Full Year Results
Summary by AI BETAClose X
3 November 2026
Dotdigital Group plc
("Dotdigital" or the "Group")
Full Year Results
Stronger ARR momentum and a broader platform for growth
Dotdigital (AIM: DOTD), the provider of a leading AI-powered marketing platform for customer acquisition, engagement, retention and advocacy, announces its final audited results for the year ended 30 June 2026 ("FY26").
Financial Highlights
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Forward-looking contracted ARR1 increased 18% to £85.4m (FY25: £72.6m), with organic growth2 of 8%, up from 6% at the half year.
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Recognised recurring revenue1 increased 14% (3% organic2) to £76.8m, representing 84% of Group revenue (FY25: 80%). Group gross margin improved to 80% (FY25: 79%).
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Group revenue increased 8% to £90.9m (FY25: £83.9m), or 9% at constant currency. Excluding acquisitions, revenue was flat, reflecting the previously announced low-margin CPaaS contract exit and lower one-off revenue.
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Average monthly recurring revenue per customer (ARPC) increased:
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Dotdigital Marketing platform: 6% to £1,943 (FY25: £1,829, restated3)
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Social Snowball: 35% to US$327 (FY25: US$243)
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Alia: 5% to US$261 (from US$248 at acquisition), equating to 16% on an annualised basis
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Adjusted EBITDA4 increased 10% to £29.4m (FY25: £26.8m), maintaining a 32% margin (FY25: 32%).
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Adjusted profit before tax4 increased 2% to £19.4m (FY25: £19.0m); adjusted diluted EPS4 increased 3% to 4.94p (FY25: 4.80p).
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FY26 closing cash of £17.1m (FY25: £36.2m), after funding the US$30.0m Alia acquisition, a £3.7m dividend and a £3.0m share buyback.
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Proposed final dividend increased 10% to 1.33p per share (FY25: 1.21p), subject to shareholder approval.
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Operational Highlights
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Alia ARR grew 45% during the Group's four months of ownership to £10.0m; Social Snowball ARR grew 33% in its first full year of ownership to £5.4m. |
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Alia and Social Snowball integrated with the Dotdigital Marketing platform at product and data level. Since the year end, Alia has expanded beyond Shopify, and revenue teams have begun selling it across the wider Dotdigital customer base.
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MCP server launched to connect Dotdigital to customers' chosen AI tools; content and segmentation agents made available to around 250 customers in preview. Dotdigital Loyalty launched after the year end.
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Gross retention in the Dotdigital Marketing platform improved to 85% (FY25: 84%). Global commercial execution strengthened under a new Chief Revenue Officer, supported by a new CRM system.
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International revenue recognised increased to 37% (FY25: 33%) and forward looking ARR to be in excess of 40% of the Group totals; North American revenue grew 37% to US$25.0m, led by Alia and Social Snowball.
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Revenue from Dotdigital Marketing platform customers, excluding the impact of Social Snowball and Alia, using named technology connectors grew 5% to £38.7m, including 37% growth in Shopify-connected revenue to £11.4m.
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Outlook
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Trading in the first four months of FY27 in line with the Board's expectations, with an acceleration in growth expected as the year progresses.
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The Board is confident of delivering FY27 market expectations5, with the broader portfolio, cross-selling and improved commercial execution supporting faster organic growth over the medium term.
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Milan Patel, CEO of Dotdigital, commented:
"FY26 was a year of substantial progress for Dotdigital. We delivered results in line with expectations, with excellent growth from Alia and Social Snowball contributing to a larger contracted recurring revenue base and an acceleration in organic ARR growth through the year. Both have brought valuable new capabilities to the Group.
"Our broader offering now supports marketers across more of the customer journey - helping them attract new customers, make each interaction more relevant, build relationships that lead to repeat business and encourage recommendations. We use AI to help them get more from Dotdigital, making it easier to work with their customer data, create content and prepare campaigns, while our MCP server now lets them access the platform through their preferred AI tools.
"Our commercial leadership and the systems that support our teams have been strengthened, giving us a more focused and consistent approach to winning and retaining customers. Looking ahead, I'm excited by the prospect of introducing our existing customers to more of what we offer, with cross-selling expected to build through FY27 as we work to accelerate organic growth. Market conditions remain mixed, but with more ways to grow and a larger recurring revenue base that gives us greater visibility, we are confident of delivering FY27 results in line with market expectations."
1 Recurring revenue and ARR cover the Dotdigital Marketing platform, Alia and Social Snowball, excluding the low-margin transactional messaging business (CPaaS). ARR denotes forward-looking contracted annual recurring revenue and excludes one-off revenue.
2 Organic ARR growth excludes Alia's £6.9m of ARR at acquisition but includes subsequent growth. Organic recognised recurring revenue growth excludes Social Snowball and Alia from both periods.
3 The Dotdigital Marketing platform ARPC calculation was updated in FY26 to include recurring revenue only, excluding non-recurring revenue and transactional messaging (CPaaS). The FY25 comparative has been restated on the same basis.
4 Adjusted measures exclude share-based payments, exceptional costs, amortisation of acquired intangibles, the gain on contingent consideration and foreign exchange on intercompany loans, as applicable. Reconciliations are provided in the financial statements.
5 Consensus market expectations for the year ending 30 June 2027 (FY27) at the date of this announcement: revenue £104.7m; adjusted EBITDA £32.8m; adjusted profit before tax £22.3m.
Analyst Briefing
Management will host an in-person-only briefing and Q&A for analysts today at 09.00 GMT. To register to attend, please contact dotdigital@almastrategic.com.
Investor Presentation
Management will host a virtual investor presentation and Q&A via the Investor Meet Company platform on Thursday 5 November at 11.00 GMT. Investors can sign up for free and follow Dotdigital here.
A copy of the Results Presentation and FY26 Annual Report will be available on our website shortly.
Contacts
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Dotdigital Group plc |
+44 (0)20 3953 3072 |
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Milan Patel, CEO |
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Tom Mullan, CFO |
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Alma Strategic Communications |
+44 (0)20 3405 0210 |
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Hilary Buchanan |
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David Ison |
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Will Merison |
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Canaccord Genuity (Nominated Adviser and Joint Broker) |
+44 (0)20 7523 8000 |
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Bobbie Hilliam |
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Elizabeth Halley-Stott |
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Cavendish Capital Markets Limited (Joint Broker) |
+44 (0)20 7220 0500 |
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Ben Jeynes, Corporate Finance |
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Sunila de Silva, Equity Capital Markets |
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Singer Capital Markets (Joint Broker) |
+44 (0)20 7496 3000 |
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Shaun Dobson |
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Jen Boorer |
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About Dotdigital
Dotdigital Group plc (AIM: DOTD) is a leading provider of AI-powered marketing automation and personalisation technology. The Dotdigital Marketing platform brings together customer data, intelligent automation and cross-channel campaign execution, supported by an expanding suite of capabilities spanning customer acquisition, engagement, personalization, loyalty and advocacy.
By simplifying complexity and routine execution, Dotdigital helps marketers deliver relevant customer experiences at scale while retaining the control and creativity needed to build meaningful connections.
Founded in 1999 and headquartered in London, Dotdigital has offices in Manchester, Southampton, New York, Melbourne, Sydney, Singapore, Tokyo, Warsaw and Cape Town. Its technology is used by more than 9,800 brands across 150 countries.
Chairman's Statement
FY26 was a year of successful execution of our strategy. We broadened our platform through acquisition, extended our AI-enabled offering and strengthened our leadership, while delivering revenue, profit and cash in line with market expectations. The Group enters FY27 with a larger contracted recurring revenue base and a strong opportunity for continued growth.
An evolved business model
Our acquisitions have performed at the upper end of our expectations. Alia Software Inc (Alia), acquired in March, has been a standout, growing strongly in its first months as part of the Group, while Social Snowball delivered good growth in its first full year of ownership. The progress made in integrating both into the Group has been pleasing, particularly the way in which we have preserved the energy and agility that made both businesses attractive to us originally.
At the center of the Group is the Dotdigital Marketing platform, which serves a large and loyal customer base. Alongside it sit fast-growing businesses that bring new technology and momentum. Like Dotdigital Personalization (formerly Fresh Relevance) before them, Social Snowball and Alia can be used alongside the Dotdigital Marketing platform or as standalone solutions, allowing them to grow in their own markets while broadening what we offer existing customers. Bringing additional capabilities to existing customers can deepen those relationships and support faster growth in the Dotdigital Marketing platform.
The extent of our transformation over recent years is clear. The Group has grown significantly in scale, a greater share of our business now comes through our partner ecosystem, and we have become a more international business, with the US now a major contributor to the Group. Throughout, we have maintained strong profitability. We see significant opportunity to continue growing our presence in the US, further improving the balance and resilience of the Group.
Marketing made human
The marketer's role has changed rapidly. Marketers work amid intense competition, changing regulation and a proliferation of tools. The systems they rely on must now support compliance, risk management and brand safety as well as revenue generation. Today's marketing teams increasingly work alongside AI tools, and managing that partnership well is becoming an important part of the marketer's role.
I am particularly excited by our refreshed Marketing Made Human brand. It reflects a simple belief: marketing works best when technology gives people space to be human. It also captures what has always set Dotdigital apart: a distinctive character shaped by a blend of long-serving colleagues and new expertise, and a genuine understanding of the people who use our products.
As AI-generated content becomes ubiquitous and much of it starts to sound the same, that positioning could hardly be more relevant. We are building a platform with AI at its core, where AI handles complexity and marketers stay firmly in the driving seat.
During FY26, we launched our Model Context Protocol (MCP) server, allowing customers to connect Dotdigital to their preferred AI model. Following the year end, we launched a preview of Agents in Dotdigital, enabling marketers to create campaigns and customer segments using natural language, alongside Dotdigital Loyalty, which connects loyalty programmes with wider marketing activity. Together, these launches extend our proposition across the customer lifecycle, deepen our AI capabilities and create further opportunities to win new customers as well as bring more of our products to existing customers.
A resilient, cash-generative model
This year our financial model did what it is designed to do. The acquisition of Alia was funded from existing cash reserves, while the business continued to generate cash and invest in product innovation and commercial execution. Growth in contracted recurring revenue strengthened through the year, and we enter FY27 with a large and more visible revenue base.
We see Dotdigital as an innovation partner to our customers, continually assessing emerging technologies so that they don't have to. We will continue to consider fairly valued acquisitions that fit our business model, can grow in their own right and strengthen the Dotdigital platform.
The Board is pleased to recommend a final dividend of 1.33p per share (FY25: 1.21p), an increase of approximately 10%, reflecting growth in adjusted EBITDA and consistent with the Group's progressive dividend policy. The Board also retains the ability to buy back ordinary shares where appropriate, as evidenced with a £3.0m share buyback during FY26.
Strengthened leadership
In April 2026, we created the role of Chief Revenue Officer, bringing our global go-to-market functions together under unified leadership. This will support more consistent execution across regions and sharpen our focus on expansion, retention and customer lifetime value.
We also strengthened our technology leadership with the appointment of a Chief Technology Officer in October 2025 and, post-period, brought on board a new Chief Marketing Officer.
We continue to review and strengthen our management structure as the Group grows. These appointments provide clearer leadership across the business and give our CEO greater capacity to focus on Group strategy and future growth.
ESG in action
We continued to make progress towards our Net Zero 2030 ambition during FY26, while investing in initiatives that support our people and strengthen the communities in which we operate through dotCommunity. These actions reflect our commitment to responsible, sustainable growth and to creating long-term value for all our stakeholders.
Priorities for FY27
We enter FY27 with clear priorities: sustaining the growth of Alia and Social Snowball; bringing their capabilities to more of our existing customers; improving retention and new business performance in the Dotdigital Marketing platform; and continuing to use AI to increase the pace and relevance of what we deliver. These priorities reinforce one another and provide a clear route to accelerating organic growth over the medium term.
On behalf of the Board, I would like to thank everyone at Dotdigital, including the teams who joined us from Social Snowball and Alia, for the energy they have brought to a year of real change. I also thank our customers and shareholders for their continued trust and support. With the people, technology and financial strength to build on these foundations, I am confident that Dotdigital is well placed to deliver its next phase of growth.
John Conoley
Non-Executive Chairman
3 November 2026
Chief Executive Officer's Report and Financial Review
Overview
Dotdigital delivered FY26 in line with market expectations, ending the year a stronger, more diversified business. Group Annual Recurring Revenue (ARR) rose 18% to £85.4m, with organic ARR growth improving to 8% from 6% at the half year, driven by strong growth in Alia and Social Snowball during their periods of ownership. Recurring subscription revenue increased across both acquisitions and the Dotdigital Marketing platform, strengthening the Group's revenue mix and providing a larger recurring-revenue base entering FY27.
Over the past three years, Dotdigital has evolved from a single-product, email-led offering into a diversified, multi-product group serving the full customer lifecycle - acquisition, engagement, retention, loyalty and advocacy. Recent acquisitions, product investment and integration have brought these capabilities together in a more connected proposition, underpinned by shared data and AI. The priority now is to accelerate growth by bringing the expanded product portfolio to the Group's base of around 9,800 brands, extending its reach through new integrations and scaling internationally.
To capture this opportunity, we have moved to an integrated global go-to-market model, supported by stronger leadership, systems and processes. Gross retention improved in FY26 through more active management of at-risk customers and better CRM data. Since the year end, we have broadened this work through clearer accountability, deeper customer insight and earlier intervention, while maintaining discipline over costs and capital allocation.
We have also begun to establish the expanded cross-sell model. Alia and Social Snowball are now integrated with the Dotdigital Marketing platform at product and data level, while retaining their own brands and go-to-market models. Alia has been made available beyond Shopify to all customers across our wider base. From September 2026, our revenue teams have been able to sell Alia, supported by new incentives and dedicated senior commercial leadership. We expect the contribution from cross-sell to build through FY27.
Product development continued at pace, strengthening the Group's ability to turn customer data into more timely, personalized and measurable marketing. We advanced our AI capabilities through the launch of Dotdigital's MCP server and the development of our Agents programme, which attracted strong customer engagement. Continued investment in the platform's shared data foundation, the post-year-end launch of Dotdigital Loyalty and growing WhatsApp adoption further broadened the Dotdigital Marketing platform.
Together, these developments have strengthened the Group's ability to deepen customer relationships, extend adoption across the product set and support more scalable growth through FY27.
Results
Dotdigital's financial model combines high-margin recurring software revenue with recurring usage-based fees and a smaller contribution from one-off revenues such as professional services. Growth comes from winning new customers, increasing product adoption and usage, improving retention and cross-selling the Group's broader customer-lifecycle proposition.
Group revenue increased 8% to £90.9m (FY25: £83.9m), or 9% on a constant-currency basis, with contracted recurring revenue up 14% to £76.8m (FY25: £67.3m) and representing 84% of the total. Growth was led by strong contributions from Alia and Social Snowball, alongside more modest growth in the Dotdigital Marketing platform, where contracted recurring revenue increased 3% to £69.4m. This was partly offset by the expected reduction in revenue from the low-margin Communications Platform as a Service (CPaaS) business, following the planned exit from a non-core contract. Softer new business and longer customer decision cycles also reduced one-off project revenue. The resulting shift towards higher-quality subscription revenue, including the acquisitions, supported an improvement in Group gross margin to 80% (FY25: 79%).
Forward-looking contracted ARR increased 18% to £85.4m (FY25: £72.6m), or 8% organically, an improvement on the 6% reported at the half year. Alia's ARR increased 45% in less than four months following its acquisition, while Social Snowball's rose 33% in its first full year of ownership. Together, Alia and Social Snowball now account for around 18% of Group ARR (FY25: 6%), with their faster growth increasing their contribution to the Group's overall growth.
Gross retention in the Dotdigital Marketing platform improved by one percentage point to 85% in FY26, supported by more active management of at-risk customers, better CRM data and more consistent retention processes.
Average monthly recurring revenue per customer (ARPC) increased across all three brands. ARPC in the Dotdigital Marketing platform rose 6% to £1,943 (FY25: £1,829), while Social Snowball's increased 35% to US$327 (FY25: US$243). Alia's ARPC increased at an annualised rate of 16% to US$261 from US$248 at acquisition in March.
The Group maintained its adjusted EBITDA margin despite the pace of acquisition activity over the past two years. Adjusted EBITDA was £29.4m (FY25: £26.8m), representing a margin of 32%, while adjusted profit before tax was £19.4m (FY25: £19.0m) and adjusted diluted EPS was 4.94p (FY25: 4.80p). Adjusted EBITDA grew faster than adjusted profit before tax, principally reflecting lower interest income as interest rates reduced and cash was deployed into acquisitions to support the Group's longer-term growth and earnings. As planned, margins improved in the second half as the investment made in Social Snowball during H1 began to deliver improved returns.
Cash at 30 June 2026 was £17.1m (30 June 2025: £36.2m), after funding the initial US$30m consideration for Alia. The Group continued to generate cash from its underlying operations, including the acquired businesses. This cash will be used to fund anticipated earn-out payments relating to the Alia and Social Snowball acquisitions over the next couple of years. As these commitments reduce, the Group expects cash balances to rebuild. The Board is proposing a final dividend of 1.33p per share (FY25: 1.21p), subject to shareholder approval, in line with the Group's progressive dividend policy.
Our market
Dotdigital's broader proposition positions it well to serve brands seeking to manage more of the customer lifecycle with one provider.
Several structural trends continue to support demand for this proposition. Brands are consolidating their marketing technology and favouring platforms that can replace multiple point solutions, while marketers increasingly expect embedded AI that uses first-party data to identify opportunities, accelerate execution and demonstrate measurable returns. As paid acquisition becomes more expensive, investment is shifting towards owned channels, supported by unified customer data. Buyers also place greater emphasis on rapid time to value, integration with existing systems, and trusted platforms that give them control over their data and the use of AI.
Despite these long-term drivers, mixed macroeconomic conditions in FY26 lengthened buying decision cycles among our traditional customer cohort and increased the number of stakeholders involved, while many mid-sized businesses paused to assess how AI fits within their technology strategies. This weighed on new customer wins and one-off professional services activity. These conditions reinforced the importance of our work during the year to sharpen our sales and marketing efforts on customer segments whose needs are best served by Dotdigital's broad platform functionality, supporting a stronger position from which to capture a wider growth opportunity.
Business review
Our offering
Dotdigital helps around 9,800 brands in 150 countries turn customer data into measurable growth. Alia and Social Snowball support customer acquisition; email, SMS and WhatsApp enable engagement; and Dotdigital Personalization (formerly Fresh Relevance) and Dotdigital Loyalty support conversion, retention and loyalty. These products connect through the Dotdigital Marketing platform, giving customers a broader set of capabilities as their needs develop.
Underpinning this offering is Dotdigital's established AI capability, formerly known as WinstonAI. This is evolving from assisting marketers with content, optimisation and insights towards agents that can identify opportunities and execute campaigns, while keeping the marketer in control.
This combination of a broader product set, shared data foundation and AI capability enables the Group to address two complementary segments of the market through propositions and go-to-market models tailored to their needs:
· The integrated Dotdigital Marketing platform, which serves around 4,000 established mid-market and enterprise brands with more complex requirements, bringing together marketing automation, personalization, loyalty and communications, alongside the capabilities of Alia and Social Snowball, on a common data foundation, supported by deep integrations and long-standing customer relationships. The Group has sharpened its ideal customer profile to focus on relationship-led brands: established mid-market businesses that grow through ongoing, identifiable customer relationships and need to orchestrate complex data across multiple channels.
· Product-led solutions, currently Alia and Social Snowball, which serve smaller and lower mid-market ecommerce brands through focused, product-led propositions. They retain their own brands and partner-driven go-to-market models, with particular strength in the Shopify ecosystem.
Together, these two propositions broaden the Group's addressable market while preserving the specialist products and go-to-market approaches that work for each customer segment. Alia and Social Snowball provide entry points and additional capabilities for relationship-led customers, while product and data integration creates opportunities to offer complementary products together and cross-sell more of the Group's offering over time.
M&A Strategy: disciplined execution
On 3 March 2026, we acquired Alia, an AI-native list-growth and on-site capture platform built for Shopify merchants, for an initial cash consideration of US$30m, with total consideration of up to US$60m dependent on future performance. Alia has been a standout performer, with ARR increasing 45% organically in less than four months, from £6.9m at acquisition to £10.0m at 30 June 2026. It contributed £2.7m of recurring revenue between acquisition and the year end.
Social Snowball, our influencer, affiliate and referral marketing platform acquired in June 2025, grew ARR 33% from £4.1m to £5.4m in its first full year of ownership. Growth accelerated through the year, with an annualized growth rate of 30% in H1 and 36% in H2, helped by the go-to-market investment we made in the first half and the launch of CreatorSearch. Meeting the ARR growth hurdle of approximately 25%, together with the required profitability targets, resulted in first-year deferred consideration of US$0.7m being paid in early FY27.
Cross-sell is now moving from integration to commercial execution. A referral scheme between Social Snowball and Alia was established in early FY27 and is showing early success. Alia is now also available to the full Dotdigital customer base following its expansion beyond Shopify.
Acquisitions remain part of our strategy as we continue to assess the landscape for viable, commercially-ready new technologies. With our current product portfolio, we continue to be selective, and any further acquisitions will be judged on strategic fit, integration potential and value.
Product innovation
Our broader platform, continued investment in data capabilities, AI features that shorten time to value and increase return on investment, and growing use of WhatsApp helped us win and retain customers in FY26.
Functional recurring revenue increased 26% on a constant currency basis in FY26, including contributions from acquisitions. Excluding acquisitions, growth was 7% on the same basis.
We launched the Dotdigital Marketing MCP server in March 2026, allowing customers to connect their Dotdigital data to the AI tools they already use. The adoption of the MCP server with our customers' desired large language models has increased 395%, albeit from a small base, and continues to accelerate in usage.
Our Agents in Dotdigital programme, initially covering content and segmentation agents, has been running with around 250 customers and is our most subscribed preview to date. General availability is expected at the beginning of November 2026. Beta adoption increased between July and September, with 75 accounts using one or both agents. Around 7% of our customer base is in a queue waiting for the full release.
Our investment in the Dotdigital Marketing platform has given us a real-time events architecture across contacts, messages and interactions, flexible support for custom data, and integrations with around 250 marketing technology tools. This data foundation is what makes our AI agents effective.
Dotdigital Loyalty launched on Shopify in July 2026 and has eight paying customers, with a developing pipeline. We plan to extend Dotdigital Loyalty to other major commerce platforms, starting with Adobe Commerce, opening it up to more of our customer base.
WhatsApp message volumes increased by 694% in FY26, from approximately 326,000 to 2.6 million, reinforcing its role as an increasingly important engagement channel within the Group's omnichannel proposition.
Our roadmap builds on these foundations, with campaign creation, analytics and audience discovery agents, AI-first real-time journeys, native Rich Communication Services (RCS) messaging, and new integrations including Microsoft Fabric, Tessitura and Canva.
Strategic partnerships
Ecommerce and CRM platforms remain our most strategic partner ecosystems, supported by our agency and technology partners. Partners contribute most by influencing new business, reducing churn and helping customers see the broader capabilities Dotdigital offers. Dotdigital Marketing platform revenues from customers using named e-comm, CRM and ERP technology connectors such as Adobe Commerce (Magento), Microsoft Dynamics, Salesforce, Shopify, NetSuite, BigCommerce, WooCommerce and Shopware grew by 5% to £38.7m.
Within this, Shopify remains the fastest-growing e-commerce platform in our ecosystem, with Shopify-connected revenues increasing by 37% to £11.4m, and strengthening that partnership remains a priority. In addition to this, when considering Social Snowball, Alia and the Dotdigital Marketing platform together, forward-looking ARR connected to Shopify stood at £26.8m as at 30 June 2026 (FY25: £12.4m). We also extended into Enterprise Resource Planning (ERP) through our NetSuite integration which has been well received by customers already using the connector.
We are now moving partners from influencing deals to sourcing them. We have appointed a VP Global Partnerships and will launch our 2027 Partner Programme in January. As we focus on relationship-led brands, we expect new strategic partnerships to emerge beyond commerce, including in the not-for-profit and education sectors.
Regions
Regional revenue and growth are shown in local currency and include the acquisitions of Social Snowball and Alia.
North America
Revenue increased by 37% to US$25.0m (FY25: US$18.2m). North America is our largest addressable market with revenue growth led by Alia and Social Snowball. Revenue in the core Dotdigital Marketing platform declined following the loss of three significant customers whose needs changed, including consolidation onto a parent group's provider. We have put new leadership in place and are refocusing our US go-to-market on relationship commerce verticals such as travel, retail and automotive, working through agency partners, using Alia as an entry point into the Shopify ecosystem.
EMEA
Revenue increased by 3% to £63.4m (FY25: £61.5m), with growth held back by the planned non-renewal of the low margin CPaaS contract announced last year. EMEA remains our largest region, where we have a strong position and long-standing customer relationships. Our priorities are improving retention, supported by the separation of account management and customer success, and growing new business in not-for-profit, travel and education.
APAC
Revenue increased by 5% to A$17.4m (FY25: A$16.6m). We are focusing our investment in Australia, New Zealand and South East Asia, where local relationships and integrations are our strongest differentiators.
Go-to-market and operations
We are transforming how we go to market. Under our Chief Revenue Officer we have moved from three regional go-to-market teams to one global revenue team, with sales, account management and customer success being aligned around our ideal customer profile. Our new CRM is now in place and is beginning to support our weekly pipeline reviews and forecasting, giving us better data on customers at risk and on where we win business.
Our new brand has been well received by customers and prospects. It has helped move perceptions away from our legacy as an email platform towards what we offer today, an all-in-one marketing platform with AI at its core.
We are also using AI to improve productivity across the Group. Engineering output increased year-on-year despite a slightly smaller team, with around 30% co-authored by AI, and we are now extending the use of AI tools across the wider business.
We would like to thank our colleagues across the Group, including the teams who joined us from Alia and Social Snowball, for their commitment and hard work during a year of significant change.
Outlook and current trading
We enter FY27 a stronger, more diversified business, with a larger contracted recurring-revenue base, greater visibility and a broader platform aligned with where the market is heading. The priority now is to convert this expanded opportunity into faster organic growth by sustaining momentum in Alia and Social Snowball, improving retention and new business performance in the Dotdigital Marketing platform, and building cross-sell across the Group. As brands consolidate their marketing technology, our full customer-lifecycle proposition gives us greater scope to win new customers, deepen existing relationships and capture a larger share of marketing spend.
Trading in the first four months of FY27 has been in line with the Board's expectations, which include an acceleration in growth as the year progresses. The Board is confident that the Group will deliver results in line with FY27 market expectations and that the combination of a sharper customer focus, an AI-first platform and our high-growth businesses will accelerate organic growth over the medium term.
Financial Review
Business Model
We sell access to the Dotdigital marketing platform and messaging services (email, SMS, MMS, WhatsApp and push notifications) on contracts of one to three years, priced according to the modules selected and contact, data, page-view and message volumes. Revenue is recognised evenly over the contract life under IFRS 15, with customers able to upgrade during term as usage grows.
Revenue from Social Snowball, our influencer, affiliate and referral marketing platform, and Alia, our AI-native list-growth and on-site capture platform, is recognized in the same way as our other software revenue, although the vast majority of their contracts are currently month to month. These products broaden our addressable market and increase cross-sell potential, with a margin profile consistent with the Group. Revenue from professional services accounts for well under 5% of Group revenue and is recognized as the services are delivered.
Revenue and gross margin
Total revenue increased 8% in reported currency, or 9% at constant currency, to £90.9m (FY25: £83.9m). This included a full-year contribution from Social Snowball (FY25: five days) and just under four months from Alia (FY25: nil). Excluding acquisitions, this total Group revenue, which includes the non-core, low margin transactional messaging business, was flat, principally reflecting two previously announced factors: the exit of a contract in the low margin transactional messaging CPaaS business; and the unwinding of a strong H1 FY25 comparator for non-recurring core marketing platform revenue, both of which are now fully reflected in the FY26 base for comparison in FY27.
Recognised recurring revenue from the marketing platform, including Alia and Social Snowball, increased 14% in reported currency, or 15% at constant currency, to £76.8m (FY25: £67.3m). Repeating revenue from the low-margin transactional messaging business, CPaaS, was £10.3m (FY25: £12.0m). Together, recurring and repeating revenue represented 96% of Group revenue (FY25: 94%).
By region (local currency): EMEA £63.4m (+3%); North America US$25.0m (+37%); APAC A$17.4m (+5%). International revenue (from outside the UK) represented 37% of Group revenue (FY25: 33%).
Gross profit was £72.4m (FY25: £66.6m), with a gross margin of 80%, up one percentage point on the prior year. The improvement reflects the continued shift towards the higher-margin marketing platform business, including the acquisitions. This business operates at gross margins of around 90%, compared with around 15% for the transactional CPaaS business.
R&D (RDEC) credit & tax
Since FY25, the UK R&D incentive has been presented in Other income under the Research and Development Expenditure Credit (RDEC) regime rather than as a tax credit. It amounted to £0.5m (FY25: £0.7m). The income tax expense for the year is £3.9m (FY25: £3.9m), equating to an effective tax rate against the adjusted Profit before tax (PBT) of 20% (FY25: 21%).
Operating expenses
Total operating expenses were £54.0m (FY25: £49.8m), up 8%, the increase being a reflection of £4.5m operating expenses of Social Snowball and Alia.
Profitability
Adjusted EBITDA increased 10% to £29.4m (FY25: £26.8m), representing a margin of 32% (FY25: 32%). Adjusted PBT increased 2% to £19.4m (FY25: £19.0m) representing a margin of 21% (FY25: 23%). Adjusted EBITDA grew faster than adjusted profit before tax, principally reflecting lower interest income as interest rates reduced and cash was deployed into acquisitions to support the Group's longer-term growth.
Statutory profit after tax increased 18% to £13.2m (FY25: £11.2m), representing a margin of 15% (FY25: 13%). Statutory profit after tax grew faster than adjusted PBT, reflecting movements in exceptional and adjusting items during the year, as outlined below.
Exceptional and adjusting items
Share-based payment expense of £0.8m was broadly consistent with the prior year (FY25: £0.7m).
Amortization of acquired intangible assets increased to £4.3m (FY25: £1.8m), primarily reflecting a full year of amortization relating to Social Snowball (FY25: five days) and almost four months of amortization relating to Alia (FY25: £nil).
A gain of £5.2m (FY25: £nil) was recognized on the revaluation of contingent consideration during the year, reflecting revised expectations that, while Social Snowball continues to deliver strong growth (33% in FY26), total contingent consideration payments are likely to be in the lower to middle part of the potential earn-out range, which is capped at US$15.0m.
Exceptional costs increased to £3.0m (FY25: £1.5m), principally due to increases of £1.3m of professional fees relating to acquisitions, £0.3m of restructuring costs and £0.5m of costs associated with the implementation of the Group's new CRM platform and related dual-running activities.
EPS
Adjusted diluted EPS increased 3% to 4.94p (FY25: 4.80p), while statutory diluted EPS increased 18% to 4.20p (FY25: 3.55p). The faster growth in statutory EPS largely reflects the gain on the revaluation of Social Snowball's contingent consideration, which is treated as an adjusting item.
Balance sheet and cash
The Group remained strongly cash-generative with a robust working-capital profile. The upfront payments for Alia in March 2026 and Social Snowball in June 2025 were funded from existing cash resources. We continue to allocate cash with discipline across organic investment and selective, earnings-enhancing M&A.
Dividend policy
We remain committed to a progressive dividend policy aligned to earnings and cash generation. The Board is proposing a final dividend of 1.33p per share (FY25: 1.21p), subject to shareholder approval. This represents an increase of 10%, in line with adjusted EBITDA growth.
Milan Patel
Chief Executive Officer
Tom Mullan
Chief Financial Officer
3 November 2026
Dotdigital Group Plc
Consolidated Income Statement
For the year ended 30 June 2026
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30.06.26 |
|
30.06.25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes |
£'000s |
|
£'000s |
|
|
|
|
|
|
|
|
|
|
|
|
Revenue from contracts with customers |
|
3 |
90,865 |
|
83,921 |
|
|
|
Cost of sales |
|
|
(18,460) |
|
(17,371) |
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
72,405 |
|
66,550 |
|
|
|
|
|
|
|
|
|
|
|
|
Administrative expenses |
|
|
(53,997) |
|
(49,765) |
|
|
|
Other operating income |
|
|
516 |
|
736 |
|
|
|
|
|
|
|
|
|
|
|
|
Operating profit from continuing operations pre share-based payments, amortisation of acquired intangibles and exceptional costs |
|
|
18,924 |
|
17,521 |
|
|
|
Share-based payments |
|
|
(761) |
|
(702) |
|
|
|
Amortisation of acquired intangibles |
|
6 |
(4,260) |
|
(1,786) |
|
|
|
Gain on contingent consideration |
|
11 |
5,158 |
|
- |
|
|
|
Exceptional costs |
|
7 |
(3,043) |
|
(1,463) |
|
|
|
|
|
|
|
|
|
|
|
|
Operating profit from continuing operations |
|
|
16,018 |
|
13,570 |
|
|
|
|
|
|
|
|
|
|
|
|
Finance costs |
|
8 |
(161) |
|
(133) |
|
|
|
Finance income |
|
8 |
1,269 |
|
1,652 |
|
|
|
|
|
|
|
|
|
|
|
|
Profit before income tax from continuing operations |
|
|
17,126 |
|
15,089 |
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense |
|
4 |
(3,890) |
|
(3,879) |
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the year from continuing operations |
|
|
13,236 |
|
11,210 |
|
|
|
Profit for the year attributable to the owners of the Company |
|
|
13,236 |
|
11,210 |
|
Earnings per share from all operations (pence per share)
|
|
Basic |
5 |
4.34 |
|
3.65 |
|
|
|
Diluted |
5 |
4.20 |
|
3.55 |
|
|
|
Adjusted basic |
5 |
5.09 |
|
4.93 |
|
|
|
Adjusted diluted |
5 |
4.94 |
|
4.80 |
|
|
|
|
|
|
|
|
|
Dotdigital Group Plc
Consolidated Statement of Comprehensive Income
For the year ended 30 June 2026
|
|
|
|
|
|
|
|
|
|
|
|
30.06.26 |
|
30.06.25 |
|
|
|
|
Notes |
£'000s |
|
£'000s |
|
|
|
|
|
|
|
|
|
|
|
Profit for the year |
|
13,236 |
|
11,210 |
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
|
|
Items that may be subsequently reclassified to |
|
|
|
|
|
|
|
profit and loss: |
|
|
|
|
|
|
|
Exchange differences on translating foreign operations |
|
422 |
|
(682) |
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income attributable to: |
|
|
|
|
|
|
|
Owners of the parent |
|
13,658 |
|
10,528 |
|
|
|
Total comprehensive income for the year Comprehensive income from continuing operations |
|
13,658 |
|
10,528 |
|
Dotdigital Group Plc
Consolidated Statement of Financial Position
As at 30 June 2026
|
|
|
|
|
|
|
|
|
|
|
|
30.06.26 |
|
30.06.25 |
|
|
|
|
Notes |
£'000s |
|
£'000s |
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
|
Goodwill |
9 |
57,092 |
|
35,392 |
|
|
|
Intangible assets |
6 |
59,987 |
|
48,356 |
|
|
|
Property, plant and equipment |
|
1,876 |
|
2,350 |
|
|
|
|
|
118,955 |
|
86,098 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
Trade and other receivables |
|
18,346 |
|
17,320 |
|
|
|
Current tax recoverable |
|
- |
|
1,063 |
|
|
|
Cash and cash equivalents |
|
17,143 |
|
36,211 |
|
|
|
|
|
35,489 |
|
54,594 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
154,444 |
|
140,692 |
|
|
|
|
|
|
|
|
|
|
|
Equity attributable to the owners of the parent |
|
|
|
||
|
|
|
|
|
|
|
|
|
|
Called up share capital |
|
1,542 |
|
1,538 |
|
|
|
Share premium |
|
12,786 |
|
12,786 |
|
|
|
Reverse acquisition reserve |
|
(4,695) |
|
(4,695) |
|
|
|
Other reserves |
|
2,887 |
|
3,263 |
|
|
|
Retranslation reserve |
|
(29) |
|
(451) |
|
|
|
Retained earnings |
|
101,399 |
|
90,669 |
|
|
|
Treasury shares (at cost) |
|
(3,228) |
|
- |
|
|
|
|
|
|
|
|
|
|
|
Total equity |
|
110,662 |
|
103,110 |
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
Lease liabilities |
|
791 |
|
1,249 |
|
|
|
Contingent Consideration |
11 |
7,565 |
|
6,786 |
|
|
|
Deferred tax |
|
10,337 |
|
8,307 |
|
|
|
|
|
18,693 |
|
16,342 |
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
Trade and other payables |
10 |
19,602 |
|
20,709 |
|
|
|
Lease liabilities |
|
591 |
|
531 |
|
|
|
Contingent consideration |
11 |
4,797 |
|
- |
|
|
|
Current tax payable |
|
99 |
|
- |
|
|
|
|
|
25,089 |
|
21,240 |
|
|
|
Total Liabilities |
|
43,782 |
|
37,582 |
|
|
|
|
|
|
|
|
|
|
|
Total equity and liabilities |
|
154,444 |
|
140,692 |
|
Dotdigital Group Plc
Company Statement of Financial Position
As at 30 June 2026
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30.06.26 |
|
30.06.25 |
|
|
|
Notes |
£'000s |
|
£'000s |
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
Intangible assets |
6 |
1 |
|
2 |
|
|
Property, plant and equipment |
|
6 |
|
6 |
|
|
Investments |
12 |
43,788 |
|
44,211 |
|
|
|
|
43,795 |
|
44,219 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
Trade and other receivables |
|
18,775 |
|
14,450 |
|
|
Cash and cash equivalents |
|
348 |
|
372 |
|
|
|
|
19,123 |
|
14,822 |
|
|
Total assets |
|
62,918 |
|
59,041 |
|
|
|
|
|
|
|
|
|
Equity attributable to the |
|
|
|
|
|
|
owners of the parent |
|
|
|
|
|
|
Called up share capital |
|
1,542 |
|
1,538 |
|
|
Share premium |
|
12,786 |
|
12,786 |
|
|
Other reserves |
|
2,995 |
|
3,205 |
|
|
Retained earnings |
|
7,953 |
|
7,217 |
|
|
Treasury shares (at cost) |
|
(3,228) |
|
- |
|
|
|
|
|
|
|
|
|
TOTAL EQUITY |
|
22,048 |
|
24,746 |
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Trade and other payables |
10 |
40,870 |
|
34,295 |
|
|
|
|
|
|
|
|
|
Total liabilities |
|
40,870 |
|
34,295 |
|
|
|
|
|
|
|
|
|
Total equity and liabilities |
|
62,918 |
|
59,041 |
|
As permitted by section 408 of the Companies Act 2006, the parent company's income statement has not been included in these financial statements. The profit for the Company was £3,241,953 (2025: £3,205,824).
Dotdigital Group Plc
Consolidated Statement of Changes in Equity
For the year ended 30 June 2026
|
|
|
Called up |
|
|
|
|
|
|
|
|
|
Share |
|
Treasury |
|
Retained |
|
Share |
|
|
|
Capital |
|
shares |
|
Earnings |
|
Premium |
|
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
|
|
|
|
|
|
|
|
|
|
Balance as at 1 July 2024 |
|
1,538 |
|
- |
|
82,505 |
|
12,786 |
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners |
|
|
|
|
|
|
|
|
|
Issue of share capital |
|
- |
|
- |
|
- |
|
- |
|
Dividends |
|
- |
|
- |
|
(3,375) |
|
- |
|
Transfer in reserves |
|
- |
|
- |
|
329 |
|
- |
|
Deferred tax on share options |
|
- |
|
- |
|
- |
|
- |
|
Share-based payments |
|
- |
|
- |
|
- |
|
- |
|
Transactions with owners |
|
- |
|
- |
|
(3,046) |
|
- |
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
Profit for the year |
|
- |
|
- |
|
11,210 |
|
- |
|
Other comprehensive income |
|
- |
|
- |
|
- |
|
- |
|
Total comprehensive income |
|
- |
|
- |
|
11,210 |
|
- |
|
|
|
|
|
|
|
|
|
|
|
Balance as at 30 June 2025 |
|
1,538 |
|
- |
|
90,669 |
|
12,786 |
|
|
|
|
|
|
|
|
|
|
|
Balance as at 1 July 2025 |
|
1,538 |
|
- |
|
90,669 |
|
12,786 |
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners |
|
|
|
|
|
|
|
|
|
Issue of share capital |
|
4 |
|
- |
|
- |
|
- |
|
Purchase of treasury shares |
|
- |
|
(3,015) |
|
- |
|
- |
|
Dividends |
|
- |
|
- |
|
(3,690) |
|
- |
|
Transfer in reserves |
|
- |
|
(213) |
|
1,184 |
|
- |
|
Deferred tax on share options |
|
- |
|
- |
|
- |
|
- |
|
Share-based payments |
|
- |
|
- |
|
- |
|
- |
|
Transactions with owners |
|
4 |
|
(3,228) |
|
(2,506) |
|
- |
|
|
|
|
|
|
|
|
|
|
|
Profit for the year |
|
- |
|
- |
|
13,236 |
|
- |
|
Other comprehensive income |
|
- |
|
- |
|
- |
|
- |
|
Total comprehensive income |
|
- |
|
- |
|
13,236 |
|
- |
|
|
|
|
|
|
|
|
|
|
|
Balance as at 30 June 2026 |
|
1,542 |
|
(3,228) |
|
101,399 |
|
12,786 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Retranslation |
|
Reverse |
|
Other |
|
|
|
|
|
|
|
Reserve |
|
|
|
|
|
equity |
|
|
|
|
|
£'000s |
|
£'000s |
|
£'000s |
|
£'000s |
|
|
Balance as at 1 July 2024 |
|
231 |
|
(4,695) |
|
2,835 |
|
95,200 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners |
|
|
|
|
|
|
|
|
|
|
|
Issue of share capital |
|
- |
|
- |
|
- |
|
- |
|
|
|
Dividends |
|
- |
|
- |
|
- |
|
(3,375) |
|
|
|
Transfer in reserves |
|
- |
|
- |
|
(329) |
|
- |
|
|
|
Deferred tax on share options |
|
- |
|
- |
|
51 |
|
51 |
|
|
|
Share-based payments |
|
- |
|
- |
|
706 |
|
706 |
|
|
|
Transactions with owners |
|
- |
|
- |
|
428 |
|
(2,618) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the year |
|
- |
|
- |
|
- |
|
11,210 |
|
|
|
Other comprehensive income |
|
(682) |
|
- |
|
- |
|
(682) |
|
|
|
Total comprehensive income |
|
(682) |
|
- |
|
- |
|
10,528 |
|
|
|
Balance As at 30 June 2025 |
|
(451) |
|
(4,695) |
|
3,263 |
|
103,110 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance As at 1 July 2025 |
|
(451) |
|
(4,695) |
|
3,263 |
|
103,110 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners |
|
|
|
|
|
|
|
|
|
|
|
Issue of share capital |
|
- |
|
- |
|
- |
|
4 |
|
|
|
Purchase of treasury shares |
|
- |
|
- |
|
- |
|
(3,015) |
|
|
|
Dividends |
|
- |
|
- |
|
- |
|
(3,690) |
|
|
|
Transfer in reserves |
|
- |
|
- |
|
(971) |
|
- |
|
|
|
Deferred tax on share options |
|
- |
|
- |
|
(166) |
|
(166) |
|
|
|
Share-based payments |
|
- |
|
- |
|
761 |
|
761 |
|
|
|
Transactions with owners |
|
- |
|
- |
|
(376) |
|
(6,106) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
Profit for the year |
|
- |
|
- |
|
- |
|
13,236 |
|
|
|
Other comprehensive income |
|
422 |
|
- |
|
- |
|
422 |
|
|
|
Total comprehensive income |
|
422 |
|
- |
|
- |
|
13,658 |
|
|
|
As at 30 June 2026 |
|
(29) |
|
(4,695) |
|
2,887 |
|
110,662 |
|
|
· Share capital is the amount subscribed for shares at nominal value.
· Treasury shares represent the portion of previously issued shares that the Group has repurchased from the open market.
· Retained earnings represents the cumulative earnings of the Group attributable to equity shareholders.
· Share premium represents the excess of the amount subscribed for share capital over the nominal value net of the share issue expenses.
· Retranslation reserve relates to the retranslation of foreign subsidiaries into the functional currency of the Group.
· The reverse acquisition reserve relates to the adjustment required to account for the reverse acquisition in accordance with UK Adopted International Accounting Standards.
· Other reserves relates to the charge for the share-based payment in accordance with IFRS 2 and the transfer on the exercise or lapsing of share options.
During the year 660,000 treasury shares of £0.005 that had originally been purchased for £212,984 in 2015 and held in Other Reserves were moved to Treasury to provide a more consistent view
Dotdigital Group Plc
Company Statement of Changes in Equity
For the year ended 30 June 2026
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Called up share |
|
Treasury |
|
Retained |
|
Share premium |
|
Other |
|
|
|
|
|
|
|
capital |
|
shares |
|
earnings |
|
|
|
reserves |
|
equity |
|
|
|
|
|
£'000s |
|
£'000s |
|
£'000s |
|
£'000s |
|
£'000s |
|
£'000s |
|
|
Balance as at 1 July 2024 |
|
1,538 |
|
- |
|
7,057 |
|
12,786 |
|
2,828 |
|
24,209 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of share capital |
|
- |
|
- |
|
- |
|
- |
|
- |
|
- |
|
|
|
Dividends |
|
- |
|
- |
|
(3,375) |
|
- |
|
- |
|
(3,375) |
|
|
|
Transfer in reserves |
|
- |
|
- |
|
329 |
|
- |
|
(329) |
|
- |
|
|
|
Share-based payments |
|
- |
|
- |
|
- |
|
- |
|
706 |
|
706 |
|
|
|
Transactions with owners |
|
- |
|
- |
|
(3,046) |
|
- |
|
377 |
|
(2,669) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the year |
|
- |
|
- |
|
3,206 |
|
- |
|
- |
|
3,206 |
|
|
|
Total comprehensive income |
|
- |
|
- |
|
3,206 |
|
- |
|
- |
|
3,206 |
|
|
|
Balance As at 30 June 2025 |
|
1,538 |
|
- |
|
7,217 |
|
12,786 |
|
3,205 |
|
24,746 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance As at 1 July 2025 |
|
1,538 |
|
- |
|
7,217 |
|
12,786 |
|
3,205 |
|
24,746 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of share capital |
|
4 |
|
- |
|
- |
|
- |
|
- |
|
4 |
|
|
|
Purchase of treasury shares |
|
- |
|
(3,015) |
|
- |
|
- |
|
- |
|
(3,015) |
|
|
|
Dividends |
|
- |
|
- |
|
(3,690) |
|
- |
|
- |
|
(3,690) |
|
|
|
Transfer in reserves |
|
- |
|
(213) |
|
1,184 |
|
- |
|
(971) |
|
- |
|
|
|
Share-based payments |
|
- |
|
- |
|
- |
|
- |
|
761 |
|
761 |
|
|
|
Transactions with owners |
|
4 |
|
(3,228) |
|
(2,506) |
|
- |
|
(210) |
|
(5,940) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the year |
|
- |
|
- |
|
3,242 |
|
- |
|
- |
|
3,242 |
|
|
|
Total comprehensive income |
|
- |
|
- |
|
3,242 |
|
- |
|
- |
|
3,242 |
|
|
|
As at 30 June 2026 |
|
1,542 |
|
(3,228) |
|
7,953 |
|
12,786 |
|
2,995 |
|
22,048 |
|
|
· Share capital is the amount subscribed for shares at nominal value.
· Treasury shares represent the portion of previously issued shares that the Group has repurchased from the open market.
· Retained earnings represents the cumulative earnings of the Company attributable to equity shareholders.
· Share premium represents the excess of the amount subscribed for share capital over the nominal value net of the share issue expenses.
· Other reserves relates to the charge for the share-based payment in accordance with IFRS 2 and the transfer on the exercise or lapsing of share options.
During the year 660,000 treasury shares of £0.005 that had originally been purchased for £212,984 in 2015 and held in Other Reserves were moved to Treasury to provide a more consistent view.
Dotdigital Group Plc
Consolidated Statement of Cash Flows
For the year ended 30 June 2026
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30.06.26 |
|
30.06.25 |
|
|
|
Notes |
£'000s |
|
£'000s |
|
|
|
|
|
|
|
|
|
Cash flow from operating activities |
|
|
|
|
|
|
Cash generated from operations |
16 |
23,306 |
|
28,007 |
|
|
Interest paid |
|
(161) |
|
(133) |
|
|
Tax paid |
|
(4,143) |
|
(5,533) |
|
|
|
|
|
|
|
|
|
Net cash generated from operating activities |
|
19,002 |
|
22,341 |
|
|
|
|
|
|
|
|
|
Cash flow from investing activities |
|
|
|
|
|
|
Acquisition of subsidiaries net of cash acquired |
9 |
(20,605) |
|
(14,469) |
|
|
Purchase of intangible assets |
6 |
(10,858) |
|
(10,322) |
|
|
Purchase of property, plant and equipment |
|
(288) |
|
(315) |
|
|
Interest received |
|
678 |
|
1,652 |
|
|
|
|
|
|
|
|
|
Net cash used in investing activities |
|
(31,073) |
|
(23,454) |
|
|
Cash flows from financing activities |
|
|
|
|
|
|
Equity dividends paid |
|
(3,690) |
|
(3,375) |
|
|
Purchase of treasury shares |
|
(3,015) |
|
- |
|
|
Payment of leasing liabilities |
|
(718) |
|
(779) |
|
|
Proceeds from share issues |
|
4 |
|
- |
|
|
|
|
|
|
|
|
|
Net cash used in financing activities |
|
(7,419) |
|
(4,154) |
|
|
|
|
|
|
|
|
|
Decrease in cash and cash equivalents |
|
(19,490) |
|
(5,267) |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of year |
|
36,211 |
|
42,160 |
|
|
Effect of foreign exchange rate changes |
|
422 |
|
(682) |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of year |
|
17,143 |
|
36,211 |
|
Dotdigital Group Plc
Company statement of cash flows
For the year ended 30 June 2026
|
|
|
30.06.26 |
|
30.06.25 |
|
|
Notes |
£'000 |
|
£'000 |
|
Cash flows from operating activities |
|
|
|
|
|
Cash generated from operations |
16 |
6,681 |
|
3,066 |
|
|
|
|
|
|
|
Net cash generated from operating activities |
|
6,681 |
|
3,066 |
|
|
|
|
|
|
|
Cash used in investing activities |
|
|
|
|
|
|
|
|
|
|
|
Additional subsidiary investment |
|
- |
|
(40) |
|
Purchase of property, plant and equipment |
|
(4) |
|
(3) |
|
|
|
|
|
|
|
Net cash flows used in investing activities |
|
(4) |
|
(43) |
|
|
|
|
|
|
|
Cash flows used in financing activities |
|
|
|
|
|
Equity dividends paid |
|
(3,690) |
|
(3,375) |
|
Purchase of treasury shares |
|
(3,015) |
|
- |
|
Proceeds from share issues |
|
4 |
|
- |
|
|
|
|
|
|
|
Net cash flows used in financing activities |
|
(6,701) |
|
(3,375) |
|
|
|
|
|
|
|
(Decrease) in cash and cash equivalents |
|
(24) |
|
(352) |
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of year |
|
372 |
|
724 |
|
|
|
|
|
|
|
Cash and cash equivalents at end of year |
|
348 |
|
372 |
|
|
|
|
|
|
Dotdigital Group Plc
Notes to consolidated financial statements
For the year ended 30 June 2026
1. GENERAL INFORMATION
Dotdigital Group Plc is a company incorporated in England and Wales and quoted on the AIM market.
2. RESPONSIBILITY STATEMENTS UNDER THE DISCLOSURE AND TRANSPARENCY RULES
The Annual Financial Report for the year ended 30 June 2026 contains the following statements:
The directors confirm that to the best of their knowledge:
· the Group financial statements have been prepared in accordance with UK adopted IFRS as issued by IASB and Article 4 of the IAS Regulation, and give a true and fair view of the assets, liabilities, financial position and profit and loss of the Group; and
· the Annual Financial Report 2026 includes a fair review of the development and performance of the business and the financial position of the Group and the Parent Company, together with a description of the principal risks and uncertainties that they face.
The name and function of each of the directors for the year ended 30 June 2026 are set out in the Annual Financial Report 2026.
3. SEGMENTAL REPORTING
Dotdigital's single line of business is the provision of intuitive software as a service (SaaS) via an AI-powered customer experience and data platform for intelligent, personalised marketing engagement at scale. The chief operating decision-maker considers the Group's segments to be by geographical location, this being EMEA, US and APAC operations and by business activity, this being core Dotdigital and CPaaS as shown in the tables that follow:
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CPaaS is a cloud-based model that allows businesses to embed real-time communication features-such as voice calls, video chats, text messaging, and WhatsApp-directly into their own applications, websites, and workflows. It has been identified as a separate business activity due to having a different margin profile to the core Dotdigital business.
|
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
The Group is domiciled in the UK, its consolidated non-current assets, other than financial instruments and deferred tax assets are as follows:
|
|
|
|
30.06.26 |
|
30.06.25 |
|
|
|
|
£'000 |
|
£'000 |
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
United Kingdom |
|
62,826 |
|
63,944 |
|
|
Rest of the World |
|
56,129 |
|
22,154 |
|
|
|
|
|
118,955 |
|
86,098 |
|
|
|
|
|
|
|
4. INCOME TAX EXPENSE
|
Analysis of the tax charge from continuing operations: |
|
|
|
|
|
|
|
30.06.26 |
|
30.06.25 |
|
|
|
£'000 |
|
£'000 |
|
Current tax on profits for the year |
|
4,805 |
|
4,032 |
|
Foreign tax suffered |
|
523 |
|
422 |
|
Changes in estimates related to prior years |
|
220 |
|
137 |
|
Deferred tax on origination and reversal of timing differences |
|
(1,658) |
|
(712) |
|
|
|
3,890 |
|
3,879 |
|
|
|
|
|
|
|
Factors affecting the tax charge: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit on ordinary activities from all operations before tax |
|
17,126 |
|
15,089 |
|
Profit on ordinary activities multiplied by the standard rate of corporation tax in the UK: 25% (2025: 25%) |
|
4,282 |
|
3,772 |
|
Effects of: |
|
|
|
|
|
Adjustments in respect of prior years |
|
132 |
|
188 |
|
Expenses not deductible |
|
488 |
|
95 |
|
Research and development enhanced claim |
|
- |
|
(51) |
|
Income not taxable |
|
(1,290) |
|
(11) |
|
Losses |
|
- |
|
(15) |
|
Share options |
|
268 |
|
185 |
|
Amounts not recognised and previously unrecognised |
|
- |
|
(285) |
|
Effects of overseas tax rates |
|
10 |
|
1 |
|
Total tax charge for the year |
|
3,890 |
|
3,879 |
Taxation for each region is calculated at the rates prevailing in the respective jurisdiction.
The effective tax rate in the period was 22.72% (2025: 25.71%).
5. EARNINGS PER SHARE
Earnings per share data is based on the consolidated profit and the weighted average number of shares in issue of the parent Company. Basic earnings per share are calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the year, excluding ordinary shares held in treasury.
Diluted earnings per share is calculated using the weighted average number of shares adjusted to assume the conversion of all dilutive potential ordinary shares. Adjusted earnings per share is based on the consolidated profit deducting exceptional costs, share based payment, gain on contingent consideration, foreign exchange on intercompany loans and amortisation of acquired intangibles.
A number of non-IFRS adjusted profit measures are used in the annual report and financial statements and in these financial statements. Adjusting items are excluded from our headline performance measures by virtue of their size and nature, in order to reflect management's view of the performance of the Group. Summarised below is a reconciliation between statutory results to adjusted results. The Group believes that alternative performance measures such as adjusted EBITDA are commonly reported by companies in the markets in which it competes and are widely used by investors in comparing performance on a consistent basis without regard to factors such as depreciation and amortisation, which can vary significantly depending upon accounting methods (particularly when acquisitions have occurred) or based on factors which do not reflect the underlying performance of the business. The adjusted profit after tax earnings measure is also used for the purpose of calculating adjusted earnings per share.
|
Reconciliations to earnings figures used in arriving at adjusted earnings per share are as follows: |
30.06.26 |
|
30.06.25 |
|
||||||
|
From all operations |
£'000s |
|
£'000s |
|
||||||
|
|
|
|
|
|
||||||
|
Profit for the year attributable to the owners of the parent |
13,236 |
|
11,210 |
|
||||||
|
Gain on contingent consideration |
(5,158) |
|
- |
|
||||||
|
Amortisation of acquisition-related intangible fixed asset (see note 6) |
4,260 |
|
1,786 |
|
||||||
|
Foreign exchange on intercompany loans |
(591) |
|
- |
|
||||||
|
Professional costs in relation to the acquisition (see note 7) |
2,004 |
|
750 |
|
||||||
|
Other exceptional costs (see note 7) |
1,039 |
|
713 |
|
||||||
|
Share-based payment |
761 |
|
702 |
|
||||||
|
Adjusted profit for the year attributable to the owners of the parent |
15,551 |
|
15,161 |
|
||||||
|
|
|
|
|
|
|
|
|
|
||
Management does not consider the above adjustments to reflect the underlying business performance.
|
|
|
30.06.26 |
|
|
|
|
|
|
|
|
|
Weighted |
|
|
|
From all operations |
|
|
|
average |
|
Per share |
|
|
|
Earnings |
|
number of |
|
Amount |
|
|
|
£'000 |
|
shares |
|
Pence |
|
Basic EPS |
|
|
|
|
|
|
|
Profit for the year attributable to the owners of the parent |
|
13,236 |
|
305,232,503 |
|
4.34 |
|
|
|
|
|
|
|
|
|
Adjusted basic EPS |
|
|
|
|
|
|
|
Adjusted profit for the year attributable to the owners of the parent |
|
15,551 |
|
305,232,503 |
|
5.09 |
|
|
|
|
|
|
|
|
|
Options and warrants |
|
- |
|
9,793,326 |
|
- |
|
|
|
|
|
|
|
|
|
Diluted EPS |
|
|
|
|
|
|
|
Profit for the year attributable to the owners of the parent |
|
13,236 |
|
315,025,829 |
|
4.20 |
|
|
|
|
|
|
|
|
|
Adjusted diluted EPS |
|
|
|
|
|
|
|
Adjusted profit for the year attributable to the owners of the parent |
|
15,551 |
|
315,025,829 |
|
4.94 |
|
|
|
30.06.25 |
|
|
|
|
|
|
|
|
|
Weighted |
|
|
|
From all operations |
|
|
|
average |
|
Per share |
|
|
|
Earnings |
|
number of |
|
Amount |
|
|
|
£'000 |
|
shares |
|
Pence |
|
Basic EPS |
|
|
|
|
|
|
|
Profit for the year attributable to the owners of the parent |
|
11,210 |
|
307,508,354 |
|
3.65 |
|
|
|
|
|
|
|
|
|
Adjusted basic EPS |
|
|
|
|
|
|
|
Adjusted profit for the year attributable to the owners of the parent |
|
15,161 |
|
307,508,354 |
|
4.93 |
|
|
|
|
|
|
|
|
|
Options and warrants |
|
- |
|
8,609,979 |
|
- |
|
|
|
|
|
|
|
|
|
Diluted EPS |
|
|
|
|
|
|
|
Profit for the year attributable to the owners of the parent |
|
11,210 |
|
316,118,333 |
|
3.55 |
|
|
|
|
|
|
|
|
|
Adjusted diluted EPS |
|
|
|
|
|
|
|
Adjusted profit for the year attributable to the owners of the parent |
|
15,161 |
|
316,118,333 |
|
4.80 |
Weighted average number of shares in issue as follows:
|
|
|
30.06.26 |
|
30.06.25 |
|
|
Weighted average number |
|
|
|
|
|
|
Basic |
|
305,232,503 |
|
307,508,354 |
|
|
Diluted |
|
315,025,829 |
|
316,118,333 |
|
6. INTANGIBLE ASSETS
|
Group |
|
Technology |
|
Customer relationships |
|
Brand Names |
|
Intellectual property
|
|
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
At 1 July 2025 |
|
17,817 |
|
11,206 |
|
1,469 |
|
52 |
|
Additions |
|
- |
|
- |
|
- |
|
- |
|
Disposals |
|
- |
|
- |
|
- |
|
(43) |
|
Acquisition |
|
9,036 |
|
1,223 |
|
3,827 |
|
- |
|
Exchange differences |
|
424 |
|
19 |
|
93 |
|
- |
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
27,277 |
|
12,448 |
|
5,389 |
|
9 |
|
|
|
|
|
|
|
|
|
|
|
AMORTISATION |
|
|
|
|
|
|
|
|
|
At 1 July 2025 |
|
2,546 |
|
2,577 |
|
- |
|
50 |
|
Amortisation for the year |
|
2,270 |
|
1,776 |
|
213 |
|
1 |
|
Disposals |
|
- |
|
- |
|
- |
|
(43) |
|
Exchange differences |
|
15 |
|
2 |
|
3 |
|
- |
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
4,831 |
|
4,355 |
|
216 |
|
8 |
|
|
|
|
|
|
|
|
|
|
|
NET BOOK VALUE At 30 June 2026 |
|
22,446 |
|
8,093 |
|
5,173 |
|
1 |
|
Group |
|
Computer |
|
Internally generated development |
|
Domain |
|
|
|
|
|
software |
|
costs |
|
names |
|
Totals |
|
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
At 1 July 2025 |
|
1,100 |
|
70,367 |
|
51 |
|
102,062 |
|
Additions |
|
9 |
|
10,849 |
|
- |
|
10,858 |
|
Disposals |
|
(244) |
|
- |
|
- |
|
(287) |
|
Acquisition |
|
- |
|
- |
|
- |
|
14,086 |
|
Exchange differences |
|
- |
|
- |
|
- |
|
536 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
865 |
|
81,216 |
|
51 |
|
127,255 |
|
|
|
|
|
|
|
|
|
|
|
AMORTISATION |
|
|
|
|
|
|
|
|
|
At 1 July 2025 |
|
1,066 |
|
47,428 |
|
39 |
|
53,706 |
|
Amortisation for the year |
|
24 |
|
9,544 |
|
1 |
|
13,829 |
|
Disposals |
|
(244) |
|
- |
|
- |
|
(287) |
|
Exchange differences |
|
- |
|
- |
|
- |
|
20 |
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
846 |
|
56,972 |
|
40 |
|
67,268 |
|
|
|
|
|
|
|
|
|
|
|
NET BOOK VALUE At 30 June 2026 |
|
19 |
|
24,244 |
|
11 |
|
59,987 |
|
|
|
|
|
|
|
|
|
|
|
Group |
|
Technology |
|
Customer relationships |
|
Brand Names |
|
Intellectual property
|
|
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
At 1 July 2024 |
|
8,451 |
|
11,083 |
|
- |
|
58 |
|
Additions |
|
- |
|
- |
|
- |
|
- |
|
Disposals |
|
- |
|
- |
|
- |
|
(6) |
|
Acquisition |
|
9,366 |
|
123 |
|
1,469 |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 |
|
17,817 |
|
11,206 |
|
1,469 |
|
52 |
|
|
|
|
|
|
|
|
|
|
|
AMORTISATION |
|
|
|
|
|
|
|
|
|
At 1 July 2024 |
|
1,520 |
|
1,817 |
|
- |
|
48 |
|
Amortisation for the year |
|
1,026 |
|
760 |
|
- |
|
8 |
|
Disposals |
|
- |
|
- |
|
- |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 |
|
2,546 |
|
2,577 |
|
- |
|
50 |
|
|
|
|
|
|
|
|
|
|
|
NET BOOK VALUE At 30 June 2025 |
|
15,271 |
|
8,629 |
|
1,469 |
|
2 |
|
Group |
|
Computer |
|
Internally generated development |
|
Domain |
|
|
|
|
|
software |
|
costs |
|
names |
|
Totals |
|
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
At 1 July 2024 |
|
1,096 |
|
60,049 |
|
51 |
|
80,788 |
|
Additions |
|
4 |
|
10,318 |
|
- |
|
10,322 |
|
Disposals |
|
- |
|
- |
|
- |
|
(6) |
|
Acquisition |
|
- |
|
- |
|
- |
|
10,958 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 |
|
1,100 |
|
70,367 |
|
51 |
|
102,062 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AMORTISATION |
|
|
|
|
|
|
|
|
|
At 1 July 2024 |
|
1,029 |
|
38,780 |
|
38 |
|
43,232 |
|
Amortisation for the year |
|
37 |
|
8,648 |
|
1 |
|
10,480 |
|
Disposals |
|
- |
|
- |
|
- |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 |
|
1,066 |
|
47,428 |
|
39 |
|
53,706 |
|
|
|
|
|
|
|
|
|
|
|
NET BOOK VALUE At 30 June 2025 |
|
34 |
|
22,939 |
|
12 |
|
48,356 |
Development cost additions represent resources the Group has invested in the development of new, innovative and ground-breaking technology products for marketing professionals. This platform allows them to create, send and automate marketing campaigns. Following development of the products the Group licenses the use of the platform.
Technology represents the cost that would be incurred to build the entire Comapi and Fresh Relevance platforms had the acquisitions not occurred, plus the value of Social Snowball and Alia Software's technology based on future economic earnings. Customer relationships represent the value of customer contracts within Fresh Relevance, Social Snowball and Alia Software. Brand names represent the value of the trade name of Social Snowball and Alia Software.
During the financial year, the Group reviewed the useful economic life of the customer relationships from the Fresh Relevance acquisition. The average life of churned customers within Fresh Relevance was assessed for the 2025 and 2026 financial years. This resulted in the remaining useful economic life of the asset being reduced from 11 to 5 years. This change in accounting estimate has been applied prospectively from 1 July 2025. As a result, the amortisation for the current year has increased by £941,000 and this increase in amortisation expense is expected to continue in future years. The technology acquired with Fresh Relevance has not been affected due to its integration within the core Dotdigital infrastructure.
|
Company |
|
|
|
|
|
Intellectual Property |
|
COST |
|
£'000 |
|
At 1 July 2025 |
|
3 |
|
Additions |
|
- |
|
|
|
|
|
At 30 June 2026 |
|
3 |
|
|
|
|
|
AMORTISATION |
|
|
|
At 1 July 2025 |
|
1 |
|
Amortisation for the year |
|
1 |
|
|
|
|
|
At 30 June 2026 |
|
2 |
|
NET BOOK VALUE |
|
|
|
At 30 June 2026 |
|
1 |
|
|
|
|
|
NET BOOK VALUE |
|
|
|
At 30 June 2025 |
|
2 |
|
|
|
|
7. EXCEPTIONAL COSTS
|
|
|
30.06.26 |
|
30.06.25 |
|
|
|
£'000 |
|
£'000 |
|
|
|
|
|
|
|
Professional costs in relation to the acquisition |
|
2,004 |
|
750 |
|
Surrender of Croydon office lease |
|
- |
|
264 |
|
Restructuring costs |
|
486 |
|
166 |
|
Cost of share option exercise |
|
84 |
|
- |
|
Professional fees related to the valuation of share options |
|
15 |
|
13 |
|
Adjustment to Useful Economic Life of CRM due to replacement |
|
- |
|
270 |
|
Cost of implementing new CRM system |
|
461 |
|
- |
|
Professional fees related to transfer pricing |
|
6 |
|
- |
|
Employers NI on share options |
|
(13) |
|
- |
|
|
|
3,043 |
|
1,463 |
|
|
|
|
|
|
8. NET FINANCE INCOME
|
|
|
30.06.26 |
|
30.06.25 |
|
|
|
£'000 |
|
£'000 |
|
|
|
|
|
|
|
Foreign exchange on intercompany loans |
|
591 |
|
- |
|
Deposit account interest |
|
678 |
|
1,652 |
|
|
|
|
|
|
|
Finance income: |
|
1,269 |
|
1,652 |
|
|
|
|
|
|
|
Interest on lease liabilities |
|
(123) |
|
(143) |
|
Other net interest payable |
|
(38) |
|
- |
|
Interest capitalised |
|
- |
|
10 |
|
Finance expense: |
|
(161) |
|
(133) |
|
|
|
|
|
|
|
Net finance income |
|
1,108 |
|
1,519 |
9. GOODWILL
|
Group |
|
|
|
|
|
|
|
30.06.26 |
|
30.06.25 |
|
COST |
|
£'000 |
|
£'000 |
|
|
|
|
|
|
|
At 1 July |
|
38,904 |
|
25,790 |
|
Additions |
|
21,139 |
|
13,114 |
|
At 30 June |
|
60,043 |
|
38,904 |
|
|
|
|
|
|
|
IMPAIRMENT |
|
|
|
|
|
At 1 July |
|
3,512 |
|
3,512 |
|
|
|
|
|
|
|
At 30 June |
|
3,512 |
|
3,512 |
|
|
|
|
|
|
|
Exchange movement |
|
561 |
|
- |
|
NET BOOK VALUE |
|
57,092 |
|
35,392 |
|
|
|
|
|
|
|
|
|
|
|
|
On 3 March 2026, the Group acquired all the voting rights of Alia Software Inc, a US-based AI-powered pop-up and digital list-growth platform for ecommerce brands. The total consideration is up to US$60m comprising an initial cash payment of $30m and an earn-out dependent on two-year performance of up to US$30m.
The acquisition is expected to be earnings-enhancing for the first 12 months of consolidation and accelerates the Group's product roadmap with a high-growth and market‑leading on‑site conversion and list‑growth solution that is more advanced than the Group's own pop-up capability. The combined offering strengthens Dotdigital's ability to engage customers at the earliest stages of the customer journey by improving visitor‑to‑subscriber conversion, enriching customer data and increasing the effectiveness of downstream marketing automation. This is expected to support high‑margin, recurring revenue growth through cross‑sell, improve retention and ARPC, and further strengthen Dotdigital's position within the Shopify ecosystem, an important growth channel for the Group.
Goodwill of £21.1m was recognised on the acquisition, being the excess of the purchase consideration over the fair value of net assets acquired as set out below.
Fair value of assets acquired
|
|
|
£'000s |
|
Assets |
|
|
|
Non-current assets |
|
|
|
Intangible assets |
|
14,086 |
|
Tangible assets |
|
13 |
|
|
|
14,099 |
|
Current assets |
|
|
|
Trade and other receivables |
173 |
|
|
Cash and cash equivalents |
|
1,130 |
|
|
|
1,303 |
|
|
|
|
|
Total assets |
|
15,402 |
|
|
|
|
|
Liabilities |
|
|
|
Non-current liabilities |
|
|
|
Deferred tax |
|
3,522 |
|
|
|
3,522 |
|
Current liabilities |
|
|
|
Trade and other payables |
|
902 |
|
|
|
902 |
|
|
|
|
|
Total liabilities |
|
4,424 |
|
|
|
|
|
Total fair value of assets acquired |
|
10,978 |
|
|
|
|
|
Goodwill |
|
21,139 |
|
|
|
|
|
Consideration in cash |
|
21,735 |
|
Deferred consideration |
|
10,382 |
|
Total consideration |
|
32,117 |
|
|
|
|
|
Consideration transferred settled in cash |
|
21,735 |
|
Cash and cash equivalents acquired |
|
(1,130) |
|
Net cash outflow on acquisition |
|
20,605 |
10. TRADE AND OTHER PAYABLES
|
|
Group |
|
Company |
||||
|
|
|
|
|
|
|
|
|
|
|
30.06.26 |
|
30.06.25 |
|
30.06.26 |
|
30.06.25 |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
Current: |
|
|
|
|
|
|
|
|
Trade payables |
3,062 |
|
3,242 |
|
39 |
|
40 |
|
Social security and other taxes |
775 |
|
549 |
|
- |
|
- |
|
Other payables |
248 |
|
593 |
|
- |
|
- |
|
Amounts owed to Group undertakings |
- |
|
- |
|
40,725 |
|
34,115 |
|
VAT |
1,348 |
|
1,688 |
|
- |
|
- |
|
Accruals and contract liabilities |
14,169 |
|
14,637 |
|
106 |
|
140 |
|
|
19,602 |
|
20,709 |
|
40,870 |
|
34,295 |
|
|
|
|
|
|
|
|
|
11. CONTINGENT CONSIDERATION
|
|
Group |
|
Company |
||||
|
|
|
|
|
|
|
|
|
|
|
30.06.26 |
|
30.06.25 |
|
30.06.26 |
|
30.06.25 |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
|
|
|
|
|
|
|
|
|
Current |
4,797 |
|
- |
|
- |
|
- |
|
Non-current |
7,565 |
|
6,786 |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
12,362 |
|
6,786 |
|
- |
|
- |
At the date of acquisition of Social Snowball Holdings Inc, contingent consideration was recognised of US$9,311,000 within Dotdigital Inc. The earn-out is based on the monthly recurring revenue in the previous calendar month multiplied by 12. The earn-out payment dates are 31 August 2026 and 2027.
At 30 June 2026 contingent consideration for Social Snowball Holdings Inc was US$2,472,000. This reflects revised expectations that, while Social Snowball continues to deliver strong growth (33% in FY26), total contingent consideration payments are likely to be towards the lower to mid-range of the maximum potential earn-out. The discount period has been based on the payment dates with a discount factor of 13.3%. As a result of this revised estimate, a gain of £5,158,000 (US$6,839,000) was recognised in the year (2025: £nil).
At the date of acquisition of Alia Software Inc, contingent consideration was recognised of US$13,920,000 within Dotdigital Group Inc. The earn-out is based on the monthly recurring revenue in the previous calendar month multiplied by 12. The earn-out payment dates are 31 May 2027 and 2028. The discount period has been based on the payment dates with a discount factor of 17.5%.
12. INVESTMENTS
|
Company |
Group |
|
Group |
|
|
undertakings |
|
undertakings |
|
|
30.06.26 |
|
30.06.25 |
|
|
£'000 |
|
£'000 |
|
COST |
|
|
|
|
|
|
|
|
|
At 1 July |
49,300 |
|
48,554 |
|
Additions
|
761 |
|
746 |
|
At 30 June |
50,061 |
|
49,300 |
|
|
|
|
|
|
IMPAIRMENT |
|
|
|
|
At 1 July |
5,089 |
|
4,760 |
|
Impairment (lapsed share options) |
1,184 |
|
329 |
|
At 30 June |
6,273 |
|
5,089 |
|
NET BOOK VALUE |
|
|
|
|
At 30 June |
43,788 |
|
44,211 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subsidiaries |
|
Nature of business |
|
Class of share |
|
Proportion of |
|
|
|
|
|
|
|
voting power |
|
|
|
|
|
|
|
held % |
|
Dotdigital EMEA Limited |
|
All-in-one customer experience and data platform |
|
Ordinary |
|
100 |
|
|
|
|
|
|
|
|
|
Dotdigital Inc |
|
All-in-one customer experience and data platform |
|
Ordinary |
|
100 |
|
Dotdigital APAC Pty Limited |
|
All-in-one customer experience and data platform |
|
Ordinary |
|
100 |
|
Dotdigital B.V. |
|
All-in-one customer experience and data platform |
|
Ordinary |
|
100 |
|
Dotdigital Development SA Pty |
|
Development hub |
|
Ordinary |
|
100 |
|
Dotdigital SG Pte Limited |
|
All-in-one customer experience and data platform |
|
Ordinary |
|
100 |
|
Dynmark International Limited |
|
Non-trading |
|
Ordinary |
|
100 |
|
Dotdigital Poland S.p. z.o.o |
|
Development hub |
|
Ordinary |
|
100
|
|
Dotdigital Japan Limited |
|
All-in-one customer experience and data platform |
|
Ordinary |
|
100
|
|
Fresh Relevance Limited |
|
Cross-channel personalisation platform |
|
Ordinary |
|
100 |
|
Fresh Relevance Inc |
|
Cross-channel personalisation platform |
|
Ordinary |
|
100 |
|
Social Snowball Holdings Inc |
|
Influencer, affiliate and referral marketing platform
|
|
Ordinary |
|
100 |
|
Alia Software Inc |
|
Pop-up and interactive experience marketing platform |
|
Ordinary |
|
100 |
|
Dotdigital Group Inc |
|
Holding company
|
|
Ordinary |
|
100 |
|
Subsidiary |
Registered office |
|
|
|
|
|
|
Dotdigital EMEA Ltd |
No.1 London Bridge |
|
|
Dynmark International Ltd |
London |
|
|
Fresh Relevance Ltd |
SE1 9BG |
|
|
|
|
|
|
Dotdigital Inc |
16192 Coastal Highway |
|
|
Dotdigital Group Inc |
Lewes |
|
|
Social Snowball Holdings Inc |
Delaware 19958-9776 |
|
|
Alia Software Inc |
County of Sussex |
|
|
|
USA |
|
|
|
|
|
|
Fresh Relevance Inc |
6 Liberty Square |
|
|
|
Unit 248 |
|
|
|
Boston |
|
|
|
MA 02109 |
|
|
|
USA |
|
|
|
|
|
|
Dotdigital APAC Pty Ltd |
60/2 O'Connell Street |
|
|
|
Parramatta |
|
|
|
New South Wales 2150 |
|
|
|
Australia |
|
|
|
|
|
|
Dotdigital SG Pte Ltd |
6001 Beach Road |
|
|
|
11-06 Golden Mile Tower |
|
|
|
199589 Singapore
|
|
|
Dotdigital Japan Ltd |
Shibuya Dogenzaka Tokyu Building 2F-C, 1-10-8 Dogenzaka, Shibuya-ku, Tokyo, Japan 150-0043 |
|
|
|
|
|
|
Dotdigital Development SA Pty Ltd |
10 Deneys Road, Kreupelbosch, Cape Town, Western Cape, 7945 |
|
|
|
South Africa |
|
|
|
|
|
|
Dotdigital B.V. |
Posthoornstraat 11, 3011WD Rotterdam, Netherlands |
|
|
|
|
|
|
Dotdigital Poland S.p. z.o.o |
Al. Jana Pawla II 22 |
|
|
|
00-133 Warsaw |
|
|
|
Poland
|
|
13. CONTINGENT LIABILITIES
The Company has no contingent liabilities as at the year end (2025: £Nil). The Group has contingent liabilities due to the acquisition of Social Snowball Holdings Inc and Alia Software Inc by way of contingent cash consideration of up to US$15 m and US$30m respectively over two years (2025: US$15 m). This would be payable if Social Snowball Holdings Inc and Alia Software Inc maintain their historical growth rate at a sufficiently accretive margin for the Group. See note 11 for further details.
14. ADJUSTED PROFIT BEFORE TAX
|
|
|
30.06.26 |
|
30.06.25 |
|
|
|
£'000 |
|
£'000 |
|
|
|
|
|
|
|
Profit before income tax |
|
17,126 |
|
15,089 |
|
Gain on contingent consideration |
|
(5,158) |
|
- |
|
Amortisation of acquired intangibles (see note 6) |
|
4,260 |
|
1,786 |
|
Professional acquisition costs (see note 7) |
|
2,004 |
|
750 |
|
Other exceptional costs (see note 7) |
|
1,039 |
|
713 |
|
Foreign exchange on intercompany loans (see note 8) |
|
(591) |
|
- |
|
Share-based payment |
|
761 |
|
702 |
|
|
|
|
|
|
|
Adjusted profit before income tax |
|
19,441 |
|
19,040 |
|
Amortisation charge |
|
9,570 |
|
8,424 |
|
Depreciation charge |
|
913 |
|
839 |
|
Finance interest |
|
(678) |
|
(1,652) |
|
Finance costs |
|
161 |
|
133 |
|
Adjusted EBITDA |
|
29,407 |
|
26,784 |
|
|
|
|
|
|
Both amortisation of intangibles and depreciation charge will not agree to the relevant notes as these numbers include amounts in cost of sales but exclude amounts capitalised as development expenditure and amounts included in exceptional costs.
15. PROJECT DEVELOPMENT
During the year the Group incurred £10,849,000 (2025: £10,318,000) in development investments. All resources utilised in development have been capitalised as outlined in the accounting policy governing this area
16. RECONCILIATION OF PROFIT BEFORE CORPORATION TAX TO CASH GENERATED FROM OPERATIONS
|
|
Group |
|
Company |
||||
|
|
|
|
|
|
|
|
|
|
|
30.06.26 |
|
30.06.25 |
|
30.06.26 |
|
30.06.25 |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
|
|
|
|
|
|
|
|
|
Profit before tax from all operations |
17,126 |
|
15,089 |
|
3,242 |
|
3,205 |
|
Amortisation |
13,829 |
|
10,480 |
|
1 |
|
1 |
|
Depreciation |
913 |
|
839 |
|
4 |
|
6 |
|
Gain on contingent consideration |
(5,158) |
|
- |
|
- |
|
- |
|
Finance lease non-cash movement |
- |
|
67 |
|
- |
|
- |
|
(Profit)/loss on disposal of fixed assets |
(4) |
|
33 |
|
- |
|
- |
|
Finance Income |
(1,269) |
|
(1,652) |
|
- |
|
- |
|
Share-based payments |
761 |
|
702 |
|
- |
|
- |
|
Impairment on investment |
- |
|
- |
|
1,184 |
|
329 |
|
R&D tax credit |
(516) |
|
(736) |
|
- |
|
- |
|
Finance expense |
161 |
|
133 |
|
- |
|
- |
|
|
25,843 |
|
24,955 |
|
4,431 |
|
3,541 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Increase)/decrease in trade receivables |
(855) |
|
691 |
|
(4,325) |
|
(3,129) |
|
(Decrease)/increase in trade payables |
(1,682) |
|
2,361 |
|
6,575 |
|
2,654 |
|
|
|
|
|
|
|
|
|
|
Cash generated from operations |
23,306 |
|
28,007 |
|
6,681 |
|
3,066 |
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