Interim Results and Directorate Change

TruFin PLC

17 September 2026

 

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.

 

END