Interim Results and Directorate Change
Summary by AI BETAClose X
17 September 2026
TruFin plc
("TruFin" or the "Company" or together with its subsidiaries "TruFin Group" or the "Group")
Interim Results for the six months ended 30 June 2026 (Unaudited)
• Gross revenue* for the Group increased 11% to £5.9m (H1 2025: £5.3m)
• Net revenue* increased 17% to £5.3m (H1 2025: £4.6m)
• Adjusted EBITDA* increased by £0.6m to £0.5m, compared with a £0.1m loss in the same period in 2025
• Loss before tax* ("LBT") improved by 24% to £1.5m (H1 2025: £1.9m)
• Gross revenue at Oxygen increased by 12% to £4.9m (H1 2025: £4.4m), driven by growth in its recurring revenue streams and other income sources. EBITDA grew by 30% to £2.1m (H1 2025: £1.6m)
• Gross revenue at Satago increased 41% to £1.0m (H1 2025: £0.7m). Satago turned EBITDA profitable in June 2026, in line with expectations. Given the current momentum, we now expect Satago to record its first full year of positive EBITDA for 2026, ahead of previous expectations. This improvement reflects a combination of stellar subscription revenue growth and continued cost discipline
• Profit from discontinued operations was £74.9m following the sale of Playstack Limited and its subsidiaries ("Playstack") during the period
• Sean Brennan (NED) steps down from the Board today, following the successful sale of Playstack
* *from continuing operations following the disposal of Playstack which completed on 10 June 2026
|
|
6 months to 30 June 2026 |
6 months to 30 June 2025 |
12 months to 31 December 2025* |
|
Financials and KPIs (Unaudited) |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
Gross Revenue+ |
5,878 |
5,280 |
10,665 |
|
Net Revenue+ |
5,335 |
4,552 |
9,324 |
|
EBITDA+ |
(299) |
(426) |
(1,531) |
|
Profit before tax+ |
(1,449) |
(1,911) |
(4,497) |
|
Adjusted EBITDA1+ |
483 |
(81) |
(64) |
|
Adjusted profit before tax1+ |
(667) |
(1,566) |
(2,902) |
|
Profit from discontinued operations2 |
74,911 |
6,463 |
13,925 |
|
|
|
|
|
|
Net Assets |
123,905 |
47,803 |
48,172 |
|
*Audited figures +from continuing operations 1Excluding share based payments and contractual payments payable under the Group's Return of Value plan 2Discontinued operations in the current and comparative periods include profit from the disposal of Playstack and its results for the period.
|
|||
Key milestones during the period:
• On 10 June 2026, the Group sold its interest in Playstack to VantageCo Limited. The disposal represented an enterprise value for Playstack of £125m on a cash-free, debt-free, normalised working capital basis. The Group received net proceeds of approximately £112.4m (net of transactions fees, but including a £1.5m holdback relating to potential tax liabilities payable by Playstack which have not yet been finally determined). The net proceeds included the repayment by the purchaser on behalf of Playstack of a £15.6m loan to the Group.
• In January 2026, TruFin commenced its third share buyback programme in the past 12 months, with a maximum aggregate consideration of £6.0m. In total, the Company purchased 4,486,377 shares under this programme at an average price of 123.0p. The buyback was terminated in May 2026, prior to the announcement of a proposed return of £80m to shareholders following the disposal of Playstack.
• More than 65% of Oxygen's Early Payment ("EP") clients purchased two or more products (H1 2025: 53%).
• Oxygen has returned £1.35m to TruFin (H1 2025: £1.0m).
• As at the end of H1 2026, Satago had grown the number of subscriptions by 260% to 4,621 (H1 2025: 1,777).
Key milestones post period end:
• In July 2026, the Company completed a tender offer purchasing 40,579,562 shares at a price of 140p per share, returning approximately £56.8m to shareholders.
• In August 2026, a special dividend of approximately £22.5m (43.03p per share) was paid to shareholders.
• TruFin has traded well in the second half to date. Aggregate gross revenues for the two months to 31 August 2026 are expected to be more than £2.1m representing 28% growth year on year. Satago is expected to be EBITDA profitable in the second half whilst Oxygen is set to continue to deliver profitable growth. The Group is trading in line with expectations. It is expected to be loss-making for the full year 2026, with a target of achieving full-year profitability in 2027.
James van den Bergh, Chief Executive Officer commented:
"Much of the first half was devoted to the sale of Playstack. The excellent outcome achieved for shareholders is a testament to the culture we have built at TruFin. We were delighted to see Mortal Shell 2 reach the No. 1 spot globally on Steam shortly after its release, and I would once again like to wish Harvey and his team every success for the future.
Since our IPO, we have held majority stakes in five businesses, each of which was loss-making when we invested. Four have since become profitable and, today, we expect the fifth to reach profitability on a full-year basis. For Satago to achieve this milestone, given the challenges the business faced as recently as two years ago, is a significant achievement, and to do so ahead of schedule is testament to Sinead's leadership and the strength of Satago's partner relationships.
As a Group, we are in a strong position. We have a healthy cash balance, majority ownership of two profitable businesses and a supportive shareholder base. Our commitment remains unchanged: to allocate your capital as efficiently as possible within the Company's capital allocation framework. The Company continues to assess bolt-on acquisitions and new platform acquisitions. The Board is also mindful that, if appropriate acquisition targets cannot be sourced and secured within a reasonable timeframe, it will consider returning further capital to shareholders.
Having joined the Board of Playstack in April 2024 and the Board of TruFin in September 2025, Sean Brennan has been instrumental in supporting Harvey as he built Playstack into the business it is today. Following the successful completion of the sale of Playstack, Sean will step down from the TruFin Board today. On behalf of everyone at TruFin, I would like to thank Sean for his invaluable contribution. It has been a genuine pleasure to work alongside him, and we wish him every success for the future."
For further information, please contact:
|
TruFin plc James van den Bergh, Chief Executive Officer Kam Bansil, Investor Relations |
0203 743 1340 07779 229508 |
|
Panmure Liberum Limited (Nominated Adviser and Corporate broker) Chris Clarke Edward Thomas |
0203 100 2000 |
TruFin plc is the holding company of an operating group comprising two growth-focused technology businesses operating in niche markets: early payment provision and invoice finance. The Company was admitted to AIM in February 2018 and trades under the ticker symbol: TRU. More information is available on the Company website: www.TruFin.com
CHIEF EXECUTIVE'S STATEMENT
For the six months ended 30 June 2026
Oxygen
Oxygen continues to occupy an enviable position in its chosen markets. The business is underpinned by long-term public sector client relationships, high levels of recurring revenue and products that are becoming increasingly embedded within client operations.
Although the after-effects of the Procurement Act were still being felt, the business delivered the anticipated growth over the comparable period in 2025, with revenue increasing by 12% and EBITDA by 30% in H1 2026, reflecting the business model's inherent operating leverage. This performance reflected further progress in Early Payment ("EP"), strong growth in partnership revenues and resilient SaaS revenue delivery, despite increasingly competitive market conditions.
EP remains the core of the business and continued to perform strongly during the period. UK EP revenue grew by 17% in H1 2026, while new signed supplier spend, a key lead indicator for future revenues, was ahead of target at £362m (an increase of c.50% over H1 2025). This increase resulted in a net signed annual supplier spend of more than £2.1bn at the period end, providing excellent visibility of future transacted volumes. Oxygen's established public sector client base continues to provide opportunities both to deepen supplier participation within existing programmes and to broaden the range of products and services delivered to clients.
Oxygen's FreePay initiative continues to deliver social value by enabling small and local suppliers to receive early payment at no cost. During H1 2026, £454m was paid early through FreePay across more than 150,000 invoices from over 22,000 suppliers.
Oxygen's SaaS businesses continued to demonstrate resilience in an increasingly competitive market. Insights grew its client base during the first half, with new customer acquisition exceeding attrition, although average contract values remain under pressure. BidStats continues to extend Oxygen's reach into the wider public sector procurement intelligence market. The increased availability of free procurement data and AI-enabled tools is creating a more competitive environment, reinforcing the importance of Oxygen's differentiated data, product capability, sector expertise and established client relationships.
During the first half, partnership revenues continued to grow strongly, more than doubling year on year. Recovery audit services performed ahead of expectations and Oxygen continues to develop selected partner solutions aligned to the needs of its public sector clients. Partnership revenue is becoming an increasingly meaningful contributor to Oxygen's growth, highlighting the depth and strength of the relationships that Oxygen has nurtured over the years.
Oxygen continues to invest selectively in technology, automation and AI to improve operational efficiency, strengthen product capability and support future growth. The business has now brought core EP technology in-house and is increasingly using its proprietary data, public sector expertise and product development capability to enhance client outcomes, improve internal productivity and create a more scalable operating platform.
During the period, Oxygen continued to generate strong cash returns for the Group, enabling the return of £1.35m to TruFin, an increase of 35% over the same period in 2025.
Satago
The restructuring undertaken over the past two years has delivered its intended outcome. Satago is now operating a capital-efficient, partner-led model built around its proprietary technology rather than its own balance sheet.
The next goal is to ensure the full adoption of the Lending-as-a-Service ("LaaS") model, resulting in Satago transitioning away from core servicing provision. Removing the operational demands of servicing will allow Satago to focus on making its invoice finance and embedded technology available to a larger number of lending partners. The LaaS pipeline remains strong, and Satago looks forward to updating the market as new partnerships are launched.
Satago had previously targeted EBITDA break-even in June 2026. This milestone was achieved and, due to strong growth and financial discipline, Satago now expects to be EBITDA profitable on a full-year basis.
The principal driver of revenue growth has been Satago's core software product, its cash flow management solution, where subscriptions have grown 260% year-on-year to 4,621 (H1 2025: 1,777). Subscriptions provide a high-margin, recurring revenue stream, and Satago will continue to focus on growing this part of the business. In H2, Satago will extend the offering to non-UK markets through agreements with existing partners, taking a proven solution into new territories at limited incremental cost.
Satago has also continued to expand its embedded capabilities and will widen its cash flow management offering in H2 to include accounting for micro-businesses and SMEs. Bringing MTD-compliant accounting, credit control, risk insights and invoice finance together in a single solution gives Satago a truly differentiated proposition in the UK, addressing a potential market of 5.6 million small businesses.
Post period end developments and outlook
Oxygen
Post-period-end trading has remained positive. July 2026 revenue increased by 14% compared with July 2025, with UK EP revenue growing by 25% and delivering its second-highest monthly revenue on record. This performance was supported by record transacted supplier spend during the month.
The strength of Oxygen's client proposition continues to be reflected in 100% renewal performance, with eight EP client renewals completed during H1, and confidence in successfully renewing the remaining long-term contracts expiring in H2. This provides further evidence of the value Oxygen delivers to clients and the durability of its long-term contracted revenue base.
The new business pipeline for EP remains substantial. Whilst Local Government Reorganisation ("LGR") is expected to reduce some short-term pipeline opportunities for impacted authorities, it increases the number of medium-term target organisations as larger unitary authorities are created. LGR also increases the spend available for EP inclusion across a number of existing clients. Oxygen continues to focus on its core local authority market while developing opportunities across adjacent areas of the public sector.
Oxygen continues to take a disciplined approach to investment in SaaS, recognising the increasing maturity and competitiveness of the procurement intelligence market. The strategy remains focused on strengthening product capability, improving client retention and acquisition, protecting the value of the subscription base and exploiting Oxygen's differentiated data assets.
Overall, Oxygen remains well positioned for the remainder of 2026 and beyond. Its strong client retention, contracted revenue base and established public sector relationships provide a solid foundation, while the substantial EP pipeline, growing partnership revenues and continued investment in technology and data provide attractive opportunities for further growth.
The Board remains confident that Oxygen has the quality of customer relationships, market position and operating capabilities required to deliver sustainable growth and continue to generate strong cash returns for TruFin.
Satago
Satago is now EBITDA profitable and, in contrast to prior periods, no further capital is expected to be required to support the business.
TruFin continues to hold 97.70% of Satago. The management incentive plan ("MIP"), previously expected to be implemented during 2025, is now expected to be implemented in H2 2026 and will have similar characteristics to other MIPs within the Group.
The second half will be focused on converting the LaaS pipeline, completing the move away from core servicing and bringing the expanded accounting proposition to market.
With a strong partner pipeline and proprietary technology, Satago is well positioned to deliver sustainable recurring revenue and long-term shareholder value.
As at 31 August 2026, the TruFin Group had at least £24.9m of cash and cash equivalents and no more than £0.5m of net near-term liabilities.
Board changes
Sean Brennan, who joined the Board of Playstack in April 2024 and the Board of TruFin in September 2025, stepped down from the TruFin Board on the date of this announcement, following the successful completion of the sale of Playstack. The Board would like to thank Sean for his invaluable contribution and wishes him every success for the future.
UNAUDITED CONDENSED INTERIM STATEMENT OF COMPREHENSIVE INCOME
For the six months ended 30 June 2026
|
|
Notes |
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
Interest income |
3 |
2 |
|
417 |
|
562 |
|
Fee income |
3 |
5,876 |
|
4,863 |
|
10,103 |
|
Gross revenue |
3 |
5,878 |
|
5,280 |
|
10,665 |
|
Interest and fee expenses |
|
(543) |
|
(728) |
|
(1,341) |
|
Net revenue |
|
5,335 |
|
4,552 |
|
9,324 |
|
Staff costs |
5 |
(4,718) |
|
(3,865) |
|
(8,970) |
|
Other operating expenses |
|
(1,435) |
|
(1,614) |
|
(2,906) |
|
Depreciation & amortisation |
|
(928) |
|
(922) |
|
(1,853) |
|
Other interest income |
|
285 |
|
- |
|
- |
|
Net impairment gain/(loss) on financial assets |
|
12 |
|
(62) |
|
(92) |
|
Loss before tax |
|
(1,449) |
|
(1,911) |
|
(4,497) |
|
Taxation |
7 |
373 |
|
526 |
|
2,120 |
|
|
|
|
|
|
|
|
|
Loss from continuing operations |
|
(1,076) |
|
(1,385) |
|
(2,377) |
|
Profit from discontinued operations |
8 |
74,911 |
|
6,463 |
|
13,925 |
|
Profit for the period/year |
|
73,835 |
|
5,078 |
|
11,548 |
|
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
|
|
Items that may be reclassified subsequently to profit and loss |
|
|
|
|
|
|
|
Exchange differences on translating foreign operations |
|
(23) |
|
335 |
|
341 |
|
|
|
|
|
|
|
|
|
Other comprehensive (loss)/income for the period/year, net of tax |
|
(23) |
|
335 |
|
341 |
|
Total comprehensive income for the period/year |
|
73,812 |
|
5,413 |
|
11,889 |
|
Profit for the period/year attributable to: |
|
|
|
|
|
|
|
Owners of TruFin plc |
|
73,879 |
|
5,566 |
|
11,640 |
|
Non-controlling interests |
|
(44) |
|
(488) |
|
(92) |
|
|
|
73,835 |
|
5,078 |
|
11,548 |
|
Total comprehensive income/(loss) for the period/year attributable to: |
|
|
|
|
|
|
|
Owners of TruFin plc |
|
73,856 |
|
5,855 |
|
11,964 |
|
Non-controlling interests |
|
(44) |
|
(442) |
|
(75) |
|
|
|
73,812 |
|
5,413 |
|
11,889 |
|
Total comprehensive (loss)/income for the period/year attributable to Owners of TruFin plc from: |
|
|
|
|
|
|
|
Continuing operations |
|
(1,088) |
|
(747) |
|
(2,007) |
|
Discontinued operations |
|
74,944 |
|
6,602 |
|
13,971 |
|
|
|
73,856 |
|
5,855 |
|
11,964 |
|
Earnings per share |
Notes |
6 months ended 30 June 2026 (Unaudited) Pence |
|
6 months ended 30 June 2025 (Unaudited) pence |
|
Year ended 31 December 2025 (Audited) Pence |
|
Basic EPS |
12 |
77.5 |
|
5.3 |
|
11.3 |
|
Diluted EPS |
|
71.0 |
|
4.8 |
|
10.4 |
|
Basic and Diluted EPS from continuing operations |
|
(1.1) |
|
(1.0) |
|
(2.3) |
UNAUDITED CONDENSED INTERIM STATEMENT OF FINANCIAL POSITION
As at 30 June 2026
|
|
Notes |
As at 30 June 2026 £'000 (Unaudited) |
|
As at 31 December 2025 £'000 (Audited) |
|
Assets |
|
|
|
|
|
Non-current assets |
|
|
|
|
|
Intangible assets |
9 |
6,774 |
|
26,633 |
|
Property, plant and equipment |
10 |
103 |
|
120 |
|
Deferred tax asset |
7 |
4,000 |
|
7,000 |
|
Total non-current assets |
|
10,877 |
|
33,753 |
|
Current assets |
|
|
|
|
|
Cash and cash equivalents |
|
113,809 |
|
12,355 |
|
Loans and advances |
|
- |
|
27 |
|
Trade receivables |
|
911 |
|
4,703 |
|
Other receivables |
|
3,230 |
|
11,501 |
|
Total current assets |
|
117,950 |
|
28,586 |
|
Total assets |
|
128,827 |
|
62,339 |
|
Equity and liabilities |
|
|
|
|
|
Equity |
|
|
|
|
|
Issued share capital |
11 |
85,722 |
|
89,782 |
|
Retained earnings |
|
68,683 |
|
(9,783) |
|
Foreign exchange reserve |
|
168 |
|
286 |
|
Other reserves |
|
(30,714) |
|
(30,708) |
|
Equity attributable to owners of the company |
|
123,859 |
|
49,577 |
|
Non-controlling interest |
|
46 |
|
(1,405) |
|
Total equity |
|
123,905 |
|
48,172 |
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
Borrowings |
|
- |
|
3 |
|
Trade and other payables |
|
4,922 |
|
14,164 |
|
Total current liabilities |
|
4,922 |
|
14,167 |
|
Total liabilities |
|
4,922 |
|
14,167 |
|
Total equity and liabilities |
|
128,827 |
|
62,339 |
The financial statements were approved by the Board of Directors on 16 September 2026 and were signed on its behalf by:
James van den Bergh
Chief Executive Officer
UNAUDITED CONDENSED INTERIM STATEMENT OF CHANGES IN EQUITY
For the six months ended 30 June 2026
|
|
Share capital £'000 |
|
Retained earnings £'000 |
|
Foreign exchange reserve £'000 |
|
Other reserves £'000 |
|
Total £'000 |
|
Non- controlling interest £'000 |
|
Total equity £'000 |
|
Balance at 1 January 2026 |
89,782 |
|
(9,783) |
|
286 |
|
(30,708) |
|
49,577 |
|
(1,405) |
|
48,172 |
|
Loss for the period from continuing operations |
- |
|
(1,065) |
|
- |
|
- |
|
(1,065) |
|
(11) |
|
(1,076) |
|
Profit from discontinued operations |
- |
|
74,944 |
|
- |
|
- |
|
74,944 |
|
(33) |
|
74,911 |
|
Other comprehensive loss for the period |
- |
|
- |
|
(23) |
|
- |
|
(23) |
|
- |
|
(23) |
|
Total comprehensive income for the period |
- |
|
73,879 |
|
(23) |
|
- |
|
73,856 |
|
(44) |
|
73,812 |
|
Issuance of shares |
23 |
|
(17) |
|
- |
|
(6) |
|
- |
|
- |
|
- |
|
Share buyback |
(4,083) |
|
(1,465) |
|
- |
|
- |
|
(5,548) |
|
- |
|
(5,548) |
|
Share-based payment |
- |
|
285 |
|
- |
|
- |
|
285 |
|
- |
|
285 |
|
Share-based payment in subsidiary and movement in NCI |
- |
|
5,784 |
|
- |
|
- |
|
5,784 |
|
6 |
|
5,790 |
|
Disposal of subsidiary |
- |
|
- |
|
(95) |
|
- |
|
(95) |
|
1,489 |
|
1,394 |
|
Balance at 30 June 2026 (Unaudited) |
85,722 |
|
68,683 |
|
168 |
|
(30,714) |
|
123,859 |
|
46 |
|
123,905 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 January 2025 |
96,425 |
|
(24,447) |
|
(14) |
|
(29,830) |
|
42,134 |
|
1,410 |
|
43,544 |
|
Loss for the period from continuing operations |
- |
|
(1,036) |
|
- |
|
- |
|
(1,036) |
|
(349) |
|
(1,385) |
|
Profit from discontinued operations |
- |
|
6,602 |
|
- |
|
- |
|
6,602 |
|
(139) |
|
6,463 |
|
Other comprehensive income for the period |
- |
|
- |
|
289 |
|
- |
|
289 |
|
46 |
|
335 |
|
Total comprehensive income for the period |
- |
|
5,566 |
|
289 |
|
- |
|
5,855 |
|
(442) |
|
5,413 |
|
Issuance of shares |
23 |
|
(17) |
|
- |
|
(6) |
|
- |
|
- |
|
- |
|
Share buyback |
(1,519) |
|
20 |
|
|
|
|
|
(1,499) |
|
- |
|
(1,499) |
|
Share based payment |
- |
|
345 |
|
- |
|
- |
|
345 |
|
- |
|
345 |
|
Balance at 30 June 2025 (Unaudited) |
94,929 |
|
(18,533) |
|
275 |
|
(29,836) |
|
46,835 |
|
968 |
|
47,803 |
UNAUDITED CONDENSED INTERIM STATEMENT OF CASH FLOWS
For the six months ended 30 June 2026
|
|
Notes |
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
Cash flows from operating activities |
|
|
|
|
|
|
|
(Loss)/profit before tax |
|
|
|
|
|
|
|
Continuing operations |
|
(1,449) |
|
(1,911) |
|
(4,497) |
|
Discontinued operations |
|
76,784 |
|
6,465 |
|
12,104 |
|
Adjustments for |
|
|
|
|
|
|
|
Depreciation of property, plant and equipment |
|
78 |
|
92 |
|
183 |
|
Amortisation of intangible fixed assets |
|
2,450 |
|
1,915 |
|
3,977 |
|
Share-based payments |
|
285 |
|
345 |
|
798 |
|
Subsidiary share-based payments |
|
5,541 |
|
- |
|
- |
|
Other interest income |
|
(311) |
|
- |
|
- |
|
Finance costs |
|
5 |
|
440 |
|
114 |
|
Net impairment (gain)/loss on financial assets |
|
(12) |
|
- |
|
1,734 |
|
(Gain)/loss on disposal of subsidiary |
|
(76,811) |
|
- |
|
40 |
|
Loss on disposal of fixed assets |
|
- |
|
- |
|
44 |
|
|
|
6,560 |
|
7,346 |
|
14,497 |
|
Working capital adjustments |
|
|
|
|
|
|
|
Movements in loans and advances |
|
39 |
|
2,906 |
|
3,819 |
|
(Increase)/decrease in trade and other receivables |
|
(1,560) |
|
4,816 |
|
4,065 |
|
Increase/(decrease) in trade and other payables |
|
1,132 |
|
(4,851) |
|
(8,335) |
|
|
|
(389) |
|
2,871 |
|
(451) |
|
Tax (paid)/credit received |
|
(315) |
|
(11) |
|
409 |
|
Interest and finance costs received/(paid) |
|
310 |
|
(487) |
|
(173) |
|
Net cash generated from operating activities |
|
6,166 |
|
9,719 |
|
14,282 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
Additions to intangible assets |
|
(2,913) |
|
(2,127) |
|
(4,638) |
|
Additions to property, plant and equipment |
|
- |
|
(5) |
|
(23) |
|
Acquisition of subsidiaries |
|
- |
|
- |
|
(1) |
|
Disposal of subsidiary |
|
110,899 |
|
- |
|
- |
|
Cash in subsidiary on disposal |
|
(7,040) |
|
- |
|
(8) |
|
Net cash generated/(used in) investing activities |
|
100,946 |
|
(2,132) |
|
(4,670) |
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
Share buybacks |
|
(5,548) |
|
(1,499) |
|
(8,059) |
|
Net borrowings |
|
(3) |
|
(3,161) |
|
(4,108) |
|
Lease payments |
|
(84) |
|
(90) |
|
(182) |
|
Net cash used in financing activities |
|
(5,635) |
|
(4,750) |
|
(12,349) |
|
Net increase in cash and cash equivalents |
|
101,477 |
|
2,837 |
|
(2,737) |
|
Cash and cash equivalents at beginning of the period/year |
|
12,355 |
|
14,874 |
|
14,874 |
|
Effect of foreign exchange rate changes |
|
(23) |
|
246 |
|
218 |
|
Cash and cash equivalents at end of the period/year |
|
113,809 |
|
17,957 |
|
12,355 |
NOTES TO THE UNAUDITED CONDENSED INTERIM FINANCIAL STATEMENTS
For the six months ended 30 June 2026
1. Accounting policies
Basis of preparation
The annual financial statements of TruFin plc are prepared in accordance with International Financial Reporting Standards as adopted by the European Union ("IFRS").
The condensed set of financial statements included in this Interim Financial Report has been prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting' ('IAS 34'). This condensed set of Financial Statements has been prepared by applying the accounting policies and presentation that were applied in the preparation of the TruFin Group's published Financial Statements for the year ended 31 December 2025.
The condensed set of financial statements included in this Interim Financial Report for the six months ended 30 June 2026 should be read in conjunction with the annual audited financial statements of TruFin plc for the year ended 31 December 2025, which were delivered to the Jersey Financial Services Commission. The audit report for these accounts was unqualified and did not draw attention to any matters by way of emphasis.
Going concern
The Directors are satisfied that the TruFin Group has sufficient resources to continue in operation for the foreseeable future, a period of not less than 12 months from the date of the report. Accordingly, they continue to adopt the going concern basis in preparing the condensed financial statements.
Group information
The TruFin Group ("the Group") is the consolidation of;
• TruFin plc,
• TruFin Holdings Limited,
• Oxygen Finance Group Limited and Oxygen Finance Limited, Oxygen Business Finance Limited together the ("Oxygen Group"),
• TruFin Software Limited,
• Satago Financial Solutions Limited, Satago SPV 1 Limited, Satago SPV 2 Limited, Satago Financial Solutions z.o.o, together ("Satago"),
On 10 June 2026, the Group disposed of Playstack Limited, Bandana Media Ltd, Playignite Ltd, Playstack z.o.o, Playstack OY, Playstack AB, Magic Fuel Games Inc, Playstack Inc and Playignite Inc, together the ("Playstack Group"). The Playstack Group also included one associate company incorporated in the UK - Stormchaser Games Ltd
The principal activities of the Group are the provision of invoice finance software and SaaS products, and early payment services.
The financial statements are presented in Pounds Sterling, which is the currency of the primary economic environment in which the Group operates. Amounts are rounded to the nearest thousand.
Material accounting policies and use of estimates and judgements
The preparation of interim consolidated financial statements in compliance with IAS 34 requires the use of certain critical accounting judgements and key sources of estimation uncertainty. It also requires the exercise of judgement in applying the TruFin Group's accounting policies. There have been no material revisions to the nature and the assumptions used in estimating amounts reported in the annual audited financial statements of TruFin plc for the year ended 31 December 2025.
The accounting policies, presentation and methods of computation in the audited financial statements have been followed in the condensed set of financial statements.
2. General information
TruFin plc is a public limited company incorporated in Jersey. The shares of the Company are listed on the Alternative Investment Market. The address of the registered office is 26 New Street, St Helier, Jersey, JE2 3RA.
A copy of this Interim Financial Report including Condensed Financial Statements for the period ended 30 June 2026 is available at the Company's registered office and on the Company's investor relations website (www.trufin.com).
3. Gross revenue
|
|
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
|
|
|
|
|
|
|
Interest income |
2 |
|
417 |
|
562 |
|
Total interest income |
2 |
|
417 |
|
562 |
|
|
|
|
|
|
|
|
EPPS* contracts |
3,790 |
|
3,204 |
|
6,801 |
|
Consultancy fees |
92 |
|
182 |
|
306 |
|
Lending as a Service |
110 |
|
95 |
|
263 |
|
Subscription fees |
1,884 |
|
1,382 |
|
2,733 |
|
Total fee income |
5,876 |
|
4,863 |
|
10,103 |
|
|
|
|
|
|
|
|
Gross revenue |
5,878 |
|
5,280 |
|
10,665 |
*Early Payment Programme Services
The above figures are from continuing activities, with comparatives restated accordingly based on information drawn from prior financial statements.
4. Segmental reporting
The results of the Group are broken down into segments based on the Group from which it derives its revenue:
Satago:
Provision of distribution finance products and invoice discounting. For results during the reporting period, this corresponds to the results of Satago.
Oxygen:
Provision of Early Payment Programme Services. For results during the reporting period, this corresponds to the results of the Oxygen Group.
Playstack:
Publishing of video games. For results during the reporting period, this corresponds to the results of the Playstack Group. The Group was disposed of during the reporting period, and its results are included within discontinued operations.
Other:
Revenue and costs arising from investment activities. For results during the reporting period, this corresponds to the results of TruFin plc, TruFin Holdings Limited and TruFin Software Limited.
The results of each segment, prepared using accounting policies consistent with those of the Group as a whole, are as follows:
|
6 months ended 30 June 2026 (Unaudited) |
Satago £'000 |
|
Oxygen £'000 |
|
Playstack £'000 |
|
Other £'000 |
|
Total £'000 |
|
Gross revenue |
985 |
|
4,893 |
|
- |
|
- |
|
5,878 |
|
Interest, fee and publishing expenses |
(41) |
|
(502) |
|
- |
|
- |
|
(543) |
|
Net revenue |
944 |
|
4,391 |
|
- |
|
- |
|
5,335 |
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted (loss)/profit before tax* |
(532) |
|
1,302 |
|
- |
|
(1,437) |
|
(667) |
|
(Loss)/profit before tax |
(532) |
|
1,302 |
|
- |
|
(2,219) |
|
(1,449) |
|
Taxation |
(70) |
|
443 |
|
- |
|
- |
|
373 |
|
|
|
|
|
|
|
|
|
|
|
|
(Loss)/profit for the period from continuing operations |
(602) |
|
1,745 |
|
- |
|
(2,219) |
|
(1,076) |
|
Profit for the period from discontinued operations |
- |
|
- |
|
74,911 |
|
- |
|
74,911 |
|
(Loss)/profit for the period |
(602) |
|
1,745 |
|
74,911 |
|
(2,219) |
|
73,835 |
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
3,009 |
|
10,986 |
|
- |
|
114,832 |
|
128,827 |
|
Total liabilities |
(372) |
|
(2,351) |
|
- |
|
(2,199) |
|
(4,922) |
|
Net assets |
2,637 |
|
8,635 |
|
- |
|
112,633 |
|
123,905 |
*adjusted loss/profit before tax excludes share-based payment expenses and contractual payments payable under the Group's Return of Value plan
|
6 months ended 30 June 2025 (Unaudited) |
Satago £'000 |
|
Oxygen £'000 |
|
Playstack £'000 |
|
Other £'000 |
|
Total £'000 |
|
Gross revenue |
700 |
|
4,381 |
|
- |
|
199 |
|
5,280 |
|
Interest, fee and publishing expenses |
(176) |
|
(552) |
|
- |
|
- |
|
(728) |
|
Net revenue |
524 |
|
3,829 |
|
- |
|
199 |
|
4,552 |
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted (loss)/profit before tax* |
(1,389) |
|
783 |
|
- |
|
(960) |
|
(1,566) |
|
(Loss)/profit before tax |
(1,389) |
|
783 |
|
- |
|
(1,305) |
|
(1,911) |
|
Taxation |
26 |
|
500 |
|
- |
|
- |
|
526 |
|
|
|
|
|
|
|
|
|
|
|
|
(Loss)/profit for the period from continuing operations |
(1,363) |
|
1,283 |
|
- |
|
(1,305) |
|
(1,385) |
|
Profit for the period from discontinued operations |
- |
|
- |
|
6,463 |
|
- |
|
6,463 |
|
(Loss)/profit for the period |
(1,363) |
|
1,283 |
|
6,463 |
|
(1,305) |
|
5,078 |
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
4,439 |
|
9,095 |
|
43,296 |
|
9,660 |
|
66,490 |
|
Total liabilities |
(1,393) |
|
(2,426) |
|
(13,807) |
|
(1,061) |
|
(18,687) |
|
Net assets |
3,046 |
|
6,669 |
|
29,489 |
|
8,599 |
|
47,803 |
|
Year ended 31 December 2025 (Audited) |
Satago £'000 |
|
Oxygen £'000 |
|
Playstack £'000 |
|
Other £'000 |
|
Total £'000 |
|
Gross revenue |
1,248 |
|
9,111 |
|
- |
|
306 |
|
10,665 |
|
Interest, fee and publishing expenses |
(247) |
|
(1,094) |
|
- |
|
- |
|
(1,341) |
|
Net revenue |
1,001 |
|
8,017 |
|
- |
|
306 |
|
9,324 |
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted (loss)/profit before tax* |
(2,577) |
|
2,137 |
|
- |
|
(2,462) |
|
(2,902) |
|
(Loss)/profit before tax |
(2,577) |
|
2,137 |
|
- |
|
(4,057) |
|
(4,497) |
|
Taxation |
117 |
|
2,003 |
|
- |
|
- |
|
2,120 |
|
|
|
|
|
|
|
|
|
|
|
|
(Loss)/profit for the year from continuing operations |
(2,460) |
|
4,140 |
|
- |
|
(4,057) |
|
(2,377) |
|
Profit for the year from discontinued operations |
- |
|
- |
|
13,925 |
|
- |
|
13,925 |
|
(Loss)/profit for the year |
(2,460) |
|
4,140 |
|
13,925 |
|
(4,057) |
|
11,548 |
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
3,376 |
|
10,494 |
|
45,802 |
|
2,667 |
|
62,339 |
|
Total liabilities |
(296) |
|
(2,236) |
|
(9,320) |
|
(2,315) |
|
(14,167) |
|
Net assets |
3,080 |
|
8,258 |
|
36,482 |
|
352 |
|
48,172 |
*adjusted loss/profit before tax excludes share-based payment expenses and contractual payments payable under the Group's Return of Value plan
The above figures are from continuing activities, with comparatives restated accordingly based on information drawn from prior financial statements.
5. Staff costs
Analysis of staff costs:
|
|
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
Wages and salaries |
3,142 |
|
2,766 |
|
6,289 |
|
Consulting costs |
224 |
|
110 |
|
257 |
|
Social security costs |
958 |
|
532 |
|
1,404 |
|
Pension costs arising on defined contribution schemes |
109 |
|
111 |
|
222 |
|
Share based payment |
285 |
|
345 |
|
798 |
|
|
4,718 |
|
3,864 |
|
8,970 |
Consulting costs are recognised within staff costs where the work performed would otherwise have been performed by employees. Consulting costs arising from the performance of other services are included within other operating expenses.
Average monthly number of persons (including Executive Directors) employed:
|
|
6 months ended 30 June 2026 (Unaudited) # |
|
6 months ended 30 June 2025 (Unaudited) # |
|
Year ended 31 December 2025 (Audited) # |
|
Management |
10 |
|
10 |
|
9 |
|
Finance |
7 |
|
8 |
|
6 |
|
Sales & marketing |
15 |
|
15 |
|
15 |
|
Operations |
46 |
|
46 |
|
52 |
|
Technology |
16 |
|
22 |
|
16 |
|
|
94 |
|
101 |
|
98 |
Directors' emoluments
|
|
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
Combined remuneration |
829 |
|
380 |
|
1,290 |
The figures in this note are from continuing activities with comparatives restated accordingly based on information drawn from prior period financial statements.
6. Employee share-based payment transactions
The employment share-based payment charge comprises:
|
|
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
Service Criteria Award |
46 |
|
61 |
|
134 |
|
TruFin Share Price Award |
77 |
|
147 |
|
307 |
|
Subsidiary Performance Award |
(34) |
|
48 |
|
69 |
|
CEO 2025 Incentive Plan |
196 |
|
89 |
|
288 |
|
Total |
285 |
|
345 |
|
798 |
There were no new awards granted by TruFin plc in 2026.
Information regarding all other previous share options issued are included in the relevant annual financial statements.
7. Taxation
Analysis of tax credit recognised in the period/year
|
|
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
Current tax charge/(credit) |
127 |
|
(26) |
|
(120) |
|
Deferred tax credit |
(500) |
|
(500) |
|
(2,000) |
|
Total tax credit |
(373) |
|
(526) |
|
(2,120) |
Deferred tax asset
|
|
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
Balance at start of the period/year |
7,000 |
|
3,175 |
|
3,175 |
|
Credit to the statement of comprehensive income |
500 |
|
500 |
|
3,825 |
|
On disposal of subsidiary |
(3,500) |
|
- |
|
- |
|
Balance at end of the period/year |
4,000 |
|
3,675 |
|
7,000 |
|
Comprised of: |
|
|
|
|
|
|
Losses |
4,000 |
|
3,675 |
|
7,000 |
|
Total deferred tax asset |
4,000 |
|
3,675 |
|
7,000 |
A deferred tax asset related to carried-forward tax losses in Oxygen Finance Limited has been recognised. The Group has concluded that these assets will be recoverable as this subsidiary is expected to generate sufficient taxable profits against which these tax losses can be utilised over a reasonable time horizon.
8. Discontinued Operations
On 10 June 2026, the Group disposed of its entire holding in Playstack and this is reported in the current period as a discontinued operation. Financial information relating to the disposal of the subsidiary and discontinued operations for the period to the date of disposal is set out below.
Details of the sale of Playstack
|
|
|
£'000 |
|
Total Consideration |
|
100,007 |
|
Carrying amount of net assets sold |
|
(5,680) |
|
Derecognition of non-controlling interests |
|
(1,489) |
|
Related goodwill at date of disposal |
|
(12,966) |
|
Costs of disposal |
|
(3,156) |
|
Reclassification of foreign exchange translation reserve |
|
95 |
|
Profit on disposal |
|
76,811 |
The Group received net cash proceeds from the sale of £110,899,000. This consisted of total consideration minus costs of disposal, plus repayment by Playstack of a £15,511,000 loan to the Group excluding a holdback of £1,463,000.
Results from discontinued operations
|
|
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
Revenue |
19,528 |
|
30,669 |
|
55,253 |
|
Expenses |
(19,555) |
|
(24,204) |
|
(43,149) |
|
(Loss)/profit before tax |
(27) |
|
6,465 |
|
12,104 |
|
Taxation |
(1,873) |
|
(2) |
|
1,821 |
|
(Loss)/profit after tax |
(1,900) |
|
6,463 |
|
13,925 |
Included in the results above is a share-based payment charge of £5,541,000 arising from the issue of shares in Playstack to its management under a Management Incentive Plan.
Other items included within discontinued operations
|
|
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
Profit on disposal of Playstack (net of tax) |
76,811 |
|
- |
|
- |
|
Profit from discontinued operations |
74,911 |
|
6,463 |
|
13,925 |
Cash flows from discontinued operations
|
|
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
(Loss)/profit before tax from discontinued operations |
(27) |
|
6,465 |
|
12,104 |
|
Working capital adjustments |
6,479 |
|
1,280 |
|
(2,379) |
|
Cash flows from operating activities |
6,452 |
|
7,745 |
|
9,725 |
|
Cash flows from investing activities |
(2,087) |
|
(1,255) |
|
(2,893) |
|
Cash flows from financing activities |
(6,002) |
|
(8,393) |
|
(8,013) |
|
Net decrease in cash from discontinued operations |
(1,637) |
|
(1,903) |
|
(1,181) |
Carrying amount of assets and liabilities as at the date of sale
|
|
|
£'000 |
|
Non-current assets |
|
16,830 |
|
Current assets |
|
15,816 |
|
Non-current liabilities |
|
- |
|
Current liabilities |
|
(26,966) |
9. Intangible assets
|
|
Client contracts |
|
Software licences and similar assets |
|
Separately identifiable intangible assets |
|
Goodwill |
|
Total |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
Cost At 1 January 2026 |
8,348 |
|
18,842 |
|
3,367 |
|
15,280 |
|
45,837 |
|
Additions |
289 |
|
9,378 |
|
- |
|
- |
|
9,667 |
|
On disposal of subsidiary |
- |
|
(18,554) |
|
(1,595) |
|
(13,790) |
|
(33,939) |
|
Exchange differences |
- |
|
13 |
|
- |
|
- |
|
13 |
|
At 30 June 2026 (unaudited) |
8,637 |
|
9,679 |
|
1,772 |
|
1,490 |
|
21,578 |
|
Amortisation At 1 January 2026 |
(6,185) |
|
(10,342) |
|
(2,677) |
|
- |
|
(19,204) |
|
Charge for the period |
(502) |
|
(1,768) |
|
(180) |
|
- |
|
(2,450) |
|
On disposal of subsidiary |
- |
|
5,581 |
|
1,280 |
|
- |
|
6,861 |
|
Exchange differences |
- |
|
(11) |
|
- |
|
- |
|
(11) |
|
At 30 June 2026 (unaudited) |
(6,687) |
|
(6,540) |
|
(1,577) |
|
- |
|
(14,804) |
|
Net book value |
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 (unaudited) |
1,950 |
|
3,139 |
|
195 |
|
1,490 |
|
6,774 |
|
At 31 December 2026 |
2,163 |
|
8,500 |
|
690 |
|
15,280 |
|
26,633 |
|
|
Client contracts |
|
Software licences and similar assets |
|
Separately identifiable intangible assets |
|
Goodwill |
|
Total |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
Cost At 1 January 2025 |
7,782 |
|
14,801 |
|
3,367 |
|
15,280 |
|
41,230 |
|
Additions |
602 |
|
4,036 |
|
- |
|
- |
|
4,638 |
|
Disposals |
(34) |
|
(31) |
|
- |
|
- |
|
(65) |
|
Exchange differences |
(2) |
|
36 |
|
- |
|
- |
|
34 |
|
At 31 December 2025 |
8,348 |
|
18,842 |
|
3,367 |
|
15,280 |
|
45,837 |
|
Amortisation At 1 January 2025 |
(5,127) |
|
(7,958) |
|
(2,280) |
|
- |
|
(15,365) |
|
Charge |
(1,094) |
|
(2,486) |
|
(397) |
|
- |
|
(3,977) |
|
Disposals |
34 |
|
1 |
|
- |
|
- |
|
35 |
|
Exchange differences |
2 |
|
101 |
|
- |
|
- |
|
103 |
|
At 31 December 2025 |
(6,185) |
|
(10,342) |
|
(2,677) |
|
- |
|
(19,204) |
|
Net book value |
|
|
|
|
|
|
|
|
|
|
At 31 December 2025 |
2,163 |
|
8,500 |
|
690 |
|
15,280 |
|
26,633 |
|
At 31 December 2024 |
2,655 |
|
6,843 |
|
1,087 |
|
15,280 |
|
25,865 |
Client contracts comprise the directly attributable costs incurred at the beginning of an Early Payment Scheme Service contract to revise a client's existing payment systems and provide access to the Group's software and other intellectual property. These implementation costs are comprised primarily of employee costs.
The useful economic life for each individual asset is deemed to be the term of the underlying Client contract (generally 5 years) which has been deemed appropriate and for impairment review purposes, projected cash flows have been discounted over this period.
The amortisation charge is recognised in fee expenses within the statement of comprehensive income, as these costs are incurred directly through activities which generate fee income.
Software, licenses and similar assets comprises separately acquired software, as well as costs directly attributable to internally developed platforms across the Group. These directly attributable costs are associated with the production of identifiable and unique software products controlled by the Group and are probable of producing future economic benefits. They primarily include employee costs and directly attributable overheads.
A useful economic life of 3 to 5 years has been deemed appropriate and for impairment review purposes projected cash flows have been discounted over this period.
The amortisation charge is recognised in depreciation and amortisation on non-financial assets within the statement of comprehensive income.
Goodwill and "Separately identifiable intangible assets" arise from acquisitions made by the Group.
10. Property, plant and equipment
|
|
|
|
Fixtures & fittings |
|
Computer equipment |
|
Right-of-Use Asset |
|
Total |
|
Group |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
Cost At 1 January 2026 |
|
|
3 |
|
128 |
|
415 |
|
546 |
|
Additions |
|
|
- |
|
- |
|
64 |
|
64 |
|
Disposals |
|
|
- |
|
- |
|
(139) |
|
(139) |
|
On disposal of subsidiary |
|
|
- |
|
(17) |
|
- |
|
(17) |
|
At 30 June 2026 |
|
|
3 |
|
111 |
|
340 |
|
454 |
|
Depreciation At 1 January 2026 |
|
|
(3) |
|
(106) |
|
(317) |
|
(426) |
|
Charge |
|
|
- |
|
(10) |
|
(68) |
|
(78) |
|
Disposals |
|
|
- |
|
- |
|
139 |
|
139 |
|
On disposal of subsidiary |
|
|
- |
|
14 |
|
- |
|
14 |
|
At 30 June 2026 |
|
|
(3) |
|
(102) |
|
(246) |
|
(351) |
|
Net book value |
|
|
|
|
|
|
|
|
|
|
At 30 June 2026 |
|
|
- |
|
9 |
|
94 |
|
103 |
|
At 31 December 2025 |
|
|
- |
|
22 |
|
98 |
|
120 |
|
|
|
|
Fixtures & fittings |
|
Computer equipment |
|
Right-of-Use Asset |
|
Total |
|
Group |
|
|
£'000 |
|
£'000 |
|
£'000 |
|
£'000 |
|
Cost At 1 January 2025 |
|
|
92 |
|
118 |
|
415 |
|
625 |
|
Additions |
|
|
- |
|
23 |
|
- |
|
23 |
|
Disposals |
|
|
(95) |
|
(9) |
|
- |
|
(104) |
|
Exchange differences |
|
|
6 |
|
(4) |
|
- |
|
2 |
|
At 31 December 2025 |
|
|
3 |
|
128 |
|
415 |
|
546 |
|
Depreciation At 1 January 2025 |
|
|
(54) |
|
(93) |
|
(169) |
|
(316) |
|
Charge |
|
|
(11) |
|
(24) |
|
(148) |
|
(183) |
|
Disposals |
|
|
62 |
|
9 |
|
- |
|
71 |
|
Exchange differences |
|
|
- |
|
2 |
|
- |
|
2 |
|
At 31 December 2025 |
|
|
(3) |
|
(106) |
|
(317) |
|
(426) |
|
Net book value |
|
|
|
|
|
|
|
|
|
|
At 31 December 2025 |
|
|
- |
|
22 |
|
98 |
|
120 |
|
At 31 December 2024 |
|
|
38 |
|
25 |
|
246 |
|
309 |
|
|
|
|
|
|
|
|
|
|
|
11. Share capital
|
|
Share Capital £'000 |
|
Total £'000 |
|
94,200,107 shares at £0.91 per share at 30 June 2026 (unaudited) |
85,722 |
|
85,722 |
During the period the Company issued 25,000 shares following the exercise of vested options granted to employees of the Group in 2023. These were issued at £0.66 per share, a discount to par value of £6,000, which has been included in Other Reserves in the Statement of Changes of Equity.
Between 23 January 2026 and 12 June 2026 the Company ran a Share Buyback Programme. It purchased and cancelled 4,486,377 shares for a total amount of £5,520,000. This was a premium to par value of £1,438,000, which has been included in Retained Earnings in the Statement of Changes of Equity. Directly attributable costs to this Programme of £28,000 have been included in Retained Earnings.
All ordinary shares carry equal entitlements to any distributions by the Company. No dividends were proposed by the Directors for the period ended 30 June 2025.
12. Earnings per share
Earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares in issue during the period/year.
The calculation of the basic and adjusted earnings per share is based on the following data:
|
|
6 months ended 30 June 2026 (Unaudited) £'000 |
|
6 months ended 30 June 2025 (Unaudited) £'000 |
|
Year ended 31 December 2025 (Audited) £'000 |
|
Number of shares |
|
|
|
|
|
|
At period/year end |
94,200,107 |
|
104,317,439 |
|
98,661,484 |
|
Weighted average |
95,313,116 |
|
105,837,357 |
|
103,351,641 |
|
|
|
|
|
|
|
|
Earnings attributable to ordinary shareholders |
£'000 |
|
£'000 |
|
£'000 |
|
Profit after tax attributable to the owners of TruFin plc |
73,879 |
|
5,566 |
|
11,640 |
|
Loss after tax from continuing operations attributable to the owners of TruFin plc |
(1,065) |
|
(1,036) |
|
(2,331) |
|
Profit after tax from discontinued operations attributable to the owners of TruFin plc |
74,944 |
|
6,602 |
|
13,971 |
|
|
|
|
|
|
|
|
Adjusted loss after tax from continuing operations attributable to the owners of TruFin plc* |
(283) |
|
(691) |
|
(735) |
|
|
|
|
|
|
|
|
Earnings per share |
Pence |
|
Pence |
|
Pence |
|
Basic |
77.5 |
|
5.3 |
|
11.3 |
|
Diluted |
71.0 |
|
4.8 |
|
10.4 |
|
Basic and diluted from continuing operations |
(1.1) |
|
(1.0) |
|
(2.3) |
|
Basic from discontinued operations |
78.6 |
|
6.2 |
|
13.5 |
|
Diluted from discontinued operations |
72.1 |
|
5.7 |
|
12.5 |
|
Adjusted Basic from continuing operations* |
(0.3) |
|
(0.7) |
|
(0.7) |
|
|
|
|
|
|
|
* adjusted excludes share-based payment expense and Return of Value payments
Management has been granted 8,668,880 share options in TruFin plc.
13. Related party disclosures
Transactions with directors
Key management personnel disclosures are provided in notes 5 and 6.
14. Events after the Reporting Date
In July 2026, the Company completed a Tender Offer purchasing 40,579,562 shares at a price of 140p per share, returning £56.8m to shareholders.
In August 2026, a Special Dividend of £22.5m (43.03p per share) was paid to shareholders.
Return of Value and transaction bonuses of £7,677,000 and £674,000 (excluding Employer's National Insurance Contributions) were paid to management and employees of the Group after the Reporting Date.
Return of Value bonuses of £432,000 which had been accrued at the reporting date were paid to management and employees of the Group after the Reporting Date.
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