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RNS Number : 6021Z  TruFin PLC  17 September 2025

17 September 2025

TruFin plc

("TruFin" or the "Company" or together with its subsidiaries "TruFin Group" or
the "Group")

Interim Results for the six months ended 30 June 2025 (Unaudited)

•  Gross revenue for the Group increased 42% to £36.0m (H1 2024: £25.3m)

•  Net revenue increased 29% to £15.4m (H1 2024: £11.9m)

•  Adjusted EBITDA increased 136% to £6.9m (H1 2024: £2.9m)

•  Profit before tax ("PBT") increased 2,711% to £4.6m (H1 2024: £0.2m)

•  The increases in PBT and adjusted EBITDA of £4.4m and £4.0m
respectively were significantly ahead of the Net revenue increase of £3.4m.
This reflects strong operational gearing in the business models of Playstack
Ltd ("Playstack") and Oxygen Finance Group Limited (together with its
subsidiaries, "Oxygen"), combined with significant cost reductions made in
Satago Financial Solutions Limited ("Satago")

•  Playstack recorded exceptional revenue growth of 52% to £30.7m (H1
2024: £20.2m) due to extremely strong performances from the back catalogue
and one game release during the period

•  Gross revenue at Oxygen increased by 27% to £4.4m (H1 2024: £3.4m),
driven by strong growth in its recurring revenue streams. EBITDA grew by 151%
to £1.6m (H1 2024: £0.6m)

•  Gross revenue at Satago decreased 56% to £0.7m (H1 2024: £1.6m). This
reflects a Tier-1 Bank's (the "Bank") decision to terminate its contract with
Satago as announced on 16 July 2024

 

                                     6 months to  6 months to  12 months to

                                     30 June      30 June      31 December

                                     2025         2024         2024*
 Financials and KPIs (Unaudited)     £'000        £'000        £'000

 Gross Revenue                       35,950       25,296       54,953
 Net Revenue                         15,355       11,912       24,633
 EBITDA                              6,572        2,490        6,730
 Profit before tax                   4,554        162          15
 Adjusted EBITDA(1)                  6,917        2,936        7,602
 Adjusted profit before tax(1)       4,899        608          887

 Net Assets                          47,803       38,532       43,544
 *Audited figures

 (1)Excluding share based payments

Key milestones during the period:

•  In May 2025, TruFin commenced its inaugural share buyback programme,
with a maximum aggregate consideration of £4.0m. The buyback was completed
during August with the Company purchasing 4,107,607 shares at an average price
of 97.4p

•  Playstack successfully managed their increasingly attractive back
catalogue of games. They also published one PC game, Dark Water, and continued
the planned work required for the release of 6 games in the second half of
2025

•  More than 50% of Oxygen's Early Payment ("EP") clients purchased two or
more products (H1 2024: 50%). Oxygen serviced more than 30,000 suppliers (H1
2024: 22,500) and repaid £1.0m to TruFin

•  Satago increased credit control licence sales by 47%

Key milestones post period end:

•  Playstack successfully released the final version of Abiotic Factor on
PC, PlayStation 5 and Xbox Series S/X in July 2025. This was followed by
Playstack's latest early access release - Void/Breaker - on PC and Console.
Playstack has already recouped their invested capital on both titles and have
each garnered review scores of over 93%, which represents exceptional
performance

•  Playstack's Return on Invested Development Capital ("ROIDC") across its
entire console portfolio remains well above 500%, with an Internal Rate of
Return ("IRR") of more than 200%. When excluding the returns from Balatro the
ROIDC is above 300%. Playstack has already secured a pipeline of 12 further
title releases over the next 18 months and has committed invested capital by
year end in excess of £10m. Playstack's profitability means this invested
capital is sourced entirely from internally generated funds. The ROIDC from
these investments is expected to continue to create a fly-wheel of profitable
growth

•  Due to the double impact of political change and the Procurement Act,
Oxygen saw EP growth in July and August moderate to 12%. During the second
half of 2024, post the election result, several public sector clients stalled
a number of large capital expenditure projects. The public sector is also
absorbing the impact from the Procurement Act, which had the effect of
bringing forward some expenditure into H1 2025. This benefited Oxygen in H1,
but will have a negative impact on Oxygen in H2

•  In order to maintain focus on the increasingly profitable UK business,
Oxygen has taken the decision to shut its US operation. This decision will
have a circa. £380k negative impact on the run rate revenue of Oxygen.
Meanwhile, due to the cost structure of the US operation, the closure will
marginally increase the profitability of Oxygen

•  TruFin has made a small follow-on equity investment in Satago and now
holds a 97.7% stake

•  TruFin continues to trade strongly in the second half, driven by the
performance of Playstack. In particular due to two game launches, Abiotic
Factor and Void/Breaker in July and August 2025 respectively. Aggregate
revenues for the two months to 31 August 2025 are more than £11.0m which is
trending ahead of management expectations.

James van den Bergh, Chief Executive Officer commented:

"Having grown revenues in the first half last year by more than 200%, it is
very pleasing to report a further 42% growth in revenue in the first half of
2025. It is even more pleasing to report on the operational leverage that is
coming through, with EBITDA and PBT increasing by 136% and 2,711%
respectively. And with a strong start to the second half, we have much to be
excited about.

Shareholders have again been rewarded for their investment and their trust in
what we are building at Playstack. At its core, Playstack is a games
origination engine, with the ability to deliver exceptional risk-adjusted
returns. But this engine is nothing without the people who power it, and the
team at Playstack are once again outperforming-especially when one considers
the challenging gaming backdrop in which they operate. When a company shines
in a difficult environment, there should be great confidence in what it could
achieve when the wind is behind it.

Oxygen's contract terms are unusually long in duration, giving it strong
visibility and certainty of earnings. Once again, it has delivered an
exceptional first half: 27% revenue growth and a £1.0m return of capital to
TruFin. However, as ever, there are events that can cause turbulence. A
confluence of factors recently impacted Oxygen's growth in July and August. We
have never before seen a change of government combined with the introduction
of a new Procurement Act -changing the way councils procure their goods and
services. That said, one thing is clear: councils will continue to procure. We
therefore expect these headwinds to abate as local authorities adapt to the
new procurement processes imposed on them. Despite these headwinds, Oxygen is
expected to deliver record revenue, EBITDA and EBIT in 2025 and beyond.

When we last updated the market, we spoke about the restructuring that Satago
had initiated. I am pleased to say that this restructuring is broadly
complete. With revenues declining in the first half, impacted by the loss of
the Tier-1 Bank contract, now is the time to rebuild. Satago has won a number
of contracts and is focusing on delivering exceptional products and services
to these clients. We remain committed to profitability and delivering value
for our shareholders, and we look forward to reporting on stronger financials
in due course.

Although it is important to celebrate victories, this is a journey, and we
still have much to do to maximise the value of our assets and to deliver fully
on the trust shareholders have placed in us. As a shareholder myself, I am
very pleased with these results, but I am more excited about what lies ahead.

Taking into account our customary prudent optimism and a healthy cash balance,
the Board feels confident in initiating our second buyback of £4m, as
announced today.

TruFin owes a great deal to the leadership of its Board. With this in mind,
today we say farewell to Paul Dentskevich, a Director of TruFin since 2018.
Paul has been a tremendous support to me and has consistently put the
interests of shareholders first. I would like to take this opportunity to
thank him for all he has done. He is handing over his role to Sean Brennan,
who currently serves on the Board of Playstack. Sean brings 36 years of gaming
experience to the TruFin Board, and we look forward to his contribution as we
maximise the value of Playstack."

 

For further information, please contact:

 TruFin plc

 James van den Bergh, Chief Executive Officer                        0203 743 1340

 Kam Bansil, Investor Relations                                      07779 229508

 Panmure Liberum Limited (Nominated Adviser and Corporate broker)    0203 100 2000

 Chris Clarke

 Edward Thomas

 

TruFin plc is the holding company of an operating group comprising three
growth-focused technology businesses operating in niche markets: early payment
provision, invoice finance and games publishing. The Company was admitted to
AIM in February 2018 and trades under the ticker symbol: TRU. More
information is available on the Company website: www.TruFin.com
(http://www.TruFin.com)

 

 

CHIEF EXECUTIVE'S STATEMENT

For the six months ended 30 June 2025

Playstack

Playstack is an award-winning gaming business providing publishing and related
services to the games industry. Playstack is the Group's access point to the
highly attractive growth market of video game publishing.

Playstack has built on the success of 2024 with an exciting roster of games
launching throughout 2025. It is also extending the performance and support
for its high performing titles, Balatro and Abiotic Factor, with combined
sales exceeding 3m units in H1-2025. This performance highlights Playstack's
ability to continue to manage and grow the lifecycle of its hit projects.

The Board is confident in a strong H2 driven by key scheduled releases
including the recent launches of Abiotic Factor in July and Void/Breaker in
August; and the highly anticipated music beat-matching game Unbeatable
scheduled for later in the year. Playstack has three other games due for
release in 2025.

The strength of Playstack's portfolio of games is reinforcing its ability to
secure valuable long-term platform and technology partnerships, which delivers
revenue visibility ahead of game launches and derisks development spend.

Playstack's rigour and data driven decision making has delivered a strong
financial performance in the first half of the year and secures its path to a
positive EBITDA and operating cash generation throughout 2025 and beyond.

Oxygen

Oxygen enjoys a dominant position in its market and its core EP product
continues to perform well, notwithstanding recent challenges.

Oxygen's 64 EP clients - up from 60 - had a combined supplier spend of more
than £29bn during the period, up 4% from H1 2024.

New supplier spend, a key lead indicator, totalled £243m during H1 2025. This
brings the total net signed spend to £1.8bn. It was generated by a broad
range of suppliers across multiple clients, resulting in a record numbers of
clients' suppliers participating in Oxygen's EP programmes. H1 saw volatility
in public sector client procurement activity due to the introduction of the
new Procurement Act. New supplier spend is expected to increase at some point
in coming months as procurement activity returns to normal levels.  Total
on-boarded annual supplier spend exceeded £1.7bn across 6,000 suppliers, up
20% over H1 2024.

Oxygen's "FreePay" initiative, which delivers remarkable social value to EP
clients' local communities by enabling them to pay local micro and small
suppliers early, at no cost, more than doubled. By the end of June 2025 more
than 24,000 suppliers were participating in this programme (up from 17,000 a
year earlier). These local micro and small suppliers have enjoyed early
invoice payments totalling £3.2bn, without charge, since this unique
programme launched to support clients' small and local suppliers during the
COVID pandemic.

Transacted spend attracting an early payment discount reached a record £692m
in H1 2025, growing 25% over H1 2024.  Similarly, total rebates in H1 2025
were £7.8m, 26% higher than in H1 2024. The record new spend signed in the
first half benefited from a pull forward of some spend which was expected in
the second half.

Meanwhile Oxygen's Software as a Service ("SaaS") Insights business delivered
8% growth in the first half of 2025. This underlying growth is further
enhanced by strong and increasing revenues following the successful
integration of the BidStats business acquired at the end of 2023, with the
acquisition payback period expected to be less than two years. The acquisition
extends the reach of Oxygen's public sector market intelligence data
subscriptions to the SME market, providing opportunities to sell premium
Insights tools.

Oxygen's dominance in its chosen SaaS and EP markets is complementary; both
benefit from Oxygen's unparalleled technology-enabled knowledge and access to
procurement data across the public sector. Oxygen's solid client portfolio
continues to provide opportunities to expand the improved procurement outcomes
it offers to both its public and private clients. Oxygen will continue to take
a disciplined approach to investing in its tech and AI capabilities to exploit
these opportunities further, as well as continuing to expand carefully
selected partner solutions that align to our clients' needs.

Satago

Following the termination of its Tier 1 banking contract in July 2024, Satago
significantly restructured the business. Having successfully rightsized
operations, Satago is now positioned for scalable growth, supported by a
strengthened operating model and renewed partner engagement.

Satago continues to lead in fintech-enabled SME lending, delivering innovative
invoice finance and cash flow management solutions through its proprietary
platform.

As part of its evolution, Satago transitioned to a hybrid balance sheet model,
combining partner-led financing with its core servicing infrastructure. This
capital-efficient structure is powered by Satago's Lending-as-a-Service
("LaaS") and embedded finance capabilities.

The strategic partnership with Sage remains a key differentiator, with
Satago's solutions embedded across multiple Sage products. A recent embedded
product launch with a Portuguese bank further validates Satago's unique
position and offering in the market.

Satago's core software product, its cash flow management solution, continues
to gain traction. Subscriptions are up 47% year-on-year to 1,777 (H1 2024:
1,207). A new three-year agreement with an existing partner underscores the
value and stickiness of Satago's offering.

Despite being a stretched target, Satago continues to aim for break-even by
June 2026.

Post period end developments and outlook
Playstack

Following a successful PC early access release in May 2024, the full global
release of Abiotic Factor on PC, PlayStation 5 and Xbox Series S/X occurred in
July 2025.  The console releases were underpinned with new subscription
partnerships on PlayStation Plus and Microsoft Game Pass respectively,
reinforcing and building on the strong technology relationships established by
the company.

Playstack's latest release, Void/Breaker on PC and Console, debuted in August
2025 as part of the Summer Showcase at Gamescom - a major trade and consumer
event held in Cologne, Germany; and included a new partnership with Microsoft
to include the game as part of the Game Pass subscription service on Windows
PC.

Mortal Shell 2, which was announced as part of the Summer Games Fest in June
2025, has already set new records for the business with the fastest accretion
of Wishlists on Steam of any Playstack title to date; and establishing the
game as one to watch ahead of its release in 2026.

The 2026 portfolio is now secured; with Mortal Shell 2 sit two new internally
developed projects and five further new titles sourced by Playstack's
proprietary discovery framework. These, combined with secured platform
contracts, give Playstack all the necessary components for a growth year in
2026.

At the start of July 2025, Playstack earned critical recognition by winning
the Publishing Star award at the industry's Develop Star awards; adding to an
impressive trophy cabinet that already boasts UKIE's publisher of the year
award, a BAFTA, and three The Game Awards for Balatro, alongside dozens of
others. Building on the strong performance projected for 2025 and a robust
pipeline for 2026, Playstack is now focused on securing games for 2027.

At the start of the year, Playstack launched an internal job-family matrix
that structures the career progression opportunities of each member of the
team and continually assesses the market to ensure competitive compensation
and development opportunities for all employees.

Oxygen

The election results and the knock-on impact of the Procurement Act are being
felt in current trading post the period end. Although Oxygen remains on course
to deliver another full year of record revenues across its EP and SaaS revenue
streams, July and August 2025 growth has slowed to 12% when compared with the
same period in 2024. The election results have led to a number of large-spend
cancellations, while the public sector client procurement activity has
declined following the introduction of the new Procurement Act. Normal
activity is expected to resume in the coming months.

The value delivered to Oxygen's clients is reflected by their continuing
loyalty; the three EP renewals due in H1 have all renewed, and those with
contracts falling due during H2 have each indicated their intention to renew
for a further five-year term.  Committed contract term at the end of June
2025 across Oxygen's 64 EP clients was 7.7 years (average time from contract
signature to contract end date).

Half of Oxygen's UK local authority clients choose to buy an additional
product or service.

Four new EP client contracts have been signed during 2025 with a strong
pipeline for additional clients in the second half.

Testament to Oxygen's strengthening financial performance is its improving
cash generation. Oxygen returned £1.0m to TruFin during the first half and
anticipates declaring a record dividend for 2025.

Oxygen continually breaks its own operational and financial records. With
existing clients onboarding ever more suppliers to Oxygen programmes and new
client wins continuing we remain optimistic for the future.

Satago

Satago remains focused on partnering with organisations that deeply understand
their clients' financial needs-driving meaningful engagement and adoption.

Satago's partnership with Sage continues to strengthen, offering a
differentiated embedded finance and cashflow solution that is central to
Satago's distribution strategy.

As budgeted at the start of the calendar year, TruFin has made a further
equity investment in Satago during August 2025. TruFin now holds a 97.70%
stake in Satago, up from 74.74% prior to the investment. In order to retain
and incentivise management, a new management incentive plan ("MIP") is due to
be implemented during 2025. This MIP is expected to have similar
characteristics to other MIPs within the Group.

With a reset foundation, proven technology, and expanding strategic
partnerships, Satago is well-positioned to scale and deliver sustainable,
recurring revenue and long-term shareholder value.

As at 31 August 2025, the following assets were not less than:

£18.5m of cash or cash equivalents

£0.4m of assets within the Satago Group's loan book

The TruFin Group has no more than £6.7m in net near-term liabilities. During
the year to 31 August 2025 the Group has repurchased 4,107,607 shares for a
total consideration of £4m.

 

 

UNAUDITED CONDENSED INTERIM STATEMENT OF COMPREHENSIVE INCOME

For the six months ended 30 June 2025

 

                                                                                                      6 months ended      6 months ended      Year ended 31 December 2024

                                                                    Notes                             30 June 2025        30 June 2024        (Audited)

                                                                                                      (Unaudited)         (Unaudited)         £'000

                                                                                                      £'000               £'000
 Interest income                                                    3                                 511                 721                 1,246
 Fee income                                                         3                                 4,863               4,863               9,163
 Publishing income                                                  3                                 30,576              19,712              44,544
 Gross revenue                                                      3                                 35,950              25,296              54,953
 Interest, fee and publishing expenses                                                                (20,595)            (13,384)            (30,320)
 Net revenue                                                                                          15,355              11,912              24,633
                                                                    5                                 (6,005)             (6,668)             (12,898)

 Staff costs
 Other operating expenses                                                                             (2,852)             (3,285)             (5,723)
 Depreciation & amortisation                                                                          (1,455)             (1,587)             (5,221)
 Net impairment loss on financial assets                                                              (489)               (210)               (776)
 Profit before tax                                                                                    4,554               162                 15
                                                                    8                                 524                 14                  3,632

 Taxation

 Profit for the period/year                                                                           5,078               176                 3,647

 Other comprehensive income
 Items that may be reclassified subsequently to profit and loss
 Exchange differences on translating foreign operations                                               335                 (28)                (89)

 Other comprehensive income/(loss) for the period/year, net of tax                                    335                 (28)                (89)
 Total comprehensive profit for the period/year                                                       5,413               148                 3,558
 Profit after tax attributable to:
 Owners of TruFin plc                                                                                 5,566               3,023               4,840
 Non-controlling interests                                                                            (488)               (2,847)             (1,193)
                                                                                                      5,078               176                 3,647
 Total comprehensive profit for the period/year attributable to:
 Owners of TruFin plc                                                                                 5,855               2,996               4,767
 Non-controlling interests                                                                            (442)               (2,848)             (1,209)
                                                                                                      5,413               148                 3,558

 

 Earnings per share          6 months ended      6 months ended      Year ended 31 December 2024

                     Notes   30 June 2025        30 June 2024        (Audited)

                             (Unaudited)         (Unaudited)         Pence

                             Pence               pence
 Basic EPS           14      5.3                 2.9                 4.6
 Diluted EPS                 4.8                 2.6                 4.2

 

UNAUDITED CONDENSED INTERIM STATEMENT OF FINANCIAL POSITION

As at 30 June 2025

 

                                                       As at              As at 31

                                               Notes   30 June 2025       December 2024

                                                       £'000              £'000

                                                       (Unaudited)        (Audited)
 Assets
 Non-current assets
 Intangible assets                             9       26,174             25,865
 Property, plant and equipment                 10      215                309
 Deferred tax asset                            8       3,675              3,175
 Total non-current assets                              30,064             29,349

 Current assets
 Cash and cash equivalents                             17,957             14,874
 Loans and advances                            11      1,951              4,857
 Trade receivables                                     6,094              11,147
 Other receivables                                     10,424             10,187
 Total current assets                                  36,426             41,065
 Total assets                                          66,490             70,414

 Equity and liabilities
 Equity
 Issued share capital                          12      94,929             96,425
 Retained earnings                                     (18,533)           (24,447)
 Foreign exchange reserve                              275                (14)
 Other reserves                                        (29,836)           (29,830)
 Equity attributable to owners of the company          46,835             42,134
 Non-controlling interest                              968                1,410
 Total equity                                          47,803             43,554

 Liabilities
 Non-current liabilities
 Borrowings                                    13      -                  11
 Total non-current liabilities                         -                  11

 Current liabilities
 Borrowings                                    13      949                4,157
 Trade and other payables                              17,738             22,702
 Total current liabilities                             18,687             26,859
 Total liabilities                                     18,687             26,870
 Total equity and liabilities                          66,490             70,414

The financial statements were approved by the Board of Directors on 16
September 2025 and were signed on its behalf by:

James van den Bergh

Chief Executive Officer

 

 

UNAUDITED CONDENSED INTERIM STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 June 2025

 

                                            Share         Retained       Foreign        Other          Total        Non-              Total

                                            capital       earnings       exchange       reserves       £'000        controlling       equity

                                            £'000         £'000          reserve        £'000                       interest          £'000

                                                                         £'000                                      £'000
 Balance at 1 January 2025                  96,425        (24,447)       (14)           (29,830)       42,134       1,410             43,544
 Profit for the period                      -             5,566          -              -              5,566        (488)             5,078
 Other comprehensive income for the period  -             -              289            -              289          46                335
 Total comprehensive loss for the period    -             5,566          289            -              5,855        (442)             5,413
 Issuance of shares                         23            (17)           -              (6)            -            -                 -
 Share buyback                              (1,519)       20             -              -              (1,499)      -                 (1,499)
 Share based payment                        -             345            -              -              345          -                 345
 Balance at 30 June 2025 (Unaudited)        94,929        (18,533)       275            (29,836)       46,835       968               47,803

 

 Balance at 1 January 2024                  96,311    (31,017)    59      (29,798)    35,555    2,385        37,940
 Profit for the period                      -         3,023       -       -           3,023     (2,847)      176
 Other comprehensive income for the period  -         -           (27)    -           (27)      (1)          (28)
 Total comprehensive profit for the period  -         3,023       (27)    -           2,996     (2,848)      148
 Issuance of shares                         23        (17)        -       (6)         -         -            -
 Share based payment                        -         445         -       -           445       -            445
 Purchase of subsidiary shares              -         -           -       (1)         (1)       -            (1)
 Balance at 30 June 2024 (Unaudited)        96,334    (27,566)    32      (29,805)    38,995    (463)        38,532

 

UNAUDITED CONDENSED INTERIM STATEMENT OF CASH FLOWS

For the six months ended 30 June 2025

 

                                                                    6 months ended      6 months ended      Year ended 31 December 2024

                                                            Notes   30 June 2025        30 June 2024        (Audited)

                                                                    (Unaudited)         (Unaudited)         £'000

                                                                    £'000               £'000
 Cash flows from operating activities
 Profit before tax                                                  4,554               162                 15
 Adjustments for
 Depreciation of property, plant and equipment                      92                  86                  212
 Amortisation of intangible fixed assets                            1,915               2,128               6,336
 Share based payments                                               345                 445                 872
 Finance costs                                                      440                 339                 595
 Impairment of intangible asset                                     -                   28                  -
 Loss on disposal of fixed assets                                   -                   16                  13
                                                                    7,346               3,204               8,043
 Working capital adjustments
 Movements in loans and advances                                    2,906               2,698               2,377
 Decrease/(increase) in trade and other receivables                 4,816               (5,278)             (13,927)
 (Decrease)/increase in trade and other payables                    (4,851)             5,915               17,085
                                                                    2,871               3,335               5,535
 Tax (paid)/credit received                                         (11)                219                 690
 Interest and finance costs paid                                    (487)               (282)               (423)
 Net cash generated from operating activities                       9,719               6,476               13,845

 Cash flows from investing activities:
 Additions to intangible assets                                     (2,127)             (3,117)             (6,851)
 Additions to property, plant and equipment                         (5)                 (17)                (28)
 Acquisition of subsidiaries                                        -                   (1)                 (8)
 Net cash used in investing activities                              (2,132)             (3,135)             (6,887)
 Cash flows from financing activities:
 Share buybacks                                                     (1,499)             -                   -
 Net borrowings                                             13      (3,161)             (3,151)             (1,999)
 Lease payments                                                     (90)                (73)                (197)
 Net cash used in financing activities                              (4,750)             (3,224)             (2,196)
 Net increase in cash and cash equivalents                          2,837               117                 4,762
 Cash and cash equivalents at beginning of the period/year          14,874              10,140              10,141
 Effect of foreign exchange rate changes                            246                 (17)                (28)
 Cash and cash equivalents at end of the period/year                17,957              10,240              14,874

 

NOTES TO THE UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS For
the six months ended 30 June 2025

 

1.            Accounting policies

Basis of preparation

The annual financial statements of TruFin plc are prepared in accordance with
International Financial Reporting Standards as adopted by the European Union
("IFRS").

The condensed set of financial statements included in this Interim Financial
Report has been prepared in accordance with International Accounting Standard
34 'Interim Financial Reporting' ('IAS 34'). This condensed set of Financial
Statements has been prepared by applying the accounting policies and
presentation that were applied in the preparation of the TruFin Group's
published Financial Statements for the year ended 31 December 2024.

The condensed set of financial statements included in this Interim Financial
Report for the six months ended 30 June 2025 should be read in conjunction
with the annual audited financial statements of TruFin plc for the year ended
31 December 2024, which were delivered to the Jersey Financial Services
Commission. The audit report for these accounts was unqualified and did not
draw attention to any matters by way of emphasis.

Going concern

The Directors are satisfied that the TruFin Group has sufficient resources to
continue in operation for the foreseeable future, a period of not less than 12
months from the date of the report. Accordingly, they continue to adopt the
going concern basis in preparing the condensed financial statements.

Group information

The TruFin Group ("the Group") is the consolidation of;

•  TruFin plc,

•  TruFin Holdings Limited,

•  Oxygen Finance Group Limited, Oxygen Finance Limited and Oxygen Finance
Americas Inc., Oxygen Business Finance Limited together the ("Oxygen Group"),

•  TruFin Software Limited,

•  Satago Financial Solutions Limited, Satago SPV 1 Limited, Satago SPV 2
Limited, Satago Financial Solutions z.o.o, together ("Satago"),

•  Playstack Limited, Bandana Media Ltd, Playignite Ltd, Playstack z.o.o,
Playstack OY, Playstack AB, Magic Fuel Games Inc, Playstack Inc and Playignite
Inc, together the ("Playstack Group").

Additionally, the Playstack Group also includes one associate company
incorporated in the UK which has been accounted for using the equity method.

•  A 26% interest in Stormchaser Games Ltd

The principal activities of the Group are the provision of invoice finance
software and SaaS products, early payment services and mobile game publishing.

The financial statements are presented in Pounds Sterling, which is the
currency of the primary economic environment in which the Group operates.
Amounts are rounded to the nearest thousand.

Material accounting policies and use of estimates and judgements

The preparation of interim consolidated financial statements in compliance
with IAS 34 requires the use of certain critical accounting judgements and key
sources of estimation uncertainty. It also requires the exercise of judgement
in applying the TruFin Group's accounting policies. There have been no
material revisions to the nature and the assumptions used in estimating
amounts reported in the annual audited financial statements of TruFin plc for
the year ended 31 December 2024.

The accounting policies, presentation and methods of computation in the
audited financial statements have been followed in the condensed set of
financial statements.

 

2.            General information

TruFin plc is a public limited company incorporated in Jersey. The shares of
the Company are listed on the Alternative Investment Market. The address of
the registered office is 26 New Street, St Helier, Jersey, JE2 3RA.

A copy of this Interim Financial Report including Condensed Financial
Statements for the period ended 30 June 2025 is available at the Company's
registered office and on the Company's investor relations website
(www.trufin.com (http://www.trufin.com) ).

 

3.            Gross revenue
                          6 months ended      6 months ended      Year ended 31 December 2024

                          30 June 2025        30 June 2024        (Audited)

                          (Unaudited)         (Unaudited)         £'000

                          £'000               £'000

 Interest income          511                 721                 1,246
 Total interest income    511                 721                 1,246

 EPPS* contracts          3,204               2,437               5,579
 Consultancy fees         182                 618                 371
 Implementation fees      95                  759                 965
 Subscription fees        1,382               1,049               2,248
 Total fee income         4,863               4,863               9,163

 Mobile revenue           7,258               28                  6,047
 Advertising revenue      115                 74                  262
 Console revenue          23,203              19,610              38,235
 Total publishing income  30,576              19,712              7,313

 Gross revenue            35,950              25,296              18,131

*Early Payment Programme Services

 

4.            Segmental reporting

The results of the Group are broken down into segments based on the Group from
which it derives its revenue:

Satago:

Provision of invoice finance software and SaaS products. For results during
the reporting period, this corresponds to the results of Satago.

Oxygen:

Provision of Early Payment Programme Services. For results during the
reporting period, this corresponds to the results of the Oxygen Group.

Playstack:

Publishing of video games. For results during the reporting period, this
corresponds to the results of the Playstack Group.

Other:

Revenue and costs arising from investment activities. For results during the
reporting period, this corresponds to the results of TruFin Software Limited,
TruFin Holdings Limited and TruFin plc.

The results of each segment, prepared using accounting policies consistent
with those of the Group as a whole, are as follows:

 6 months ended 30 June 2025            Satago       Oxygen       Playstack       Other        Total

 (Unaudited)                            £'000        £'000        £'000           £'000        £'000
 Gross revenue                          700          4,382        30,669          199          35,950
 Interest, fee and publishing expenses  (176)        (551)        (19,868)        -            (20,595)
 Net revenue                            524          3,831        10,801          199          15,355

 Adjusted (loss)/profit before tax*     (1,389)      785          6,463           (960)        4,899
 (Loss)/profit before tax               (1,389)      785          6,463           (1,305)      4,554
 Taxation                               26           500          (2)             -            524

 (Loss)/profit for the period           (1,363)      1,285        6,461           (1,305)      5,078

 Total assets                           4,439        9,095        43,296          9,660        66,490
 Total liabilities                      (1,393)      (2,426)      (13,807)        (1,061)      (18,687)
 Net assets                             3,046        6,669        29,489          8,599        47,803

 

*adjusted loss before tax excludes share-based payment expense

 

 6 months ended 30 June 2024            Satago       Oxygen       Playstack      Other        Total

 (Unaudited)                            £'000        £'000        £'000          £'000        £'000
 Gross revenue                          1,589        3,448        20,181         78           25,296
 Interest, fee and publishing expenses  (353)        (655)        (12,376)       -            (13,384)
 Net revenue                            1,236        2,793        7,805          78           11,912

 Adjusted (loss)/profit before tax*     (2,662)      (214)        4,539          (1,056)      607
 (Loss)/profit before tax               (2,662)      (214)        4,539          (1,501)      162
 Taxation                               (15)         30           (1)            -            14

 (Loss)/profit for the period           (2,677)      (184)        4,538          (1,501)      176

 Total assets                           9,572        7,790        34,980         2,065        54,407
 Total liabilities                      (5,220)      (2,188)      (7,925)        (542)        (15,875)
 Net assets                             4,352        5,602        27,055         1,523        38,532

 

 

 Year ended 31 December 2024            Satago       Oxygen       Playstack      Other        Total

 (Audited)                              £'000        £'000        £'000          £'000        £'000
 Gross revenue                          2,481        7,717        44,593         162          54,953
 Interest, fee and publishing expenses  (606)        (1,327)      (28,387)       -            (30,320)
 Net revenue                            1,875        6,390        16,206         162          24,633

 Adjusted (loss)/profit before tax*     (4,845)      462          7,735          (2,465)      887
 (Loss)/profit before tax               (4,845)      462          7,735          (3,337)      15
 Taxation                               406          1,380        1,846          -            3,632

 Loss/(profit) for the year             (4,439)      1,842        9,581          (3,337)      3,647

 Total assets                           8,764        8,673        49,614         3,363        70,414
 Total liabilities                      (4,845)      (2,298)      (18,552)       (1,175)      (26,870)
 Net assets                             3,919        6,375        31,062         2,188        43,544

 

*adjusted loss before tax excludes share-based payment expense

 

 

5.            Staff costs
Analysis of staff costs:
                                                        6 months ended      6 months ended      Year ended 31 December 2024

                                                        30 June 2025        30 June 2024        (Audited)

                                                        (Unaudited)         (Unaudited)         £'000

                                                        £'000               £'000
 Wages and salaries                                     4,261               4,997               9,593
 Consulting costs                                       431                 353                 569
 Social security costs                                  792                 653                 1,438
 Pension costs arising on defined contribution schemes  176                 220                 426
 Share based payment                                    345                 445                 872
                                                        6,005               6,668               12,898

Consulting costs are recognised within staff costs where the work performed
would otherwise have been performed by employees. Consulting costs arising
from the performance of other services are included within other operating
expenses.

Average monthly number of persons (including Executive Directors) employed:
                        6 months ended      6 months ended      Year ended 31 December 2024

                        30 June 2025        30 June 2024        (Audited)

                        (Unaudited)         (Unaudited)         #

                        #                   #
 Management             14                  13                  14
 Finance                11                  12                  11
 Sales & marketing      34                  46                  40
 Operations             56                  58                  64
 Technology             52                  68                  59
                        167                 197                 188

Directors' emoluments
                        6 months ended      6 months ended      Year ended 31 December 2024

                        30 June 2025        30 June 2024        (Audited)

                        (Unaudited)         (Unaudited)         £'000

                        £'000               £'000
 Combined remuneration  380                 358                 751

 
6.            Employee share-based payment transactions

The employment share-based payment charge comprises:

                               6 months ended      6 months ended      Year ended 31 December 2024

                               30 June 2025        30 June 2024        (Audited)

                               (Unaudited)         (Unaudited)         £'000

                               £'000               £'000
 Service Criteria Award        61                  154                 318
 TruFin Share Price Award      147                 206                 431
 Subsidiary Performance Award  48                  85                  123
 CEO 2025 Incentive Plan       89                  -                   -
 Total                         345                 445                 872

Awards granted in 2025
Service Criteria Award

On 9 April 2025, options to acquire 175,000 shares were granted to employees
of the Group. The award is structured as a nil cost option. The vesting of
this award is subject to the holder being in continued employment until the
vesting date of this award. The award will vest on 31 December 2027. A
Black-Scholes model was used to determine the fair value of these options. The
model used an expected volatility of 42% and risk free rate of 4%.

TruFin Share Price Award

On 9 April 2025, options to acquire 262,500 shares were granted to the senior
management team and employees of the Group. The award is structured as a nil
cost option. The vesting of this award is subject to the holder being in
continued employment until the vesting dates of this award, and the Company's
share price satisfying share price targets in relation to the other companies
listed on AIM . The award will vest on 31 December 2027. Awards granted to the
Group CEO are subject to an additional 1 year holding period. A Monte Carlo
simulation was used to determine the fair value of these options. The model
used an expected volatility of 42% and a risk free rate of 4%.

Subsidiary Performance Award

On 9 April 2025, options to acquire 112,500 shares were granted to employees
of the Group. The award is structured as a nil cost option. The vesting of
this award is subject to the holder being in continued employment until the
vesting dates of this award, and subsidiary companies achieving certain
financial metrics over the vesting periods. The award will vest on 31 December
2027.

CEO 2025 Incentive Plan

On 9 April 2025, options to acquire 4,850,000 shares were granted to the Group
CEO. The award has an exercise price of £0.75. The vesting of this award is
subject to the holder being in continued employment until the vesting date of
this award - 1 January 2026, and is subject to the achievement of the
following share price hurdles.

·    1,616,667 shares at £0.94

·    1,616,667 shares at £1.31

·    1,616,666 shares at £1.88

The award is also subject to a two-year clawback period until 1 January 2028.

Awards granted in prior years

Performance Share Plan Market Value Award ("PSP Market Value")

On 21 February 2018, options to acquire 4,868,420 shares were granted to the
senior management team. The vesting of this award was based on market-based
performance conditions. On 9 April 2025, these options were surrendered by the
award holder with immediate effect for no payment or compensation. There was
no further impact to the Financial Statements following the surrendering of
these awards as the full fair value of these awards has been fully recognised
over the original three-year vesting period of the award.

Information regarding all other previous share options issued are included in
the relevant annual financial statements.

7.            Profit before income tax

Profit before income tax is stated after charging:

                                                               6 months ended      6 months ended      Year ended 31 December 2024

                                                               30 June 2025        30 June 2024        (Audited)

                                                               (Unaudited)         (Unaudited)         £'000

                                                               £'000               £'000
 Depreciation of property, plant and equipment                 92                  86                  212
 Amortisation charge in interest, fee and publishing expenses  551                 627                 1,327
 Amortisation of intangible assets                             1,364               1,501               5,009
 Staff costs including share-based payments charge             6,005               6,668               12,898

 

8.            Taxation
Analysis of tax credit recognised in the period/year
                      6 months ended      6 months ended      Year ended 31 December 2024

                      30 June 2025        30 June 2024        (Audited)

                      (Unaudited)         (Unaudited)         £'000

                      £'000               £'000
 Current tax credit   (24)                (14)                (707)
 Deferred tax credit  (500)               -                   (2,925)
 Total tax credit     (524)               (14)                (3,632)

Deferred tax asset
                                                  6 months ended      6 months ended      Year ended 31 December 2024

                                                  30 June 2025        30 June 2024        (Audited)

                                                  (Unaudited)         (Unaudited)         £'000

                                                  £'000               £'000
 Balance at start of the period/year              3,175               250                 250
 Credit to the statement of comprehensive income  500                 -                   2,925
 Balance at end of the period/year                3,675               250                 3,175

 Comprised of:
 Losses                                           3,675               250                 3,175
 Total deferred tax asset                         3,675               250                 3,175

Deferred tax assets related to carried-forward tax losses in Oxygen Finance
Limited and Playstack Limited have been recognised. The Group has concluded
that these assets will be recoverable as these subsidiaries are expected to
generate sufficient taxable profits against which these tax losses can be
utilised.

 

9.            Intangible assets
                                                       Software licences and similar assets      Separately identifiable intangible assets

                                Client contracts

                                                                                                                                                Goodwill       Total
                                £'000                  £'000                                     £'000                                          £'000          £'000
 Cost                           7,782                  14,801                                    3,367                                          15,280         41,230

 At 1 January 2025
 Additions                      300                    1,827                                     -                                              -              2,127
 Disposals                      (33)                   -                                         -                                              -              (33)
 Exchange differences           (3)                    (116)                                     -                                              -              (119)
 At 30 June 2025 (unaudited)    8,046                  16,512                                    3,367                                          15,280         43,205
 Amortisation                   (4,719)                (7,958)                                   (2,280)                                        -              (14,957)

 At 1 January 2025
 Charge for the period          (552)                  (1,165)                                   (198)                                          -              (1,915)
 Disposals                      33                     -                                         -                                              -              33
 Exchange differences           4                      212                                       -                                              -              216
 At 30 June 2025 (unaudited)    (5,234)                (8,911)                                   (2,478)                                        -              (16,623)
 Accumulated impairment losses  (408)                  -                                         -                                              -              (408)

 At 1 January 2025
 At 30 June 2025 (unaudited)    (408)                  -                                         -                                              -              (408)

 Net book value
 At 30 June 2025 (unaudited)    2,404                  7,601                                     889                                            15,280         26,174
 At 31 December 2024            2,655                  6,843                                     1,087                                          15,280         25,865

 

 

                                                     Software licences and similar assets    Separately identifiable intangible assets

                                Client contracts

                                                                                                                                            Goodwill     Total
                                £'000                £'000                                   £'000                                          £'000        £'000
 Cost                           7,066                8,852                                   3,315                                          15,280       34,513

 At 1 January 2024
 Additions                      715                  6,084                                   52                                             -            6,851
 Disposals                      -                    (97)                                    -                                              -            (97)
 Exchange differences           1                    (38)                                    -                                              -            (37)
 At 31 December 2024            7,782                14,801                                  3,367                                          15,280       41,230
 Amortisation                   (3,392)              (3,409)                                 (1,887)                                        -            (8,688)

 At 1 January 2024
 Charge                         (1,327)              (4,616)                                 (393)                                          -            (6,336)
 Disposals                      -                    97                                      -                                              -            97
 Exchange differences           -                    (30)                                    -                                              -            (30)
 At 31 December 2024            (4,719)              (7,958)                                 (2,280)                                        -            (14,957)
 Accumulated impairment losses  (408)                -                                       -                                              -            (408)

 At 1 January 2024
 At 31 December 2024            (408)                -                                       -                                              -            (408)

 Net book value
 At 31 December 2024            2,655                6,843                                   1,087                                          15,280       25,865
 At 31 December 2023            3,266                5,443                                   1,428                                          15,280       25,417

 

Client contracts comprise the directly attributable costs incurred at the
beginning of an Early Payment Scheme Service contract to revise a client's
existing payment systems and provide access to the Group's software and other
intellectual property. These implementation costs are comprised primarily of
employee costs.

The useful economic life for each individual asset is deemed to be the term of
the underlying Client contract (generally 5 years) which has been deemed
appropriate and for impairment review purposes, projected cash flows have been
discounted over this period.

The amortisation charge is recognised in fee expenses within the statement of
comprehensive income, as these costs are incurred directly through activities
which generate fee income.

Software, licenses and similar assets comprises separately acquired software,
as well as costs directly attributable to internally developed platforms
across the Group. These directly attributable costs are associated with the
production of identifiable and unique software products controlled by the
Group and are probable of producing future economic benefits. They primarily
include employee costs and directly attributable overheads.

A useful economic life of 3 to 5 years has been deemed appropriate and for
impairment review purposes projected cash flows have been discounted over this
period.

The amortisation charge is recognised in depreciation and amortisation on
non-financial assets within the statement of comprehensive income.

Goodwill and "Separately identifiable intangible assets" arise from
acquisitions made by the Group.

 

10.         Property, plant and equipment
                             Fixtures &        Computer equipment    Right-of-Use Asset

                             fittings                                                        Total
 Group                       £'000             £'000                 £'000                   £'000
 Cost                        92                                      415                     625

 At 1 January 2025                             118
 Additions                   3                 2                     -                       5
 Disposals                   (46)              (9)                   -                       (55)
 Exchange differences        (4)               (3)                   -                       (7)
 At 30 June 2025             45                108                   415                     568

 Depreciation                (54)              (93)                  (169)                   (316)

 At 1 January 2025
 Charge                      (9)               (9)                   (74)                    (92)
 Disposals                   46                9                     -                       55
 Exchange differences        (3)               3                     -                       -
 At 30 June 2025             (20)              (90)                  (243)                   (353)

 Net book value
 At 30 June 2025             25                18                    172                     215
 At 31 December 2024         38                25                    246                     309

 

                             Fixtures &        Computer equipment    Right-of-Use Asset

                             fittings                                                        Total
 Group                       £'000             £'000                 £'000                   £'000
 Cost                        162               103

 At 1 January 2024                                                   276                     541
 Additions                   14                14                    387                     415
 Disposals                   (80)              -                     (248)                   (328)
 Exchange differences        (4)               1                     -                       (3)
 At 31 December 2024         92                118                   415                     625

 Depreciation                (93)              (74)                  (99)                    (266)

 At 1 January 2024
 Charge                      (26)              (19)                  (167)                   (212)
 Disposals                   64                -                     97                      161
 Exchange differences        1                 -                     -                       1
 At 31 December 2024         (54)              (93)                  (169)                   (316)

 Net book value
 At 31 December 2024         38                25                    246                     309
 At 31 December 2023         69                29                    177                     275

11.         Loans and advances
                           30 June 2025      31 December 2024

                           (Unaudited)       (Audited)

                           £'000             £'000
 Total loans and advances  2,093             5,166
 Less: loss allowance      (142)             (309)
                           1,951             4,857

 

Past due receivables relating to loans and advances are analysed as follows:

                                30 June 2025      31 December 2024

                                (Unaudited)       (Audited)

                                £'000             £'000
 Neither past due nor impaired  1,673             4,080
 Past due: 0-30 days            277               730
 Past due: 31-60 days           1                 36
 Past due: 61-90 days           -                 11
 Past due: more than 91 days    -                 -
                                1,951             4,856

 

The financial risk management procedures disclosed in the 31 December 2024
audited financial statements have been and remain in place for the period to
30 June 2025.

 

 

12.         Share capital

                                                                       Share Capital       Total

                                                                       £'000               £'000
 104,317,439  shares at £0.91 per share at 30 June 2025 (unaudited)    94,929              94,929

During the period the Company issued 25,000 shares following the exercise of
vested options granted to employees of the Group in 2023. These were issued at
£0.66 per share, a discount to par value of £6,000, which has been included
in Other Reserves in the Statement of Changes of Equity.

On 22 May 2025 the Company began a Share Buyback Programme. At the reporting
date 1,669,000 shares had been purchased and cancelled for a total amount of
£1,485,000. This was a discount to par value of £34,000, which has been
included in Retained Earnings in the Statement of Changes of Equity.
Directly attributable costs to this Programme of £14,000 have been included
in Retained Earnings.

All ordinary shares carry equal entitlements to any distributions by the
Company. No dividends were proposed by the Directors for the period ended 30
June 2025.

 

13.         Borrowings
                             30 June 2025      31 December 2024

                             (Unaudited)       (Audited)

                             £'000             £'000
 Loans due within one year   949               4,157
 Loans due in over one year  -                 11
                             949               4,168

Movements in borrowings during the period/year

The below table identifies the movements in borrowings during the period/year.

                                               £'000
 Balance at 1 January 2025                     4,169
 Funding drawdown                              1,449
 Interest expense                              429
 Origination fees paid                         -
 Repayments                                    (4,610)
 Interest paid                                 (487)
 Exchange differences                          (1)
 Balance at 30 June 2025 (Unaudited)           949

 Balance at 1 January 2024                     7,204
 Funding drawdown                              2,615
 Interest expense                              576
 Origination fees paid                         (10)
 Repayments                                    (4,604)
 Interest paid                                 (423)
 Conversion of loan note to subsidiary equity  (1,182)
 Exchange differences                          (8)
 Balance at 31 December 2024 (Audited)         4,168

14.         Earnings per share

Earnings per share is calculated by dividing the earnings attributable to
ordinary shareholders by the weighted average number of ordinary shares in
issue during the period/year.

The calculation of the basic and adjusted earnings per share is based on the
following data:

                                                            6 months ended      6 months ended      Year ended 31 December 2024

                                                            30 June 2025        30 June 2024        (Audited)

                                                            (Unaudited)         (Unaudited)         £'000

                                                            £'000               £'000
 Number of shares
 At period/year end                                         104,317,439         105,861,687         105,961,687
 Weighted average                                           105,837,357         105,843,692         105,902,466

 Earnings attributable to ordinary shareholders             £'000               £'000               £'000
 Profit after tax attributable to the owners of TruFin plc  5,566               3,023               4,840

 Earnings per share                                         Pence               Pence               Pence
 Basic                                                      5.3                 2.9                 4.6
 Diluted                                                    4.8                 2.6                 4.2
 Adjusted Basic*                                            5.6                 3.3                 5.4

* adjusted excludes share-based payment expense

Management has been granted 9,541,284 share options in TruFin plc (See note 6
for details).

 

15.         Related party disclosures
Transactions with directors

Key management personnel disclosures are provided in notes 5 and 6.

The Group has loans outstanding with Storm Chaser UG, a company based in
Germany. Storm Chaser UG is 100% owned by Storm Chaser Games - an associate
company of Playstack (see note 1). The balance of the loans including interest
at the reporting date was £1,012,000 (2024: £993,000).

 

16.         Events after the Reporting Date

There were no reportable events after the Reporting Date.

 

 

 

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