comprehensive income from
the effective date of acquisition or to the effective date of disposal.
Accounting policies are consistently applied throughout the Group.
Inter-company balances and transactions have been eliminated. Material profits
from inter-company sales, to the extent that they are not yet realised outside
the Group, have also been eliminated.
Where the Group has the power to participate in (but not control) the
financial and operating policy decisions of another entity, it is classified
as an associate. Investments in associates are accounted for using the equity
method of accounting after initially being recognised at cost.
Under the equity method of accounting, the Group's investments in associates
are initially recognised at cost and adjusted thereafter to recognize the
Group's share of post-acquisition profits and losses and other comprehensive
income in the consolidated statement of profit and loss and other
comprehensive income. Dividends received or receivable from associates are
recognised as a reduction in the carrying amount of the investment.
When the Group's share of losses in an equity-accounted investment equals or
exceeds its interest in the entity, including any other unsecured long-term
receivables, the Group does not recognise further losses unless it has
incurred obligations or made payments on behalf of the other entity.
Unrealised gains on transactions between the Group and its associates are
eliminated to the extent of the Group's interest in these entities. Unrealised
losses are also eliminated unless the transaction provides evidence of an
impairment of the asset transferred. Accounting policies of equity accounted
investees have been changed where necessary to ensure consistency with the
policies adopted by the Group.
Foreign currency translation
The individual financial statements of each Group company are presented in the
currency of the primary economic environment in which it operates (its
functional currency).
In preparing the financial statements of the individual companies,
transactions in currencies other than the entity's functional currency
(foreign currencies) are recorded 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 that are measured in terms of historical cost in a foreign
currency are not retranslated.
On consolidation, the results of overseas operations are translated into
Sterling at rates approximating to those ruling when the transactions took
place. All assets and liabilities of overseas operations, including goodwill
arising on the acquisition of those operations, are translated at the rate
ruling at the reporting date.
Exchange differences arising on translating the opening net assets at opening
rate and the results of overseas operations at actual rate are recognised in
other comprehensive income and accumulated in the foreign exchange reserve.
Exchange differences arising on the settlement of monetary items, and on the
retranslation of monetary items, are charged to the consolidated statement of
comprehensive income.
Business combinations
In accordance with IFRS 3 "Business Combinations", the fair value of
consideration paid for a business combination is measured as the aggregate of
the fair values at the date of exchange of assets given and liabilities
incurred or assumed in exchange for control. The assets, liabilities and
contingent liabilities of the acquired entity are measured at fair value as at
the acquisition date. When the initial accounting for a business combination
is determined, it is done so on a provisional basis with any adjustments to
these provisional values made within 12 months of the acquisition date and are
effective as at the acquisition date.
To the extent that deferred consideration is payable as part of the
acquisition cost and is payable after one year from the acquisition date, the
deferred consideration is discounted at an appropriate interest rate and,
accordingly, carried at net present value in the consolidated balance sheet.
The discount component is then unwound as an interest charge in the
consolidated statement of comprehensive income over the life of the
obligation.
Where a business combination agreement provides for an adjustment to the cost
of a business acquired contingent on future events, the Group accrues the fair
value of the additional consideration payable as a liability at acquisition
date. This amount is reassessed at each subsequent reporting date with any
adjustments recognised in the consolidated statement of comprehensive income.
Transaction costs are expensed to the statement of comprehensive income as
incurred. Acquisition-related employment costs are accrued over the period in
which the related services are received and are recorded as exceptional costs.
Revenue
Revenue represents the amounts derived from the provision of services, stated
net of Value Added Tax. The methodology applied to income recognition is
dependent upon the services being supplied.
In respect of income relating to annual or multi-year service contracts and/or
hosted services which are invoiced in advance, it is the Group's policy to
recognise revenue on a straight-line basis over the period of the contract.
This is considered a faithful depiction of the transfer of services to the
customer because they are provided access to the Group's software for the
duration of the contract period. The full value of each sale is credited to
contract liabilities when invoiced to be released to the statement of
comprehensive income in equal instalments over the contract period.
During the course of a customer's relationship with the Group, their system
may be upgraded. These upgrades can be separated into two distinct types:
1. Specific upgrades, i.e. moving from an old legacy system to one of
the Group's latest products. This would require the migration of the
customer's data from the old system and the set-up of their new system; and
2. Non-specific upgrades, i.e. enhancements to customers' systems as a
result of internal development effort to improve the stability or
functionality of the platform for all customers.
3.
Customers do not have a contractual right to non-specific upgrades and
therefore, the provision of these non-specific upgrades are accounted for as
part of the related service contract as explained above. For specific
upgrades, customers are required to purchase these separately through signing
a new contract which sets out the one-off professional service fee for the
upgrade to cover migration costs and any increase in their annual subscription
fee. The provision of this specific upgrade is therefore, accounted for as a
separate service contract as explained above. The Group does not have any
further obligations that it would have to provide for under the subscription
arrangements.
In respect of income derived from the provision of research and insights
projects, which are based on fixed price contracts with specified performance
obligations and for which customers are invoiced based on a payment schedule
over the term of the contract, it is the Group's policy to recognise revenue
to reflect the benefit received by the customer. The proportion of revenue
recognised is based on the output method using milestones completed, such as
the delivery of insight reports to a customer.
The Group does not have any further obligations that it would have to provide
for under its arrangements for provision of research and insights projects.
Cost of sales
Cost of sales comprises third party costs directly related to the provision of
services to customers.
Non-IFRS Key performance indicators
The Group uses EBITDA and Adjusted EBITDA as the Directors believe the
disclosure provides additional information on the core operational performance
of the Group. For more information and definition, please see the Strategic
Report.
Leases
All leases are considered under IFRS 16. A right of use asset and lease
liability are recognised in the Consolidated Statement of Financial Position.
The right of use asset is amortised on a straight-line basis to the
consolidated statement of comprehensive income. Lease liabilities increase as
a result of interest charged at a constant rate on the balance outstanding and
are reduced for lease payments made. The interest expense is recognised in the
consolidated statement of comprehensive income. Where leases are modified the
right of use asset and lease liability are remeasured at the date of
modification to account for the modification.
Finance income and finance expenses
Finance income and finance expenses are recognised in profit or loss as they
accrue, using the effective interest method. Finance income relates to
interest income on the Group's bank account balances.
Interest payable comprises interest payable or finance charges on loans
classified as liabilities.
Dividend distributions
Dividend distributions are recognised as transactions with owners on payment
when liability to pay is established.
Intangible assets - Goodwill
Goodwill represents amounts arising on acquisition of subsidiaries. Goodwill
represents the difference between the cost of the acquisition and the fair
value of the net identifiable assets and contingent liabilities acquired.
Identifiable intangible assets are those which can be sold separately or which
arise from legal rights regardless of whether those rights are separable.
Goodwill on acquisition of subsidiaries is included in intangible assets.
Goodwill is allocated to cash generating units and is not amortised, but is
tested annually for impairment.
If the fair value of the net assets acquired is in excess of the aggregate
consideration transferred, the Group re-assesses whether it has correctly
identified all of the assets acquired and all of the liabilities assumed and
reviews the procedures used to measure the amounts to be recognised at the
acquisition date. If the reassessment still results in an excess of the fair
value of net assets acquired over the aggregate consideration transferred,
then the gain is recognised in profit or loss.
Intangible assets - research and development expenditure
Research costs are expensed as incurred. Development expenditures on an
individual project are recognised as an intangible asset when the Group can
demonstrate:
· the technical feasibility of completing the intangible asset so
that the asset will be available for use or sale;
· its intention to complete and its ability and intention to use or
sell the asset;
· how the asset will generate future economic benefits;
· the availability of resources to complete the asset; and
· the ability to measure reliably the expenditure during
development.
Following initial recognition of the development expenditure as an asset, the
asset is carried at cost less any accumulated amortisation and accumulated
impairment losses. Amortisation of the asset begins from the date development
is complete and the asset is available for use, which may be before first
sale. It is amortised over the period of expected future benefit. Amortisation
is charged to the consolidated statement of comprehensive income. During the
period of development, the asset is tested for impairment annually.
In 2025 there were nineteen (2024: Twenty-eight) capitalised development
projects. The projects undertaken in the current and prior year relate to the
development of new functionality within the Vuelio and Pulsar platforms. The
directors assessed the capitalisation criteria of its internally generated
material intangible assets through a review of the output of the work
performed, the specific costs proposed for capitalisation, the likely
completion of the work and the likely future benefits to be generated from the
work.
The directors assess the useful life of the completed capitalised development
projects to be five years from the date of the first sale or when benefits
begin to be realised and amortisation will begin at that time.
Intangible assets - database
On acquisition of businesses in prior years, a fair value was calculated in
respect of the PR and media contacts databases acquired. Subsequent
expenditure on maintaining this database is expensed as incurred. Amortisation
is calculated on a straight-line basis over the estimated useful economic life
of the database. It is the directors' view that this useful economic life is
three years based on the level of ongoing investment required to maintain the
quality of data in the database.
Intangible assets - customer relationships
On acquisition of businesses in the current and prior years, a fair value was
calculated in respect of the customer relationships acquired. Amortisation is
calculated on a straight-line basis over the estimated useful economic life of
the customer relationships. It is the directors' view that this useful
economic life is up to 14 years, based on known and forecast customer
retention rates.
Intangible assets - brand values
Acquired brands, which are controlled through custody or legal rights and
could be sold separately from the rest of the Group's businesses, are
capitalised where fair value can be reliably measured. The Group applies a
straight-line amortisation policy on all brand values. The conclusion is that
a realistic life for the brand equity would be up to a 'generation' or 20
years. Where there is an indication of impairment, the directors will perform
an impairment review by analysing the future discounted cash flows over the
remaining life of the brand asset to determine whether impairment is required.
Software licences
Software licences include software that is not integral to a related item of
hardware. These items are stated at cost less accumulated amortisation and any
impairment. Amortisation is calculated on a straight-line basis over the
estimated useful economic life.
Although perpetual licences are maintained under support and maintenance
agreements, a useful economic life of five years has been determined.
Impairment of non-financial assets
An impairment loss is recognised whenever the carrying amount of an asset or
its cash-generating unit exceeds its recoverable amount. Impairment losses are
recognised in the profit or loss within non-recurring admin expenses.
Impairment losses recognised in respect of cash-generating units are allocated
first to the carrying amount of the goodwill allocated to that cash-generating
unit and then to the carrying amount of the other assets in the unit on a pro
rata basis, applied in priority to non-current assets ahead of more liquid
items. A cash-generating unit is the smallest identifiable group of assets
that generates cash inflows that are largely independent of the cash inflows
from other assets or groups of assets.
Financial instruments
Financial assets
Financial assets are measured at amortised cost, fair value through other
comprehensive income (FVTOCI) or fair value through profit or loss (FVTPL).
The measurement basis is determined by reference to both the business model
for managing the financial asset and the contractual cash flow characteristics
of the financial asset. The Group's financial assets comprise of trade and
other receivables and cash and cash equivalents.
Trade receivables
Trade receivables are measured at amortised cost and are carried at the
original invoice amount less allowances for expected credit losses.
Expected credit losses are calculated in accordance with the simplified
approach permitted by IFRS 9, using a provision matrix applying lifetime
historical credit loss experience to the trade receivables.
The expected credit loss rate varies depending on whether, and the extent to
which, settlement of the trade receivables is overdue and it is also adjusted
as appropriate to reflect current economic conditions and estimates of future
conditions. For the purpose of determining credit loss rates, customers are
classified into groupings that have similar loss patterns. The key drivers of
the loss rate are the aging of the debtor, the geographic location and the
Company sector (public vs private). When a trade receivable is determined to
have no reasonable expectation of recovery it is written off, firstly against
any expected credit loss allowance available and then to the statement of
comprehensive income. Subsequent recoveries of amounts previously provided for
or written off are credited to the statement of comprehensive income.
Long-term receivables are discounted where the effect is material.
Cash and cash equivalents
Cash held in deposit accounts is measured at amortised cost.
Financial liabilities
The Group's financial liabilities consist of trade payables, loans and
borrowings, and other financial liabilities. Trade payables are non-interest
bearing. Trade payables initially recognised at their fair value and
subsequently measured at amortized cost. Loans and borrowings and other
financial liabilities, are initially measured at fair value, net of
transaction costs, and are subsequently measured at amortised cost using the
effective interest rate method. Interest expense is measured on an effective
interest rate basis and recognised in the statement of comprehensive income
over the relevant period.
Provisions
Provisions are recognised when there is a present obligation (legal or
constructive) as a result of a past event, it is probable that the obligation
will be required to be settled, and a reliable estimate can be made of the
amount of the obligation. The amount recognised as a provision is the best
estimate of the consideration required to settle the present obligation at the
end of the reporting period, taking into account the risks and uncertainties
surrounding the obligation. Provisions are discounted when the time value of
money is material.
Deferred income
The Group's customer contracts include a diverse range of payment schedules
dependent upon the nature and type of services being provided. The Group often
agrees payment schedules at the inception of long-term contracts under which
it receives payments throughout the term of contracts. These payment schedules
may include progress payments as well as regular monthly or quarterly payments
for ongoing service delivery. Payments for transactional services may be at
delivery date, in arrears or in advance.
A contract liability is the obligation to transfer goods or services to a
customer for which the Group has received consideration (or an amount of
consideration is due) from the customer. If a customer pays consideration
before the Group transfers goods or services to the customer, a contract
liability is recognised when the payment is made or the payment is due
(whichever is earlier). Contract liabilities are recognised as revenue when
the Group performs under the contract. The aggregate amount is disclosed in
Note 16.
Current and deferred income tax
The tax expense for the year comprises current and deferred tax. Tax is
recognised in the consolidated statement of comprehensive income except to the
extent that it relates to items recognised directly in equity, in which case
it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year,
using tax rates enacted or substantively enacted at the reporting date, and
any adjustment to tax payable in respect of previous years. Deferred tax is
provided on temporary differences between the carrying amounts of assets and
liabilities for financial reporting purposes and the amounts used for taxation
purposes. The following temporary differences are not provided for: the
initial recognition of goodwill; the initial recognition of assets or
liabilities that affect neither accounting nor taxable profit other than in a
business combination, and differences relating to investments in subsidiaries
to the extent that they will probably not reverse in the foreseeable future.
The amount of deferred tax provided is based on the expected manner of
realisation or settlement of the carrying amount of assets and liabilities,
using tax rates enacted or substantively enacted at the reporting date.
The recognition of deferred tax assets is based upon whether it is more likely
than not that sufficient and suitable taxable profits will be available in the
future, against which the reversal of temporary differences can be deducted.
Recognition, therefore, involves judgement regarding the future financial
performance of the particular legal entity or tax group in which the deferred
tax asset has been recognised. Historical differences between forecast and
actual taxable profits have not resulted in material adjustments to the
recognition of deferred tax assets.
Research and development tax credit
Companies within the Group may be entitled to claim special tax allowances in
relation to qualifying research and development (R&D) expenditure (e.g.
R&D tax credits). The Group accounts for such allowances as tax credits,
which means that they are recognised when it is probable that the benefit will
flow to the Group and that benefit can be reliably measured. They are claimed
through the research and development expenditure credit (RDEC) tax credit
scheme and recognised in the financial statements through non-recurring
administrative expenses on the income statement and Trade and other
receivables on the balance sheet, until the cash is received.
Share-based payments
The Group issues equity-settled share-based payments to certain employees.
These equity-settled share-based payments are measured at fair-value at the
date of the grant. The fair value as determined at the grant date is expensed
on a straight-line basis over the vesting period, based on the Group's
estimate of shares that will eventually vest. Fair value is measured by use of
the Monte Carlo method. The charges to profit or loss are recognised in the
subsidiary employing the individual concerned.
Employee benefits
Individual subsidiaries of the Group operate defined contribution pension
schemes for their employees. The assets of the schemes are not managed by the
Group and are held separately from those of the Group. The annual
contributions payable are charged to the statement of comprehensive income
when they fall due for payment.
3. Revenue
The Group's revenue is primarily derived from the rendering of services. The
Group's revenue was generated from the following territories:
2025 2024
£'000 £'000
United Kingdom 22,912 22,253
North America 3,250 3,360
Europe excluding UK 3,588 3,300
Australia and New Zealand 22,900 25,379
Asia 8,238 7,451
Rest of the world 287 254
TOTAL 61,175 61,997
4. Segment reporting
Segment information is presented in respect of the Group's operating segments
which are based upon the Group's management and internal business reporting.
Segment results, assets and liabilities include items directly attributable to
a segment as well as those that can be allocated on a reasonable basis.
Unallocated items comprise mainly head office expenses. No single customer
generates more than 10% of the Group's revenue.
The Group operating segments have been decided upon according to the
geographic markets in which they operate being the information provided to the
Chief Executive Officer and the Board, given both regions provide the same
products and services. EMEA & NA covers the United Kingdom, Europe and
North America. APAC covers Australia, New Zealand and South East Asia.
The segment information for the year ended 30 November 2025, is as follows:
EMEA & NA APAC Total
2025 £'000 £'000 £'000
External revenue 30,115 31,060 61,175
Adjusted EBITDA 640 9,749 10,389
Non-recurring costs (2,365) (7,278) (9,643)
Unrealised fx gains and losses (332) (71) (403)
Share of loss of associate - - -
Gain on sale of associate 62 - 62
Share-based payments (338) (150) (488)
Depreciation and amortisation (4,176) (4,085) (8,261)
Financial income 11 7 18
Financial expense (55) (1,069) (1,124)
Taxation 78 (269) (191)
Loss After Tax (6,475) (3,166) (9,641)
Reportable segment assets 31,148 55,118 86,266
Reportable segment liabilities 29,680 21,185 50,865
Other information: Additions to intangible assets 3,957 2,061 6,018
Other information: Additions to property, plant and equipment 42 58 100
The segment information for the year ended 30 November 2024, is as follows:
EMEA & NA APAC Total
2024 £'000 £'000 £'000
External revenue 29,250 32,747 61,997
Adjusted EBITDA 2,456 6,823 9,279
Non-recurring costs (1,806) (6,755) (8,561)
Share of loss of associate (128) - (128)
Gain on sale of associate 1,457 - 1,457
Share-based payments (484) (96) (580)
Depreciation and amortisation (3,177) (4,394) (7,571)
Financial income 10 8 18
Financial expense 489 (1,073) (584)
Taxation 128 (31) 97
Loss After Tax (1,055) (5,518) (6,573)
Reportable segment assets 28,843 59,558 88,401
Reportable segment liabilities 26,086 19,631 45,717
Other information: Additions to intangible assets 4,350 2,227 6,577
Other information: Additions to property, plant and equipment 135 94 229
5. Operating loss
Operating loss is stated after charging: 2025 2024
£'000 £'000
Employee benefit expenses before capitalised costs 24,497 28,971
Depreciation of property, plant and equipment 273 308
Depreciation charge 1,322 1,370
Amortisation of development costs 4,974 4,122
Amortisation of acquired software platforms 670 682
Amortisation of brand values 202 208
Amortisation of software licences 38 64
Amortisation of customer list 782 816
Loss on foreign currency translation 444 89
Non-recurring items (see below) 9,643 8,561
Auditor's remuneration (see below) 513 626
Research and development and other technical expenditure (a further 1,548 5,348
£6,013,000 (2024: £6,577,000) was capitalised)
Increase in expected credit loss provision 72 279
Non-recurring items*
The non-recurring costs are made up of the following:
Non-recurring salary costs - integration and restructuring 8,121 6,101
Non-recurring duplicated technology costs 1,354 2,050
Non-recurring copyright related expense (115) -
Non-recurring expense - other 283 410
TOTAL 9,643 8,561
*Explained within the strategic report
Auditor's remuneration is further analysed as:
Fees payable to the Company's auditor for the audit of the Company's annual 200 278
accounts
The audit of the Company's subsidiaries, pursuant to legislation 313 348
TOTAL 513 626
6. Particulars of employees
The average number of persons (including directors) employed by the Group
during the year was:
2025 2024
Technical and support 145 145
Commercial 682 719
Finance and administration 68 68
895 932
Costs incurred in respect of these employees were:
2025 2024
£'000 £'000
Wages and salaries costs 20,271 23,584
Social security costs 1,460 1,492
Pension costs 1,509 1,717
Health insurance 176 224
Employee benefits 1,029 1,875
Compensation for loss of office 635 281
25,080 29,173
The compensation for loss of office charge of £635,000 (2024: £281,000)
relates to 131 employees (2024: 70) who were made redundant during the year.
The reportable key management personnel are considered to be comprised of the
Company directors, the remuneration for whose services during the year is
detailed below.
Salaries Fees 2025 2024
Directors' remuneration £ £ £ £
Executive Directors
J Arnold 400,000 - 400,000 391,667
M Fautley 250,000 - 250,000 229,167
Non-Executive Directors
C Satterthwaite 80,000 - 80,000 70,000
C Pilling 40,000 - 40,000 35,000
L Gilbert - - - 27,500
S Vawda 55,000 - 55,000 48,125
M Royde - 40,000 40,000 13,333
TOTAL 825,000 40,000 865,000 814,792
L Gilbert resigned on the 29 August 2024.
J Arnold received payments into a personal retirement money purchase pension
scheme during the year of £40,000 (2024: £40,000).
M Fautley received health insurance benefits during the year of £1,758 (2024:
£1,345). M Fautley received payments
into a personal retirement money purchase pension scheme during the year of
£Nil (2024: £Nil) and pension allowance
of £21,961 (2024: £21,961). No other directors received any other benefits
other than those detailed above.
The directors who have served during the year and details of their interests,
including family interests, in the
Company's ordinary 5p shares at 30 November 2025 are disclosed below:
30 Nov 25 Share options 30 Nov 25 30 Nov 24 Share options 30 Nov 24
Beneficial No. granted Options No. Beneficial No. granted Options No.
J Arnold 793,754 - 3,457,106 754,281 1,857,106 3,457,106
C Satterthwaite 120,911 - 39,603 94,596 - 39,603
M Fautley 119,284 - 1,560,691 79,811 1,160,691 1,560,691
C Pilling 50,000 - 19,801 50,000 - 19,801
M Royde - - - - - -
S Vawda* 29,823 - 19,801 16,666 - 19,801
TOTAL 1,113,772 - 5,097,002 995,354 3,017,797 5,097,002
*Shares held by Vawda Associates, a company owned by S Vawda (80%), A Oomerjee
(10%) and A Vawda-Oomerjee (10%).
7. Financial expense
2025 2024
£'000 £'000
Interest charge in respect of lease liabilities 177 198
Interest on bank loans 813 344
Other interest 134 42
Total financial expense 1,124 584
8. Taxation 2025 2024
£'000 £'000
Current income tax
UK corporation tax credit for the year 90
84
Adjustment in respect of prior year 201 (136)
Double Taxation Relief (84) (90)
Foreign taxation 209 160
Adjustment in respect of prior periods (foreign tax) 156 26
Total current income tax credit 566 50
Deferred tax (Note 19)
Origination and reversal of temporary differences (600) 592
Adjustments in respect of prior periods 225 (739)
Total deferred tax (375) (147)
Total tax credit 191 (97)
As shown below the tax assessed on the loss on ordinary activities for the
year is higher than (2024: lower than)
the standard rate of corporation tax in the UK of 25% (2024: 25%).
The differences are explained as follows: 2025 2024
Factors affecting tax charge/(credit) £'000 £'000
Loss on ordinary activities before tax (9,450) (6,670)
Loss on ordinary activities multiplied by effective rate of tax (2,361) (1,934)
Items not deductible for tax purposes 325 (10)
Adjustment in respect of prior years 790 (875)
Additional R&D claim CTA 2009 14 (271)
Difference in tax rates (188) -
Deferred tax not recognised 1,611 2,993
Total tax charge/(credit) 191 (97)
Factors that may affect future tax expenses: The corporation tax rate of 25%
remains the same from 1 April 2024.
9. Earnings per share
In 2025 and 2024 potential ordinary shares from the share option schemes have
an anti-dilutive effect due to the Group being in a loss making position. As a
result, dilutive loss per share is disclosed as the same value as basic loss
per share. This has been computed as follows:
Numerator 2025 2024
£'000 £'000
Loss for the year and earnings used in basic EPS (10,682) (7,582)
Earnings used in diluted EPS (10,682) (7,582)
Denominator
Weighted average number of shares used in basic EPS ('000) 136,334 127,699
Effects of:
Dilutive effect of options N/A N/A
Dilutive effect of loan note conversion N/A N/A
Weighted average number of shares used in diluted EPS ('000) 136,334 127,699
Basic loss per share (pence) (7.84) (5.94)
Diluted loss per share for the year (pence) (7.84) (5.94)
The total number of options or warrants granted at 30 November 2025 of
13,368,785 (2024: 13,815,746), would generate £3,536,699 (2024: £3,436,353)
in cash if exercised. At 30 November 2025, 4,408,805 options (2024: 1,644,084)
were priced above the mid-market closing price of 35p per share (2024: 59p per
share) and 8,959,980 (2024: 12,171,662) were below. Of the options and
warrants at 30 November 2025, 11,978,304 (2024: 12,425,265) staff options and
1,390,481 (2024: 1,390,481) warrants were eligible for exercising. The
warrants are priced at 27.5p per share held by Elderstreet VCT plc and other
individuals consequent to an initial investment in the Company in October
2008.
10. Intangible fixed assets
Brand value Goodwill Development Software Licenses Database Customer relationships Total
costs and
acquired
software
£'000 £'000 £'000 £'000 £'000 £'000 £'000
Cost
At 30 November 2023 2,924 37,094 34,750 637 1,290 11,723 88,418
Capitalised during the year - - 6,577 - - - 6,577
Foreign exchange movement (15) (546) (270) 26 - (194) (999)
At 30 November 2024 2,909 36,548 41,057 663 1,290 11,529 93,996
Capitalised during the year - - 6,013 5 - - 6,018
Foreign exchange movement (25) (998) (502) 30 - (352) (1,847)
At 30 November 2025 2,884 35,550 46,568 698 1,290 11,177 98,167
Amortisation and impairment
At 30 November 2023 1,374 - 13,595 515 1,290 3,023 19,797
Charge for the year 208 - 4,804 64 - 816 5,892
Foreign exchange movement (6) - (68) 25 - (50) (99)
At 30 November 2024 1,576 - 18,331 604 1,290 3,789 25,590
Charge for the year 202 - 5,644 38 - 782 6,666
Foreign exchange movement (11) - (113) 29 - (91) (186)
At 30 November 2025 1,767 - 23,862 671 1,290 4,480 32,070
Net Book Value
At 30 November 2025 1,117 35,550 22,706 27 - 6,697 66,097
At 30 November 2024 1,333 36,548 22,726 59 - 7,740 68,406
Brand value, Goodwill, Database, Customer relationships and acquired software
platforms are acquisition related intangibles. Of the £5,644,000 (2024:
£4,804,000) amortisation charge on Development costs and acquired software
platforms, £670,000 (2024: £683,000) relates to acquired software platforms,
bringing the total amortisation on acquisition related intangibles to
£1,654,000 (2024: £1,707,000). Amortisation on internally generated
intangibles totals £5,012,000 (2024: £4,186,000).
The carrying value of individually material intangible assets are as follows:
Carrying amount
Brand 2025 2024
£'000 £'000
Access Intelligence Media and Communications 300 360
ResponseSource 198 213
Pulsar 334 358
Isentia 285 411
Development costs and acquired software platforms
AIMediaData - Vuelio Platform Development 5,967 5,419
ResponseSource - Platform Development - -
Pulsar - Platform Development 7,008 6,278
Isentia - Platform Development 9,731 10,455
Customer relationships
ResponseSource - Acquired Customer Relationships 240 365
Isentia - Acquired Customer Relationships 6,457 7,523
For the purposes of impairment testing, goodwill is allocated to the Group's
CGUs which are the lowest level within the Group at which goodwill is
monitored.
The carrying value of goodwill allocated to CGUs within the Group is:
2025 2024
Goodwill £'000 £'000
EMEA & NA 7,740 7,740
APAC 27,810 28,808
At the reporting date, impairment tests were undertaken by comparing the
carrying values of CGUs with their recoverable amounts. The recoverable
amounts of the CGUs are based on value-in-use calculations. These calculations
use pre-tax cash flow projections covering a five-year period based on
approved budgets and forecasts in the first three years, followed by applying
specific growth rates for which the key assumptions in respect of annual
revenue growth
rates of 5.0% in years 4 to 5 and 3.0% thereafter.
The key assumptions used for value-in-use calculations are those regarding
revenue growth rates and discount
rates over the forecast period. Growth rates are based on past experience, the
anticipated impact of the CGUs significant investment in research and
development, and expectations of future changes in the market.
The pre-tax discount rates used for both the EMEA & NA and APAC CGUs was
14.5%, based on an assessment of the Group's cost of capital and on comparison
with other listed technology companies.
The terminal growth rate used for the purposes of goodwill impairment
assessments was 2.0% for EMEA & NA and 2.5% for APAC. The Board considered
that no impairment to goodwill is necessary based on the value-in-use reviews
of EMEA & NA or APAC as the value-in-use calculations exceeded the
carrying values of goodwill relating to those companies.
Sensitivity analysis has been performed on reasonably possible changes in
assumptions upon which recoverable amounts have been estimated. Based on the
sensitivity analysis, a reduction of 58.0% in EBITDA delivered by EMEA &
NA would result in the carrying value of its CGU being equal to the
recoverable amount. For APAC, a 19.8% reduction in EBITDA would result in the
carrying value of its CGU being equal to the recoverable amount.
For EMEA & NA, a 36.6% percentage point increase in the discount rate
would result in the carrying value of its CGU being equal to the recoverable
amount. For APAC, a 2.8% percentage point increase in the discount rate would
result in the carrying value of its CGU being equal to the recoverable amount.
Other impairments
Other intangible assets are tested for impairment if indicators of an
impairment exist. Such indicators include performance falling short of
expectation.
The directors considered that there were no indicators of impairment relating
to the intangible fixed assets at 30 November 2025.
11. Investment in associate
2025 2024
£'000 £'000
Cost
At 1 December 75 1,872
Additions - 75
Disposals (75) (1,872)
At 30 November - 75
Share of loss of associate and impairment
At 1 December - 1,608
Share of loss of associate - 128
Disposal - (1,736)
At 30 November - -
Net Book Value
At 1 December 75 264
At 30 November - 75
During the year ended 30 November 2024, 20.3% of the shares in TrackRecord
holdings Limited were sold by the group for £1,419,000, leaving 1.4% at a
carrying value of £75,000.
During FY24 the shareholding in TrackRecord Holdings Limited was treated as an
investment as the Group is not able to exercise control over the Company due
to only having a 1.4% shareholding.
During FY25 the Group sold its remaining shares in TrackRecord Holdings
Limited and the loan was repaid. Profit on sale of associate was £62,000.
12. Property, plant and equipment
Fixtures, fitting and equipment Leasehold improvements
Total
£'000 £'000 £'
00
0
Cost
At 30 November 2023 1,607 375 1,982
Additions 83 146 229
Disposals (94) (90) (184)
Foreign exchange movement (50) (25) (75)
At 30 November 2024 1,546 406 1,952
Additions 98 2 100
Disposals (92) 694 602
Foreign exchange movement (67) (38) (105)
At 30 November 2025 1,485 1,064 2,549
Depreciation and impairment
At 1 December 2023 1,129 60 1,189
Charge for the year 223 85 308
Disposals (91) (85) (176)
Foreign exchange movement (34) (18) (52)
At 30 November 2024 1,227 42 1,269
Charge for the year 159 114 273
Disposals (93) 693 600
Foreign exchange movement (57) (28) (85)
At 30 November 2025 1,236 821 2,057
Net Book Value
At 30 November 2025 249 243 492
At 30 November 2024 319 364 683
13. Trade and other receivables
2025 2024
£'000 £'000
Current assets
Trade receivables 5,405 5,003
Less: provision for impairment of trade receivables (91) (172)
Trade receivables - net 5,314 4,831
Prepayments 2,405 1,862
Commission prepayments 1,553 1,994
Other receivables 1,362 553
10,634 9,240
All trade receivables are reviewed by management and are considered
collectable. The ageing of trade receivables which are past due and not
impaired is as follows:
2025 2024
£'000 £'000
Days outstanding
31-60 days 270 306
61-90 days 176 24
91-180 days 259 158
705 488
Movements on the Group provision for impairment of trade receivables are as
follows:
2025 2024
£'000 £'000
At 1 December 172 265
Increase in provision 72 279
Write-offs in year (153) (372)
At 30 November 91 172
As in the prior year, the Group applies the IFRS 9 simplified approach to
measuring expected credit losses using a lifetime expected credit loss
provision to reflect the risk of default on trade receivables. Default is
defined as a situation in which a customer does not pay amounts that it owes
to the Group and may occur due to a number of reasons, including the financial
health of the customer or where the customer disputes the amount owed and it
is not considered to be economical to recover the amount through a legal
process.
To calculate the credit loss provision, trade receivables have been split into
different categories along three lines: region, aging and public/private
sector. The expected loss rates applied to these categories are as follows;
· Region - 0.7% to 8.5%
· Aging - 0.5% to 10%
· Public/Private - 0.8%/1.8%
The expected loss rates are based on the Group's historical credit losses
experienced over the three year period prior to the period end. The historical
loss rates are then adjusted for current and forward-looking information on
macroeconomic factors affecting the Group's customers.
The creation and release of a provision for impaired receivables has been
included in 'administrative expenses' in the consolidated statement of
comprehensive income. Amounts charged to the allowance account are generally
written off, where there is no expectation of recovering additional cash.
The other asset classes within trade and other receivables do not contain
impaired assets.
The maximum exposure to credit risk at the reporting date is the carrying
value of each class of receivable mentioned above together with our cash
deposits totalling £384,000 (2023: £1,001,000). The Group does not hold any
collateral as security.
Credit risk is a judgement made by management based on sector and necessary
allowances are made when needed by assessing changes in our customers' credit
profiles and credit ratings.
14. Trade and other payables
2025 2024
Due within one year £'000 £'000
Trade and other payables 11,987 9,781
Other taxes and social security costs 796 349
RDEC deferred grant income 680 354
VAT payable 1,124 648
14,587 11,132
15. Leases
Group as a lessee
The Group leases a number of properties in the jurisdictions from which it
operates.
Set out below are the carrying amounts of right-of-use assets recognised and
the movements during the period:
Right-of-use assets Land & buildings
£'000s
At 30 November 2023 2,190
Additions 1,870
Depreciation charge (1,370)
Disposals (312)
Lease modification 721
Foreign exchange movements (32)
At 30 November 2024 3,067
Additions -
Depreciation charge (1,322)
Disposals -
Lease modification 313
Foreign exchange movements (55)
At 30 November 2025 2,003
Set out below are the carrying amounts of lease liabilities and the movements
during the period:
Land & buildings
Lease liabilities £'000s
At 30 November 2023 2,533
Accretion of interest 198
Effect of modification to lease terms 721
Additions 1,716
Reversal of lease liabilities (684)
Lease payments (1,211)
Foreign exchange movements (34)
At 30 November 2024 3,239
Accretion of interest 177
Effect of modification to lease terms 313
Additions -
Lease payments (1,489)
Foreign exchange movements (58)
At 30 November 2025 2,182
Lease liability maturity analysis - undiscounted contractual cash flows 2025 2024
£'000 £'000
Less than one year 1,216 1,238
Between one and five years 1,634 2,264
More than five years - -
2,850 3,502
The following are the amounts to be recognised in profit or loss:
2025 2024
£'000 £'000
Depreciation charge 1,322 1,370
Interest expense on lease liabilities 177 198
Total amount recognised in profit or loss 1,499 1,568
The Group had total cash outflows for leases of £1,489,000 in 2025 (2024:
£1,211,000). The Group also had non-cash additions to right-of-use assets of
£Nil (2024: 1,870,000) and lease liabilities of £Nil in 2025 All Contract
liabilities are expected to be recognised within one year. (2024:
£1,716,000). There are no leases that have not yet commenced to be disclosed.
There were no short-term leases or low value leases taken out in the year.
16. Contract Liabilities
2025 2024
£'000 £'000
At 1 December 16,139 15,031
Invoiced during the year 62,646 63,105
Revenue recognised during the year (61,175) (61,997)
At 30 November 17,610 16,139
All Contract liabilities are expected to be recognised within one year.
17. Financial instruments
The Group's treasury activities are designed to provide suitable, flexible
funding arrangements to satisfy the Group's requirements. The Group uses
financial instruments comprising borrowings, cash, liquid resources and items
such as trade receivables and payables that arise directly from its
operations. The main risks arising from the Group financial instruments relate
to the maintaining of liquidity across the Group's entities and debt
collection. The Board reviews
policies for managing each of these risks and they are summarised below. The
Group finances its operations through a combination of cash resources, loan
notes and equity. Short term flexibility is provided by moving resources
between the individual subsidiaries.
Exposure to interest rate fluctuations is minimal as all borrowings are at
fixed rates of interest. The Group also has various deposit facilities on
which 0.01% - 2.4% interest was being earned throughout 2025 (2024: 0.01% -
2.40%) and will be optimising the use of these accounts going forward. The
Group's exposure to interest rate risk is not significant and therefore no
sensitivity analysis has been performed. Foreign exchange risk arises when
individual Group entities enter into transactions denominated in a currency
other than their functional currency. The Group's policy is, where possible,
to allow Group entities to settle liabilities denominated in their functional
currency with the cash generated from their own operations in that currency.
Where Group entities have liabilities denominated in a currency other than
their functional currency (and have insufficient reserves of that currency to
settle them), cash already denominated in that currency will, where possible,
be transferred from elsewhere within the Group.
At 30 November 2025 the Group had £6,000,000 borrowings (2024 £5,943,000).
There is no material difference between the fair values and book values of the
Group's financial instruments. Short term trade receivables and payables have
been excluded from the above disclosures.
The objectives of the Group's treasury activities are to manage financial
risk, secure cost-effective funding where necessary and minimise the adverse
effects of fluctuations in the financial markets on the value of the Group's
financial assets and liabilities, on reported profitability and on the cash
flow of the Group. Interest income is sought wherever possible and in 2025
produced £18,000 (2024: £18,000) of income.
The Group's principal financial instruments for fundraising are through share
issues.
Financial instruments by category
2025 2024
£'000 £'000
Financial assets
Trade and other receivables excluding prepayments 6,676 5,384
Cash and cash equivalents 384 1,001
7,060 6,385
Financial liabilities
Trade and other payables 14,587 11,132
Lease liabilities 2,182 3,239
Interest bearing loans and borrowings 6,000 5,943
22,769 20,314
Undiscounted contractual maturity of financial liabilities
Amounts due within one year 21,803 18,313
Amounts due between one and five years 1,634 2,264
24,437 20,577
Less: future interest charges (668) (263)
Financial liabilities carrying value 22,769 20,314
The liquidity risk relating to the contractual liabilities listed above is
managed on a local basis through their day to day cash management. Management
monitor cash balances weekly. However should any subsidiary, or the Company,
find that it does not have the liquidity to pay a debt as it becomes due an
inter-company
cash transfer will be made available by another member of the Group.
Foreign exchange risk is managed by assessing the value of non-sterling
revenue against the value of non-sterling costs in each currency. Currently no
hedging is considered necessary due to the natural offset of revenues and
costs in each currency
18. Financial and operational risk management
The Group's activities expose it to a variety of financial risks which are
managed by the Group and subsidiary management teams as part of their
day-to-day responsibilities. The Group's overall risk management policy
concentrates on those areas of exposure most relevant to its operations. These
fall into six categories:
• Economic or political disruption risk - that disruption may affect demand
for our products and services or our ability to maintain operations or on the
cost of our delivery of services;
• Competitive risk - that our products are no longer competitive or relevant
to our customers;
• Treasury and liquidity risk - that we run out of the cash required to run
the business;
• Information security risk - the impacts that could occur due to threats
and vulnerabilities associated with the operation and use of information
systems and the environments in which those systems operate;
• Key personnel risk - that we cannot attract and retain talented people;
and
• Capital risk - that we do not have an optimal structure to allow for
future acquisition and growth.
Further information on these risks and the Group's actions to mitigate them is
provided on pages 32 to 37 of the Strategic Report.
19. Deferred tax assets and liabilities
The following are the major deferred tax assets and liabilities recognised by
the Group and the movements thereon during the current year and the prior
year:
Tax losses Fixed asset timing differences IFRS 16 ROU asset IFRS 16 lease liability FV of intangible assets Total
£'000 £'000 £'000 £'000 £'000 £'000
At 30 November 2023 (7,031) 748 96 (104) 4,540 (1,751)
Charge to profit or loss 120 498 287 (297) (755) (147)
Change due to FX 504 - - - (404) 100
At 30 November 2024 (6,407) 1,246 383 (401) 3,381 (1,798)
Charge to profit or loss 104 106 200 (196) (591) (377)
Change due to FX (1) (1) (3) 3 9 7
At301 November 2025 (6,304) 1,351 580 (594) 2,799 (2,168)
At the reporting date the Group had unrecognised unused tax losses of
approximately £18,398,000 (2024: £28,638,000) available for offset against
future profits. The tax losses do not have any expiry date.
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to offset current tax assets against current tax liabilities
and when the deferred tax assets and liabilities relate to income taxes levied
by the same taxation authority on either the taxable entity or different
taxable entities where there is an intention to settle the balances on a net
basis.
£2,168,000 (2024: £1,798,000) of deferred tax losses are recognised in
excess of the associated deferred tax liabilities across the Group where
future forecasted profits are considered sufficient to utilise the excess
losses. Deferred tax assets totalling £7,028,000 (2024: £7,761,000) arising
in respect of losses have not been included in the statement of financial
position due to uncertainties in regard to their recoverability.
The aggregate amounts of deferred tax balances in each Group entity, after
allowable offset, for financial reporting purposes are:
2025 2024
£'000 £'000
Deferred tax assets 6,023 5,884
Deferred tax liabilities (3,855) (4,086)
Total 2,168 1,798
20. Share Capital
Equity: Ordinary shares of 5p each 2025 2024
£'000
£'000
Allotted, issued and fully paid 138,419,122 ordinary shares of 5p each (2024: 6,921 6,526
130,524,386 ordinary shares of 5p each)
2025 2024
Number of shares at 1 December and 30 November 138,419,122 130,524,386
At 1 December 2021, the Company had 2,927,315 5p shares held in treasury.
During 2021, 101,669 of these shares were allotted, with the number of shares
held in treasury at the year end being 2,825,646. The shares held in treasury
have no voting rights, or rights to dividends and so total issued share
capital for voting and dividend purposes at the year end was 127,698,740
(2024: 127,698,740).
On 14 June 2022, 53,351 shares were allotted out of treasury at a price of
56.0p per share due to an exercise of employee share options. Gross proceeds
were £30,000.
On 14 July 2022, 48,318 shares were allotted out of treasury at a price of
56.0p per share due to an exercise of employee share options. Gross proceeds
were £27,000. In November 2022 and November 2023, the Company's total share
capital was 130,524,386 and the total issued share capital for voting and
dividend purposes, excluding shares held in treasury, was 127,698,740.
On 12th July 2024 a total of 7,490,294 options were granted with an exercise
price of 5p and a stock price of 81p. This is in relation to the new LTIP
scheme. More can be found on this in note 21.
During 2025 the Company raised total gross proceeds of £3m through the issue
of 7,894,736 new shares at a fixed price of 38p per new share.
Transaction costs associated with share issues in the year amounted to
£81,000 (2024: £Nil). Transaction costs are accounted for as a reduction
from the share premium account.
21. Equity-settled share-based payments
Date of grant Exercise price No of shares Exercisable between
23 October 2008 27.5p 1,390,481 No time limit
18 February 2019 56.0p 3,211,682 Feb 2022-Feb 2029
24 October 2019 54.5p 366,972 Oct 2022-Oct 2029
31 July 2020 65.0p 1,511,915 Jul 2023-Jul 2030
19 May 2021 134.0p 294,130 May 2024-May 2031
01 October 2021 5.0p 118,807 Oct 2024-Oct 2031
12 July 2024 5.0p 7,490,294 Nov 2026 - Nov 2028
14,384,281
Details of the movements in the weighted average exercise price ("WAEP") and
number of share options during the current and prior year are as follows:
At start of year Granted Exercised Forfeited At end of year
WAEP 2024 (p) 54.5 - - 56.6 24.9
WAEP 2025 (p) 24.9 - - 62.2 26.5
Options 2024 6,893,987 7,490,294 - (568,535) 13,815,746
Options 2025 13,815,746 - - (446,961) 13,368,785
The range of prices at which options and warrants can be exercised is 33.1p to
134.0p.
During the year there were no options granted (2024: 7,490,294).
The total charge arising on issue of the options was £Nil, with the 2024
charge being £Nil. 446,961 options were cancelled in the year (2024:
568,535).
During the year, Nil share options were exercised.
There are no market, non-market or service conditions as part of the share
option scheme. The only condition existing is that employees must still be in
employment with the Company at the point they exercise the options.
Long Term Value Creation Plan ("LTVCP")
On 2 October 2021 the Board approved the LTVCP which is intended to assist
with the retention and motivation of key employees of the Company with the aim
of incentivising and rewarding exceptional levels of performance over a four
year period. The LTVCP will provide the potential for rewards only if
shareholders benefit from sustained growth in shareholder value over a
four-year period.
• The details of the awards for the initial LTVCP participants are set out
below:
• Under the LTVCP, the Board has granted certain eligible employees a right
("Participation Right") to receive a proportion of the shareholder value
created above a hurdle ("Hurdle Rate"). The Hurdle Rate has been set at a 12.5
per cent. compound annual growth rate.
• For the purposes of the LTVCP, shareholder value created is defined as the
growth in the Company's market capitalisation including net equity cashflows
to shareholders and adjusting for any share issues during the Performance
Period.
• Awards under the LTVCP comprise three equal tranches, with measurement
dates on the second, third and fourth anniversaries of the performance start
date (each a "Performance Period").
• The shareholder value created at each measurement date will be calculated
with reference to the average market capitalisation of the Company over the
three months immediately preceding and ending on each anniversary.
• Where value is created above the Hurdle Rate, initial LTVCP participants
will share 10 per cent. of the shareholder value created above the hurdle
("LTVCP Pool").
• Should the aggregate nominal value of Shares to be issued or then capable
of being issued in respect of each Performance Period exceed 7 per cent. of
the nominal value of the ordinary share capital in issue of the Company at
that time, the LTVCP Pool will be scaled back as required so that the 7 per
cent. threshold is not exceeded.
• To the extent that performance does not exceed the hurdle over each
Performance Period, the relevant tranche will lapse in full.
For the initial participants, the performance start date to measure each
Performance Period has been determined as the date of the announcement of the
Isentia acquisition, being 15 June 2021. The base value for the purposes of
the calculation of growth in shareholder value has been set at c.£153.1
million (being calculated by reference to the total number of Ordinary Shares
with voting rights following completion of the Isentia acquisition and the
placing price of 120p for the equity raise announced on 15 June 2021).
At the end of each Performance Period, the Participation Right will convert
into an award in the form of an option
to acquire Ordinary Shares at a price per Ordinary Share equal to the nominal
value of an Ordinary Share, being 5 pence per Ordinary Share ("Award"). The
number of Ordinary Shares to be issued pursuant to each Award will be
calculated by reference to the Company's share price at the relevant time.
Awards are subject to a Holding Period ending on the first anniversary of the
end of each Performance Period
in respect of which the relevant Award was granted, unless the Board
determines that another period shall be specified in relation to any Award.
The Board has discretion to vary the outcome applying to a Participation Right
where it considers that the level at which it would convert into an Award:
does not reflect the Board's assessment of overall performance during the
Performance Period; is not appropriate in the context of circumstances that
were unexpected or unforeseen at the grant date; or any other appropriate
reason.
Joanna Arnold and Mark Fautley have each been granted Participation Rights
under the LTVCP. Joanna Arnold's Participation Percentage has been set at 22%
and Mark Fautley's Participation Percentage has been set at 11%. In aggregate,
initial LTVCP participants Participation Percentages equate to a total of 73%
of the available Participation Rights. The unallocated Participation Rights
have been set aside to provide the Company the flexibility to award further
Participation Rights to eligible employees during the performance period. No
further awards will be granted to Joanna Arnold and Mark Fautley under the
LTVCP prior to the end of the four year performance under the initial award.
On 12th July 2024 a total of 7,490,294 options were granted with an exercise
price of 5p and a stock price of 81p. This is in relation to the new LTIP
scheme.
The option movements detailed above resulted in a share-based payment charge
for the Group of £488,000 (2024: £580,000).
22. Cash and cash equivalents
The Group monitors its exposure to liquidity risk based on the net cash flows
that are available. The following provides an analysis of the changes in net
funds:
As at 30 As at 30
November 2024 Cash outflow November 2025
£'000 £'000 £'000
Cash and cash equivalents 1,001 (617) 384
As at 30 As at 30
November 2023 Cash outflow November 2024
£'000 £'000 £'000
Cash and cash equivalents 2,248 (1,247) 1,001
23. Capital commitments, provisions and contingent liabilities
Capital commitments
The Group had no capital commitments at the end of the financial year or prior
year.
Provisions and contingent liabilities Long Service Leave Provision Leasehold dilapidations
Total
£'000 £'000 £'000
At 30 November 2024 76 226 302
Additions - - -
Released in the year (37) (4) (41)
Foreign exchange movement (3) (5) (8)
At 30 November 2025 36 217 253
Due within one year - - -
Due after more than one year 36 217 253
Leasehold dilapidations relate to the estimated cost of returning a leasehold
property to its original state at the end of the lease in accordance with the
lease terms. The main uncertainty relates to estimating the cost that will be
incurred at the end of the lease.
The earliest point at which it is considered that this amount may become
payable is August 2027 for the Group's leasehold property.
Employees in Australia are entitled to two months of long service leave upon
the completion of 10 years service under The Long Service Leave Act 1955. The
Long service leave provision relates to the expected cost of this leave.
24. Related party transactions
One (2024: two) of the directors has received a proportion of their
remuneration through their companies during the year. The payments represent
short term employee benefits. In all cases the directors are responsible for
their own taxation and national insurance liabilities.
The amounts involved are as follows and relate to activities within their
responsibilities as directors:
2025 2024 2023 2022
£'000 £'000 £'000 £'000
LGilbert - 27,500 40,000 40,000
MRoyde 40,000 13,333 - 40,000
On the 29 August 2024, L Gilbert resigned as a director. Previously they
received their remuneration, £Nil (2024: £27,500) through a service company.
During the year, the Group recognised a share-based payment charge of
£141,000 (2024: £45,000) in respect of key management personnel.
During the year ended 30 November 2019, the Group made available a loan
facility of £100,000 to Track Record Holdings Limited on an unsecured basis.
The final repayment date of the facility was November 2029 and interest is
payable at a rate of 10% on any amount drawn down from the facility. A
non-utilisation fee of 1% of any amount of the facility not drawn down was
also payable. This loan was repaid during FY25 when the Group sold its stake
of 1.1% shares in TrackRecord Holdings. See note 12 for further details.
25. Pension commitments
Individual subsidiaries of the Group operate defined contribution pension
schemes for their employees. The assets of the schemes are held separately
from those of the Group.
The annual contributions payable are charged to the consolidated statement of
comprehensive income when they fall due for payment.
During the year £1,509,000 (2024: £1,717,000) was contributed by the Group
to individual pension schemes. At 30 November 2025 £Nil pension contributions
were outstanding (2024: £Nil).
26. Interest bearing loans and borrowings
As at 30 November 2025, the Group had the following interest-bearing loans and
borrowings:
Currency Loan Type Interest Types Amount Repayment Terms
GBP Overdraft Interest is calculated on the cleared daily balance of the Account at a rate £3,000,000 Interest is calculated monthly in arrears. Repayment is due on demand.
of 4.00% per annum over the base rate Overdraft to 30 November 2025.Overdraft cancelled in April 2026 as part of the
new debt refinancing.
GBP Loan 4.00% per annum over the £3,000,000 Interest (7.25%) and annual commitment fee payable of 5% are paid quarterly.
Full repayment due on 20 November 2025.
base rate
Pulsar Group Plc had an unsecured loan facility of £3m in place with Herald
Investment Trust Plc and an authorised overdraft facility with Bank of
Scotland at the year end. Both the shareholder loan and the overdraft facility
were replaced by the new £6,000,000 bank loan and £2,000,000 RCF entered
into on 30 April 2026. £3,600,000 of the new bank loan amortises on a
straight-line basis over three years whilst the remaining £2,400,000 is
repayable after three years. The RCF is in place for three years.
Interest Expense
The total interest and commitment fees paid to Herald during the period of the
loan 1 December 2024 to 30 November 2025 were interest: £217, 500 and
commitment fee: £150,000.
Overdraft Fees
The total overdraft interest fees paid to Bank of Scotland for the period 1
December 2024 to 30 November 2025 are £244,100.
27. Events after the reporting date
The £3,000,000 overdraft facility and £3,000,000 loan facility were both
replaced by the new £6,000,000 bank loan and £2,000,000 RCF entered into on
30 April 2026.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END PREBBLLXQZLZBBL
Copyright 2019 Regulatory News Service, all rights reservedRecent news on Pulsar
See all newsREG - Pulsar Group PLC - FINAL RESULTS FOR THE YEAR ENDED 30 NOVEMBER 2025
AnnouncementREG - Pulsar Group PLC - Director/PDMR Shareholding
AnnouncementREG - Pulsar Group PLC - Director/PDMR Shareholding
AnnouncementREG - Pulsar Group PLC - Directors' Dealings
AnnouncementREG - Pulsar Group PLC - Holding(s) in Company
Announcement