REG - Sorted Group Hldgs. - Half-year Report
25/07/2025 07:00
For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20250725:nRSY5084Sa&default-theme=true
RNS Number : 5084S Sorted Group Holdings PLC 25 July 2025
This announcement contains inside information for the purposes of Regulation
11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310. With the
publication of this announcement via a Regulatory Information Service, this
inside information is now considered to be in the public domain.
25 July 2025
Sorted Group Holdings PLC
("Sorted", the "Company" or the "Group")
Interim results for the six months ended 30 June 2025
Sorted (AIM: SORT) announces its unaudited interim results for the six months
ended 30 June 2025.
Chairman's report for the six months ended 30 June 2025
Dear Shareholders,
I am pleased to present Sorted's unaudited interim results for the six months
ended 30 June 2025 ("H1 FY25").
Overview and Strategic Progress
Following the transformative changes of 2024, the first half of 2025 was
centred on stabilisation, integration, and the continued refinement of our
organisational structure. Our strategic priorities during H1 FY25 have
included streamlining operations, strengthening internal policies and
procedures, advancing our technology roadmap, and leveraging emerging
artificial intelligence ("AI") technologies to further enhance our platform.
We have made encouraging progress in solidifying our customer relationships,
evidenced by the successful renewal of several key contracts. This is a
testament to the continued trust our clients place in Sorted and reinforces
the foundation for future growth.
Operational and Financial Highlights
Our focused restructuring efforts have yielded tangible results:
· Team Optimisation: We maintained a streamlined team of 51,
empowering a highly capable and agile senior management structure.
· Cost Management: Expenditures across back-office functions continue
to be reduced, including in our Legal, HR, Finance and Administrative
operations. These savings have been redeployed to strengthen our
customer-facing functions, with a particular emphasis on Software Engineering
and Sales functions.
· Platform Optimisation: We have delivered meaningful cost
efficiencies across our IT infrastructure, and further targeted improvements
are expected throughout the second half of 2025.
Customer and Revenue Stability
Despite internal transformation, our revenue base has remained stable. The
renewal of several key customer contracts during the period highlights both
the strength of our offering and the resilience of our client relationships.
Financial Foundations and Strategic Investments
We entered the current financial year with a solid foundation, supported by
successful capital raises in prior years and the ongoing financial flexibility
provided through our loan facility agreement with Bidco 3 Limited. This
enables us to execute our growth plans with confidence.
Strategic Vision and Innovation
Our Sorted 2.0 transformation plan remains at the heart of our strategy.
Workstreams related to innovation, operational agility, and delivery
excellence continue to gain momentum. At the same time, we are embedding
advanced AI into our Delivery Experience Platform, with a focus on
scalability, automation, and intelligent service enhancement.
Outlook and Future Prospects
Looking ahead to the second half of FY25, our strategic focus remains fixed on
agility, efficiency, customer satisfaction, and sustainable revenue growth.
The Board considers that the foundations laid over the past 18 months
positions us well to seize new market opportunities and deliver long-term
value to shareholders.
In closing, I would like to express my sincere appreciation to our talented
team, loyal shareholders, and valued clients for their continued trust and
support during this critical period of strategic progress.
Yours sincerely,
Simon Wilkinson
Executive Chairman
Sorted Group Holdings PLC
CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE PERIOD ENDED 30 JUNE 2025
Six months ended 30 June 2025 Unaudited Six months ended 30 June 2024 Unaudited
£ £
Note
Revenue 5 2,423,317 2,763,921
Cost of sales (816,195) (925,642)
Gross profit 1,607,122 1,838,279
Administrative expenses (2,006,534) (3,591,635)
Amortisation and depreciation (1,548,920) (1,478,493)
Other operating income - 98,640
Exceptional administrative income - 1,985
Operating loss (1,948,332) (3,131,224)
Finance income 40,967 12,340
Finance expense (239,125) (365,880)
Loss before tax (2,146,490) (3,484,764)
Taxation - (245)
Total comprehensive loss from continuing operations (2,146,490) (3,485,009)
Profit on discontinued operation net of tax 2,534 50,559
Total comprehensive loss for the period (2,143,956) (3,434,450)
4
Earnings per share
Loss per share from continued operations - basic and diluted (28.10p) (51.98p)
Earnings per share from discontinued operations - basic and diluted 0.04p 0.74p
Total loss per share from operations - basic and diluted (28.06p) (51.22p)
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIOD ENDED 30 JUNE
2025
Six months ended 30 June Six months ended 30 June
2025 2024
Unaudited Unaudited
£ £
Loss for the period (2,143,956) (3,434,450)
Total comprehensive income for the period attributable to owners of the (2,143,956) (3,434,450)
company
CONSOLIDATED BALANCE SHEET AS AT 30 JUNE 2025
30 June 31 December
2025 2024
Unaudited Audited
Note £ £
Non-current assets
Intangible assets 3,842,580 4,952,128
Right-of-use asset 75,509 102,098
Property, plant and equipment 25,761 42,056
3,943,850 5,096,282
Current assets
Trade and other receivables 717,691 951,969
Cash and cash equivalents 1,106,231 2,655,840
1,823,922 3,607,809
Current liabilities
Trade and other payables (1,866,855) (2,723,264)
Lease liability (52,780) (54,113)
(1,919,635) (2,777,377)
Net current (liabilities)/assets (95,713) 830,432
Total assets less current liabilities 3,848,137 5,926,714
Non-current liabilities
Lease Liability (21,380) (47,441)
Loans and warrant liabilities (4,555,387) (4,463,947)
(4,576,767) (4,511,388)
Net (liabilities)/assets (728,630) 1,415,326
Capital and reserves
Called up share capital 5 18,467,735 18,467,735
Share premium reserve 20,939,009 20,939,009
Other reserves 40,655,530 40,665,530
Retained earnings (80,790,904) (78,646,948)
Total equity (728,630) 1,415,326
The unaudited interim financial statements on pages 3 to 12 were authorised
for issue by the board and were signed on its behalf by:
Mahmoud Warriah
Chief Financial Officer
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD ENDED 30 JUNE 2025
EQUITY ATTRIBUTABLE TO THE PARENT COMPANY
Other Retained earnings
Share capital Share premium reserves £ Total
£ £ £ £
At 1 January 2024 16,340,507 20,088,118 38,281,441 (75,283,589) (573,523)
Loss for the period - - - (3,434,450) (3,434,450)
Shard interest reserve - - 169,150 - 169,150
Subscription (2,285,712 shares at 62.5p nominal and 25p premium) 1,428,570 571,428 - - 1,999,998
Fee shares issue 85,714 34,286 - - 120,000
Convertible shares and interest 214,285 85,714 - - 299,999
Loan issued in lieu of accrued interest (637,855 shares at 62.5p nominal and - - 558,122 - 558,122
25p premium)
Equity issued in lieu of accrued interest 398,659 159,463 (558,122) - -
Reverse acquisition - - 2,474,861 - 2,474,861
At 30 June 2024 18,467,735 20,939,009 40,925,452 (78,718,039) 1,614,157
At 1 January 2025 18,467,735 20,939,009 40,655,530 (78,646,948) 1,415,326
Loss for the period - - - (2,143,956) (2,143,956)
At 30 June 2025 18,467,735 20,939,009 40,655,530 (80,790,904) (728,630)
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 30 JUNE 2025
Six months ended 30 June 2025 Six months ended 30 June 2024
Unaudited Unaudited
£ £
Cash flows from operating activities
Loss for the financial period including discontinued operations (2,143,956) (3,434,450)
Adjustments to cash flows from non-cash items:
Depreciation and amortisation 1,548,920 1,488,922
Finance income (40,967) (12,340)
Finance costs 239,125 365,880
Working capital adjustments:
(Increase)/Decrease in trade and other receivables 234,278 (395,259)
Decrease in R&D receivable - 2,000,000
Increase/(Decrease) in trade and other payables (856,408) (467,594)
Cash used in operations (1,019,008) (454,840)
Net cash used in operating activities (1,019,008) (454,840)
Cash flows from investing activities
Purchase of intangible assets (401,266) (298,821)
Purchase/disposal of property, plant, and equipment 4,777 -
Interest received 40,967 12,340
Net cash acquired as part of reverse acquisition - 2,691,816
Net cash (used)/from in investing activities (355,522) 2,405,335
Cash flows from financing activities
Proceeds from issue of ordinary shares, net of issue costs - 1,999,998
Proceeds from issue of ordinary shares where cash already received and held as - (1,999,998)
part of reverse acquisition
Lease liability payments (27,395) (65,859)
Interest paid (97,271) (35,511)
Proceeds from loans - 82,461
Loan repayment (50,414) -
Net cash generated from financing activities (175,080) (18,909)
Net (decrease)/increase in cash and cash equivalents (1,549,609) 1,931,586
Cash and cash equivalents at beginning of period 2,655,840 408,479
Cash and cash equivalents at end of period 1,106,231 2,340,065
Non-cash financing activities
Liabilities settled by share issues - (858,122)
Directors' fees settled by share issues - (120,000)
SORTED GROUP HOLDINGS PLC
NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
1 General information
Sorted Group Holdings PLC and its subsidiaries Sorted Group Limited, Sorted
Holdings Limited, Clicksit App Limited, Location Sciences AI Limited and
Sorted EBT Limited (together the "Group") provide a Software as a Service
(SaaS) Delivery Experience Platform (DEP) that powers dynamic checkouts,
delivery management and tracking globally. Through partnerships with some of
the biggest global carriers and customer-obsessed retailers, Sorted transforms
the delivery experience into a delight, for everyone that touches it. Sorted
provides mission critical software using an application programming interface
(API) driven platform that enables fast and seamless integrations with
retailers offering enhanced features.
The Company is a public limited company which is quoted on the AIM market of
the London Stock Exchange and is incorporated and domiciled in England and
Wales.
2 Basis of preparation
The unaudited financial information has been prepared in accordance with
International Financial Reporting Standards ("IFRS") as adopted by the United
Kingdom, International Financial Reporting Interpretations Committee ("IFRIC")
interpretations and with those parts of the Companies Act 2006 applicable to
companies reporting under IFRS. The accounting policies adopted are consistent
with those of the financial statements for the year ended 31 December 2024, as
described in those financial statements. This includes the impact of the
reverse acquisition which took place on 16 February 2024.
The latest financial statements of Sorted Group Holdings PLC are those for the
year ended 31 December 2024 and have been delivered to the Registrar of
Companies and included an unqualified auditors' report and did not contain a
statement under Section 498(2) or Section 498(3) Companies Act 2006.
3 Going concern
This going concern note should be read in conjunction with the notes for the 6
months to 30 June 2025, which detailed significant events and strategic
initiatives for the Company.
The Directors have taken a view of the Group as a whole.
The Group ended the 6 months to 30 June 2025 with cash resources of
£1,106,231 and borrowings of £4,555,387.
Despite the actions of the Board, the Group continued to operate with a
trading loss during the 6 months to 30 June 2025.
The £3m Bidco 2024 Loan Facility that was entered into in January 2024
remains in place, covering the period until 31 January 2026. However, from 1
February 2026, the £3m Bidco 2024 Loan Facility is replaced by a new £1m
facility with Bidco 3 Limited which is available until 31 January 2027. There
was no requirement to draw upon the Bidco 2024 Loan Facility either during the
year ended 31 December 2024 or after the period end to date.
The net proceeds from the sale of the Clicksit business and its associated
intellectual property were committed to settling outstanding liabilities
related to Clicksit. In line with this commitment and following an agreement
with Shard, a portion of these proceeds was placed into an escrow account to
cover any potential future liabilities, although these are deemed unlikely to
materialise. This approach was adopted as a conservative measure instead of
immediately repaying the Shard Loan. The escrowed funds will to be released
later in FY25 to support working capital requirements within the Sorted
business.
On 26th June 2025, the following changes were agreed regarding the terms of
the Shard loan:
1. Interest Rate Adjustment:
The interest rate applicable to the Shard loan will increase from 10.75% to
18% if Sorted opts for the PIK option
to defer quarterly interest payment.
2. Interest Payment Deferral:
Quarterly interest payments scheduled from 30 June 2025 through to the loan's
repayment date of 22 August 2027 will be deferred. Interest accrued during
this period will be payable in full alongside the principal amount upon loan
maturity.
Based on the current status, after making enquiries and considering the
existing cash resources of the business and the further cost reductions made
during 2024, plus the Sorted Holdings Limited acquisition, the £2m fundraise
and the loan facilities with Bidco 3 Limited (as described above), the Board
has a reasonable expectation that the Group will be able to execute its plans
in the medium term such that the Group will have adequate resources to
continue in operational existence for the foreseeable future. This provides
the Board with assurance on the Group's ability to continue as a going concern
and therefore adopt the going concern basis of accounting in preparing the
financial statements.
4 Loss per share
Six months Six months
ended 30 June ended 30 June
2025 2024
Unaudited Unaudited
£ £
Loss for the period from continuing activities (2,146,490) (3,485,009)
Profit for the period from discontinued activities 2,534 50,559
Total loss for the period (2,143,956) (3,434,450)
No. No.
Weighted average number of ordinary shares (basic) 7,636,705 6,704,660
Loss per share from continued operations - basic and diluted (28.10p) (51.98p)
Earnings per share from discontinued operations - basic and diluted 0.04p 0.74p
Total loss per share from operations - basic and diluted (28.06p) (51.22p)
5 Segmental analysis
Operating segments are based on internal reports regarding components of the
Group, which are regularly reviewed and used by the Board for strategic
decision making, to allocate resources across segments and to assess
performance by segment.
The Group only has one operation segment, being 'Shipping and tracking'. As
such, the financial statements represent this segment.
It should be noted that a segmental analysis of the Balance Sheet is not part
of routine management reporting and consequently no segmental analysis of
assets is shown here.
An analysis of the Group's revenue by geographical segment is as
follows:
Six months Six months
ended 30 June ended 30 June
2025 2024
Unaudited Unaudited
£ £
UK 2,413,124 2,749,478
ROW 10,193 14,443
2,423,317 2,763,921
All non-current assets of the Group are held in the UK.
During the period there was revenue from individual customers that represented
more than 10% of revenue as follows:
Six months Six months
ended 30 June ended 30 June
2025 2024
Unaudited Unaudited
£ £
Customer 1 622,136 629,560
Customer 2 375,000 375,950
997,136 1,005,510
There are no significant financing components, nor variable consideration
elements in customers' contracts.
6 Share capital
30 June 31 December
2025 2024
Unaudited Audited
£ £
7,639,705 ordinary shares of 62.5p each 4,774,815 4,774,815
1,040,712,398 deferred shares of 0.99p each 10,303,053 10,303,053
376,651,734 New Deferred shares of 0.9p each 3,389,866 3,389,866
18,467,734 18,467,734
Share consolidation and issue
Following an announcement on 28 June 2023 where the Company entered into an
exclusive non-binding heads of terms for a potential acquisition of the entire
issued share capital of Sorted Holdings Limited (the "Proposed Acquisition"),
an AIM admission document was published on 30 January 2024. This document
detailed the proposed acquisition of SHL, a proposed subscription of 2,285,712
new ordinary shares (after the consolidation) at 87.50 pence per new ordinary
share to raise approximately £2.0 million, a proposed 625 to 1 share
consolidation, a proposed change of name and AIM ticker symbol to Sorted Group
Holdings PLC and SORT respectively, director appointments, a notice of general
meeting, and the restoration of trading of the Company's existing ordinary
shares on AIM. Terms were agreed for the acquisition of the entire issued and
to be issued share capital of SHL for an aggregate nominal consideration of
approximately £66.73 to be paid in cash at completion which was subsequently
paid in full.
In addition to the above issue of 2,285,712 new ordinary shares, a further
137,142 new ordinary shares were issued to pay for fees, 342,855 new ordinary
shares were issued relating to convertible shares, and 637,855 new ordinary
shares were issued in lieu of accrued interest. All these share issuances were
also issued at 87.50 pence per new ordinary share.
Share rights
Ordinary shares have attached to them full voting, dividend and capital
distribution (including on winding up) rights; they do not confer any rights
of redemption.
Deferred shares have no voting rights, no rights to receive notice of or
attend any general meeting, no rights to income, and can only receive capital
on a winding up (i) up to the paid-up value of the share, and (ii) only once
at least £100,000,000 has been paid out on each ordinary share.
Warrants in Issue
1) Promoter Warrants - non-transferable warrants to subscribe for up to
1,500,000,000 Ordinary Shares (2,400,000 after the share consolidation),
exercisable at the 125p (0.20p before the share consolidation) for five years
from 25 May 2021, were issued to certain members of the Concert Party in
consideration of those persons assembling and coordinating the Concert Party's
investment in the Company in May 2021 and facilitating the appointment of
Simon Wilkinson as Non-Executive Chairman.
Name Number of Ordinary Shares subject to Promotor Warrants
Richard Hughes 800,000
Mahmud Kamani 800,000
Simon Wilkinson 800,000
2) Cornerstone Investor Warrants - non-transferable warrants to
subscribe for up to 250,000,000 Ordinary Shares (400,000 after the share
consolidation), exercisable at 125p (0.20p before the share consolidation) for
five years from 25 May 2021, were issued to the Cornerstone Investors of the
May 2021 placing.
Name Number of Ordinary Shares subject to Cornerstone Investment Warrants
Ben Turner 80,000
Donna Turner 120,000
James Pope 80,000
Maxine Pope 120,000
3) Broker Warrants - transferable warrants to subscribe for up to
100,000,000 Ordinary Shares, (160,000 after the share consolidation)
exercisable at the 125p (0.20p before the share consolidation) for five years
from 25 May 2021 were issued as shown below.
Name Number of Ordinary Shares subject to Broker Warrants
Turner Pope 94,000
Dr Nigel Burton 40,000
Mark Slade 16,000
David Rae 10,000
4) Director Warrants - non-transferable warrants to subscribe for, in
aggregate, 120,000,000 Ordinary Shares (192,000 after the share consolidation)
were issued to the Executive Directors and the Non-Executive Directors,
exercisable at 125p (0.20p before the share consolidation) for five years from
25 May 2021, provided that the Ordinary Shares have traded at a Volume
Weighted Average Price (VWAP) at or above 187.5p for 20 consecutive Business
Days, or on a change of control of the Company.
Name Number of Ordinary Shares subject to Director Warrants
Simon Wilkinson 48,000
Dr Nigel Burton 48,000
The expense recognised in respect of all warrants issued as part of the May
2021 fundraise has been recognised directly in the share premium reserve,
based on the fair value of the services received that are considered to
directly relate to the issuing of shares.
Share premium account
Includes any premiums received on issue of share capital. Any transaction
costs associated with the issuing of shares are deducted from share premium.
Retained earnings
This comprises all current and prior periods retained profits and losses of
the group, net of distributions to owners.
Other reserves
This comprises the Shard Loan interest, which will be settled via the issuance
of new ordinary shares, a reserve relating to equity-settled share-based
payment arrangements, a merger accounting reserve, and a reverse acquisition
reserve.
7 Availability of half year report
Copies of the half-year report are available on request from the Company's
registered office at 5th Floor Room 502d, Chancery Place, 50 Brown St,
Manchester, M2 2JG.and can also be viewed at
https://www.sorted.com/investors/reports-presentations/
(https://www.sorted.com/investors/reports-presentations/)
For further information please contact:
Sorted Group Holdings PLC
Tel: +44 (0)3300 555 284
Simon Wilkinson, Chairman
Mahmoud Warriah, Chief Financial Officer
Allenby Capital Limited (Nominated
Adviser)
Tel: +44 (0)20 3328 5656
David Hart
Vivek Bhardwaj
Turner Pope Investments (TPI) Ltd (Broker)
Tel: +44
(0)20 3657 0050
James Pope
Andy Thacker
About Sorted
Sorted's Delivery Experience supports retailers in providing exceptional
delivery experiences and analysing post-purchase performance. It enables
customers to track deliveries of parcels with ease.
Founded more than a decade ago, Sorted is trusted by leading retailers - such
as Asda and M&S - to make customer purchase experiences a differentiator.
www.sorted.com (http://www.sorted.com)
@SortedOfficial (https://twitter.com/SortedOfficial)
Media contact - Shaun Weston - shaun.weston@sorted.com
(mailto:shaun.weston@sorted.com)
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 IR QZLFLEDLZBBBRecent news on Sorted group
See all newsREG - Sorted Group Hldgs. - Half-year Report
AnnouncementREG - Sorted Group Hldgs. - Annual Financial Report
AnnouncementREG - Sorted Group Hldgs. - Holding(s) in Company
AnnouncementREG - Sorted Group Hldgs. - Change of Registered Office
AnnouncementREG - Sorted Group Hldgs. - Share Option Awards
Announcement