Half-year Financial Report

S-Ventures PLC

22 September 2026

 

S-Ventures PLC

("S-Ventures", "Group" or the "Company")
Company Number: 12723377

Unaudited interim results for the six months ended 30 June 2026

The Directors of S-Ventures PLC are pleased to report on the half-year ended 30 June 2026.  These accounts are unaudited and have not been reviewed by an auditor.

Financial highlights

	Six months ended 30 June 2026 £m	Six months ended 30 June 2025 £m	12 months to 31 December 2025 £m
Gross Revenues	-	6.7	-
EBITDA	(0.2)	1.9	(0.7)
Profit (Loss) from continuing operations	(0.2)	0.4	(0.8)
Cash	0.0	0.2	-
Basic Earnings per Share (in pence per share)	(0.04p)	0.31p	0.13p

Operational highlights

The business has transitioned to being an investment company (or "enterprise company" under the Aquis Rules). On 26 April 2026, the Company raised gross proceeds of £324,000 from an equity fundraise of its ordinary shares. During the period the Company has invested £100,000 in Hybrid Drones Limited and acquired a further £150,000 of shares in Tooru plc.

Scott Livingston, CEO of S-Ventures, comments:

"I am pleased to report our interim results for the six months to 30 June 2026.

The first half of 2026 has marked an important period of transition for S-Ventures plc as we establish ourselves as a focused investment company following the completion of the reverse takeover of our former operating subsidiaries into AIM-listed Tooru plc.

We retain a significant shareholding in Tooru plc and are encouraged by the progress being made across its portfolio of consumer brands. During the period, we also made an investment in an innovative drone technology business, reflecting our intention to diversify our investment portfolio.

Looking ahead, we intend to pursue further investment opportunities, particularly through convertible loan notes, which we believe can provide attractive potential returns alongside participation in the future growth of investee companies.

Following the reverse takeover, our balance sheet reflects our transition from an operating group to an investment company. We are focused on maintaining a lean corporate structure and reducing overheads to ensure that resources are directed towards creating shareholder value.

We have also been progressing a change of corporate adviser as we remain committed to our listing on the AQSE Growth Market. While the benefits of being publicly quoted have been limited in recent years, we believe that maintaining our listing, alongside a significantly reduced cost base, provides a platform for future growth.

We recognise that conditions in the UK small-cap market have been challenging and that we have not been able to deliver the short-term returns our shareholders would have wished.

Nevertheless, we believe that our existing investments, combined with a disciplined approach to new opportunities and cost management, provide a foundation for creating long-term shareholder value.

I would like to thank our shareholders for their continued patience and support as we move into this next phase of the Company's development".

This announcement contains inside information as stipulated under the UK version of the Market Abuse Regulation No 596/2014 which is part of English Law by virtue of the European (Withdrawal) Act 2018, as amended. On publication of this announcement via a Regulatory Information Service, this information is considered to be in the public domain.

Enquiries

S-Ventures PLC Scott Livingston, Chief Executive Officer	[phone]
Oberon Investments (Broker) Nick Lovering	[phone]

Interim management report

For this period the Company has acted as a cash shell which, under Aquis Rules, means it is an enterprise company. The principal assets of the Company are comprised of a 24.04% holding of ordinary shares in Tooru plc and a minority shareholding in Hybrid Drones Limited.

By order of the Board

Scott Livingston               

Chief Executive Officer 

30 September 2026

Cautionary statement

This report contains forward-looking statements. These have been made by the directors in good faith based on the information available to them up to the time of their approval of this report. The directors can give no assurance that these expectations will prove to have been correct. Due to the inherent uncertainties, including both economic and business risk factors underlying such forward looking information, actual results may differ materially from those expressed or implied by these forward-looking statements. The directors undertake no obligation to update any forward-looking statements whether as a result of new information, future events or otherwise.

Consolidated Statement of Comprehensive Income (unaudited)

For the six months ended 30 June 2026

	Six months ended 30 June 2026	Six months ended 30 June 2025	12 months to 31 December 2025
	£'000	£'000	£'000
Gross Revenue	-	6,744	-
Less Trade discounts and Listing costs	-	(1,581)	-
Net Sales Revenues	-	5,163	-
Cost of Sales	-	(2,539)	-
Gross profit	-	2,624	-
Other operating income	-	-	-
Loss (Gain) on disposal	-	1,599	-
Administrative expenses	(54)	(2,321)	(221)
Share of Associate	(103)	-	(493)
	(157)	(722)	(714)
EBITDA	(157)	1,902	714
Depreciation and amortisation	-	(532)	(44)
Finance costs	-	(874)	-
Finance income	-	1	-
Exceptional costs	-	(13)	-
	-	(1,419)	(44)
Loss before taxation	(157)	483	(758)
Income tax	-	(71)	-
Profit (Loss)	(157)	412	(758)
Loss after tax for discontinued operations	-	-	(19)
Total comprehensive profit (loss)	(157)	412	(777)

Consolidated Statement of Financial Position (unaudited)

As at 30 June 2026

			As at 30 June 2026	As at 30 June 2025	As at 31 December 2025
			£'000	£'000	£'000
ASSETS
	Non-current
		Goodwill	-	-	-
		Owned:
		- Intangible assets	-	-	-
		- Property, Plant & Equipment	-	14	-
		Right of Use:
		- Property, Plant & Equipment	-	-	-
		Investments	3,154	3,530	3,007
	Total non-current assets		3,154	3,544	3,007
	Current assets
		Inventories	-	-	-
		Trade and other receivables	282	603	538
		Cash and cash equivalents	2	156	-
	Total current assets		284	759	538
		Assets from discontinued operations	-	-	-
TOTAL ASSETS			3,438	4,303	3,545
EQUITY
	SHAREHOLDERS' Equity
		Called Up Share capital	141	132	132
		Share premium	15,008	14,708	14,708
		Retained earnings	(11,619)	(11,524)	(11,565)
			3,530	3,316	3,275
		Non controlling interests	(596)	-	(493)
TOTAL EQUITY			2,934	3,316	2,782

Consolidated Statement of Financial Position (unaudited) - Cont'd

As at 30 June 2026

 

			As at 30 June 2026	As at 30 June 2025	As at 31 December 2025
LIABILITIES
	Current Liabilities
		Trade and other payables	504	987	763
		Financial Liabilities: - Borrowings
		-Interest bearing loans and borrowings	-	-	-
		Lease liability	-	-	-
			504	987	763
	Non-current Liabilities
		Provision	-	-	-
		Lease liability	-	-	-
		-Interest bearing loans and borrowings	-	-	-
			-	-	-
TOTAL LIABILITIES			504	987	763
NET EQUITY AND LIABILITIES			3,438	4,303	3,545

Consolidated cash flow statement (unaudited)

For the six months ended 30 June 2026

	Six months ended 30 June 2026	Six months ended 30 June 2025	12 months to 31 December 2025
Cash flow from operating activities
Profit (Loss) for the period	(157)	292	(323)
Finance costs	-	57	-
Finance income	-	-	-
Gain / (loss) on disposal	-	-	454
Impairment of associate	103	-	493
Depreciation and Amortisation	-	3	35
Interest paid	-	(57)	-
Lease interest paid	-	-	-
Changes in Working Capital
Decrease/(Increase) in inventory	-	-	1,098
Decrease/(Increase) in trade and other receivables	306	(104)	2,270
(Decrease)/Increase in trade and other payables	(301)	(230)	(4,253)
(Decrease)/Increase in provisions	-	-	(564)
Net cash flow from operating activities	(49)	(39)	(790)
Cash flow from investing activities
Cash received on sale of subsidiaries	-	420	10,687
Cash and cash equivalents of subsidiaries sold	-	(255)	-
Purchase of investments	(250)	-	-
Purchase of tangible fixed assets	-	-	6
Net cash flow from investing activities	(250)	165	10,693
Cash flow from financing activities
Proceeds from borrowings	-	50	-
Repayment of borrowings	-	(25)	(8,240)
Proceeds from issue of shares	309
Repayment of lease liabilities	-	-	(982)
Introduced/Withdrawn by directors	(8)	-	(933)
Net cash flow from financing activities	301	25	(10,155)
Net increase/(decrease) in cash and cash equivalents	2	151	(252)
Cash and cash equivalents at start of period	-	5	252
Cash and cash equivalents at end of period	2	156	-

Notes to the condensed consolidated financial statements (unaudited)

1.    General information
The consolidated financial statements for the six months ended 30 June 2026 are unaudited and were authorised for issue in accordance with a resolution of the Board of Directors.

2.  Basis of preparation
The financial information set out in this interim report does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The group's statutory financial statements for the period ended 31 December 2025, prepared under International Financial Reporting Standards (IFRS), have been filed with the Registrar of Companies.

The interim financial information has been prepared in accordance with the recognition and measurement principles of International Financial Reporting Standards (IFRS) and on the same basis and using the same accounting policies as used in the financial statements for the year ended 31 December 2025. The interim financial statements have not been audited or reviewed in accordance with the International Standard on Review Engagement 2410 issued by the Auditing Practices Board.

The financial statements have been prepared on a going concern basis under the historical cost convention.  This is considered to be an appropriate basis by the directors.

These condensed consolidated interim financial statements comprise the accounts of the parent company for the six months to 30 June 2026 together with its share of the results of its associate.

3.    Earnings per share:
The calculation of the total basic earnings per share of (0.04p) is based on the profit attributable to equity owners of the company divided by the weighted number of shares in issue during the period.

4.    Investments:
The investment in shares in Hybrid Drones Limited is accounted for at cost.

5.    Approval of Interim Finance Statements:
These interim financial statements were approved by the Board of Directors on 30 September 2026.

 

END