Final Results

Journeo PLC

24 March 2026

 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the UK version of the EU Market Abuse Regulation (2014/596) which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended and supplemented from time to time.

24 March 2026

Journeo plc

("Journeo, "Company" or "the Group")

Final results for the year ended 31 December 2025

Journeo plc (AIM: JNEO), a leading provider of intelligent systems for transport networks and critical national infrastructure, is pleased to announce its final results for the year ended 31 December 2025.

Financial headlines

·    Revenue increased 11% to £55.0m (2024: £49.6m).

·    Gross profit increased 23% to £21.8m (2024: £17.7m).

·    Adjusted Profit before tax increased 13% to £5.7m (2024: £5.0m).

·    Cash and cash equivalents at 31 December 2025 were £12.0m (2024: £14.3m).

·    Diluted earnings per share was 23.83 pence (2024: 26.29p).

Operational headlines

·    Completed the acquisition of Crime and Fire Defence Systems Limited in September 2025, expanding our capabilities and broadening our reach into adjacent markets.

·    Introduction of agentic Artificial Intelligence (AI) software development to support an increased pace of iterative development.

·    Secured the Group's largest ever Framework Award, with an anticipated value of £10m over three years from First Bus UK and based on core Journeo IP.

o  Bolstered by an extension into First Bus London, expected to generate an additional £3.5m over the contract period.

·    Further penetration into the rail on-vehicle market with a £4.2m Purchase Order from Alstom SA, a major supplier within the rail industry.

·    Continued development into overseas markets with new orders from Outfront Media, extending our solutions into platform-based displays.

·    Continued investment into Group development with structural changes in our support services and underlying systems.

·    Retained all ISO 9001, 14001, 27001, 45001 accreditations and cyber security and ICO certification.

Russ Singleton, CEO of Journeo plc, said:

"Journeo has delivered another record year, driven by our customer-centric approach, the deployment of our proven technologies and a strategic, value-enhancing acquisition. With a strong order book, disciplined capital management and a talented team of nearly 300 people, we are well positioned to convert market opportunities into further sustainable growth."

A digital copy of this announcement will be available on the Group's website: www.journeo.com.

For further information, please contact:

Journeo plc Russ Singleton/Nick Lowe	[phone]
Cavendish Capital Markets Limited - Nominated Adviser and Broker Callum Davidson/Isaac Hooper	[phone]

Notes to editors:

Journeo plc is a leading Intelligent Systems provider, delivering sustainable solutions in towns, cities, airports, and the public transport networks that connect them while safeguarding critical infrastructure and high-security environments with advanced access control, intrusion detection, and surveillance technologies.

The business has six operating companies:

·    Journeo Fleet Systems: CCTV video surveillance to improve passenger and driver safety, telematics for vehicle and driver performance monitoring, real-time communications for remote condition monitoring and automatic passenger counting.

·    Journeo Passenger Systems: design, manufacture, installation, and management of hardware and software for electronic public transport information systems, in and around towns, cities, ferry terminals and airports which includes smart-ticketing and wayfinding.

·    Infotec: design, advanced manufacture, installation and software management of information displays hardware for rail applications in stations, on-platform and on-vehicle.

·    Crime and Fire Defence Systems: specialise in protection of Critical National Infrastructure sites including utilities, defence and high security industrial and commercial applications.

·    Journeo A/S (based in Aarhus, Denmark): full-service provider of Intelligent Transport Systems ("ITS") with customers in Denmark, Sweden and Iceland.

·    Journeo AB (based in Stockholm, Sweden): technical services provider to public transport customers in Sweden.

In the last four years, the Company has invested over £8 million in research and development, enabling it to design and supply powerful innovative solutions for customers' complex requirements. With an Internet of Things ("IoT") approach and open standards, together with field-proven and reliable engineering, Journeo is able to offer flexible, scalable products and services that can integrate with existing technology while preparing for future advancements.

Chairman's Statement

Introduction

I am delighted to report on another record-breaking year for the Journeo Group.  Our focus on achieving organic growth through the deployment of our industry-proven technologies and services, complemented by strategic value-added acquisitions, is driving growth.

It gives me great pleasure to welcome the team at Crime and Fire Defence Systems Limited, acquired in September 2025, to the Group.  The acquisition of this specialist provider of government-compliant high-security solutions marks a significant step forward in Journeo's evolution.   This adds critical national infrastructure and asset protection to our Integrated Services and Information Systems portfolio, building greater resilience for the future performance of the Group.

Markets

There have been many market changes influencing the performance of the Group since my last report, such as regulatory and policy changes within the UK transport market, heightened global security tensions, the rapid adoption of Artificial Intelligence (AI), and volatile international trade to name but a few.  However, within some of these uncertainties reside opportunities Journeo is well positioned to benefit from.

The new Bus Services Act 2025 has been introduced to improve the provision of bus services in the UK, giving local authorities greater powers to commit to franchising, achieve Net Zero and enhance services.  Whilst this may mean a temporary slowdown in operators' purchasing of new buses and refreshing fleets, it will lead to a greater commitment to enhancing the passenger experience and the technologies that drive it.

We work closely with local authority and operator customers, alongside industry influencing stakeholder groups to support in the specification of systems that improve accessibility, reduce carbon emissions and deliver on improved passenger comfort, security and equitable access to information.

The transition of UK rail to public ownership, as a result of the Passenger Railway Services (Public Ownership) Act 2024 has continued to influence the rail market's commitment to spending in Control Period 7 (CP7).  We are now seeing an increase in activity as CP7 matures and both Network Rail and operators target funds at lifecycle refresh, and the orders we have secured via Outfront Media (OFM) across 2025 have supported our ability to continue the growth of our rail-based activities.

Our increased activity within the USA is delivering real and recognisable benefits to the Group.  We maintain close relationships with all our overseas customers and we are securing purchase orders by demonstrating our ability to scale and flex our solutions based upon our own IP and core technologies to meet their unique requirements.  This makes us an attractive partner to work with; even during the ongoing uncertainty regarding US policies on international trade.

The rapid proliferation of AI-based technologies is astounding; and its promise to change the way our customers and wider society function cannot be ignored.  It would be easy to regard these developments with scepticism or fear, but as with any disruptive technology, whilst there is risk there is opportunity for pioneering companies to leverage its benefits.  The power of AI, when combined with our contextualised market expertise and our deep understanding of our customers' needs, is a tool to accelerate our systems development and implement solutions that were previously unfeasible.

The introduction of Crime and Fire Defence Systems into the Group is well-timed.  The strain in international relations means that the UK must ensure that Nationally Significant Infrastructure Projects (NSIPs) are secured with the latest technologies and solutions.  We acquired the business at the start of an unprecedented period of system renewal and increased defence spending, providing us with the opportunity and means to grow and enhance this business through the application of core Journeo technology.

Strategy

Our primary focus is on the needs of our customers.

It is only through the development of strong relationships, founded on trust earned by consistently delivering new systems and supporting customers' existing technologies, that Journeo can truly understand clients' current and future needs. These relationships enable us to deliver innovative solutions while building valuable intellectual property underpinning the Group.

Our commitment to innovation is unwavering and we continue to invest in our Research and Development (R&D) for the future benefit of our customers and wider stakeholders. We are leveraging new technologies, targeting them at our customers' specific requirements and challenges.

We continue to target complementary acquisitions that will bolster our opportunities in our current markets or provide strategically beneficial entry into new verticals. 

People

I am very proud of what the team at Journeo continues to achieve. We continue to invest in bringing new talent into the business, alongside developing those team members who already work with us. 

Throughout the Group as a whole, we now have almost 300 dedicated team members, whose tireless commitment to our customers, through the embodiment of our core values, is a testament to what it means to be part of Journeo.  On behalf of the Board, I would like to thank each and every one of the team for their commitment to the execution of Journeo's strategy, and delivering on ambitious targets.

Outlook

We are a stronger, more resilient and more capable organisation than the Journeo of just a few years ago, and our continued investment into the Group, our people, technologies and solutions is key to ensuring ongoing success. 

As Journeo continues to grow, we remain mindful of risks, including external market and international factors that could impact the Group.  We mitigate these risks through a robust Risk Management Framework, proactive monitoring and scenario planning, diversified revenue streams and disciplined capital and cost management.

We are also committed to identifying and securing the benefits that arise from change and remain  in close communication with our customers to assess their approach on the implementation of AI, both within the development and application of their safety critical systems. The accelerated productivity achieved through this technology is benefitting our customers, and generating a wellspring of innovation to develop highly targeted solutions, based on our deep industry expertise.

The strong cash and working capital position provides the Group with the means and opportunity to act on acquisitions with companies that meet our criteria in addition to facilitating organic growth.

Across the operating businesses, we have strong orderbooks and a growing pipeline of sales opportunities which gives the Board confidence that Journeo will continue to deliver growth and increasing value for all stakeholders.

It is an exciting time to be part of Journeo.

Mark Elliott

Non-executive Chairman

24 March 2026

Chief Executive's report

Introduction and strategy update

The Group's strategy of maintaining close, collaborative relationships with our customers, supporting them throughout the lifecycle of their current systems and preparing them for future developments, is proving effective. This approach is bolstered by strategic, complementary acquisitions that create additional routes to market for the Group's core technologies, products and services.

This mix of organic growth and targeted acquisition has seen Journeo continue its strong momentum across the year ended 31 December 2025, increasing revenues by 11% to £55m (2024: £49.6m), and adjusted profit before tax by 13% to £5.7m (2024: £5.0m), which was slightly ahead of market expectations.  The acquisition of Crime and Fire Defence Systems (CFDS) enhances our capabilities and expands market access. This supports the delivery of mission-critical solutions and technologies for Nationally Significant Infrastructure Projects (NSIPs) while also generating valuable revenue streams beyond our traditional focus on the transport sector. 

The acquisition marks an important step in our development of the Group, providing further resilience as we strive to become a market leader of technical solutions in the Infrastructure Protection, Information Systems and Integrated Services markets.

Our development into overseas markets is also progressing well.  Following the successful completion of the initial $18m contract with US-based Outfront Media (OFM) in 2024, further orders totalling $10.2m were secured in 2025. This demonstrates the Journeo Design Centre's (JDC) ability to work with agility and speed to meet the requirements of demanding applications built around our own core IP and technologies.

UK Government policy is reshaping the transport landscape, both presenting challenges and opportunities. Recent legislative changes to encourage a shift from personal cars to public transport, include the Bus Services Act 2025 and the Railways Bill introduced in November 2025, which will complete rail's transition to public ownership and establish Great British Railways.

These changes in government policy are directing substantial funding to the markets in which Journeo operates. Through Transforming City Regions (TCR) funding and Local Transport Grant (LTG) allocations, UK public transport is set to receive £17.9bn over the short to medium term. Over the same period, the UK Government has committed to raising defence spending from 2.5% of GDP today to 3.5% by 2035, the largest sustained increase in defence spending since the end of the Cold War.

With these market drivers and a clearly defined strategy, we are confident that the Group's strong performance will continue.

Operational review

Fleet Systems

We are pleased with Fleet Systems' performance, trading in line with management expectations in challenging market conditions.  As previously highlighted, the UK's bus network in city and regional areas moving from a free-market model to a franchise model is resulting in a temporary slowdown in new vehicle procurement while operators monitor the availability of new routes and their success in securing them.  However, bolstered by a particularly strong first half to 2025, the Fleet Systems business achieved 3% revenue growth to £24.3m (2024: £23.7m) and secured a 2% improvement in margins across the year. 

In May 2025, we announced the Group's largest ever framework agreement, secured with our long-standing customer, First Bus UK (First Bus).  The framework, for the provision of Journeo Portal SaaS services to securely process video, CCTV system upgrades, vehicle gateway technology and field service management, is expected to generate £10m in revenues over the initial three-year agreement to March 2028.  The agreement includes the option for First Bus to extend the framework for a further two years through to March 2030.

First Bus has been a Journeo customer since 2010 and the ongoing commitment to Journeo technology is a demonstration of close collaboration that we have with customers to ensure that solutions can be flexibly tailored to meet their needs.

The adaptability of Journeo technology was further demonstrated in May 2025 with the announcement of a £4.2m Purchase Order from Alstom SA, a major supplier within the rail industry.  The order, for the design and supply of CCTV and Automatic Passenger Counting (APC) systems to refurbished Voyager-class trains, is the first major APC rollout in UK rail and is expected to generate a further £2.0m in SaaS licencing revenue, following completion of installations in 2027.

In September 2025, the Group secured an important variation to the First Bus framework agreement, announced in May, extending Journeo technology into the First Bus London operations which had recently been acquired by the operator from RATP London.  Expected to generate a further £3.5m in revenues over the original contract period, the agreement included the provision of Journeo's latest 5G vehicle gateway, future proofing the operator from changes to the UK's communications networks and assisting rapid incident investigation.

In airports, the Fleet business added new contracts for Dublin Airport and Leeds Bradford Airport to its growing customer base.  Journeo airport systems now support more than 210 million passenger journeys a year across eight airports and manage highly complex mobility operations at other critical infrastructure locations such as Hinkley Point nuclear power station.

Passenger Systems

Passenger Systems achieved impressive growth in 2025, reporting a 33% increase in revenue to £12.7m (2024: £9.5m), with a 2% gross margin improvement as deeper integration between the operating companies continues to be realised.

A positive start to the year was achieved in January 2025 through the announcement of a £1.4m contract award with Stoke City Council for the supply and support of real time passenger information technology and associated software.  We have worked closely with the authority to understand the goals of their Bus Service Improvement Plan (BSIP).  Through use of our latest LCD TFT display technology, secured with pinhole CCTV cameras to protect the asset and vulnerable network users, we have supported the customer to extend the provision of the latest transport information beyond bus stations and on to high-traffic transport corridors in the region for the first time.

Also in January 2025, we were delighted to announce the continuation of our relationship with Cardiff Council, with a £1.1m purchase order for displays technology. This award signalled the completion of the Welsh capital's replacement of legacy LED technology with high-brightness LCD TFT displays, designed to provide passengers with enhanced information that is available from Transport for Wales' (TfW) nationalised Content Management System (CMS), also managed and operated by Journeo.

We announced further purchase orders for local authorities and transport executives during the rest of the year, as customers improved passenger experience in line with legislative changes of the Bus Services Act 2025.  In September 2025, £1m of purchase orders for a large local authority in the South of England, a £1.5m purchase order for a Northern Transport Partnership and £1.1m or purchase orders from Worcestershire County Council were all received.

The purchase orders are for solutions that will increase the provision and accessibility of information available at bus stops, encouraging the use of public transport and supporting the modal shift away from personal use vehicles.  The UK has an extensive bus network, with successive Governments backing the bus as a method of easing congestion, reducing pollution and supporting the movement of people to centres of economic benefit. We continue to develop our solutions in line with market needs and Net Zero targets,  providing customers with the project-specific agility needed to deliver national policy on a local level.

Infotec

Infotec results were in line with management expectations, achieving revenues of £8.0m (2024: £12.4m), a reduction of 35%. Following the successful completion of the New York subway contract in 2024, Infotec gained some benefit from the $10.2m purchase orders received across 2025 in the latter part of the year, with the majority due for delivery in 2026. UK rail revenue remains suppressed as a result of Control Period 7 (CP7), which commenced in April 2024, and has a five-year running cycle through to March 2029. 

Whilst there is traditionally a slowdown in spending at the start of any new Network Rail Control Period, the latest delivery plans on infrastructure spending have been further delayed by the market changes being delivered through the Passenger Railway Services (Public Ownership) Act 2024, and the anticipated changes in the Railways Bill, due to become law in 2026.  We are confident that the new regulatory changes and the formation of Great British Railways will act as a stimulus to the UK rail sector in due course.

In April 2025 we announced a $2.5m purchase order for hot-swap replacement displays from OFM for the New York City MTA demonstrating the continuation of the relationship between Journeo, OFM and the MTA. To support this further, we have recently invested in a dedicated team to support OFM and their end customer.  This was rewarded with a further $2.7m purchase order from OFM in June 2025 based on new wide aspect ratio, single and double-sided high-definition displays for installation on transport platforms. This is the first order for infrastructure-based passenger information displays from the global-leader in Digital Out Of Home (DooH) displays. It marks a  significant step in  the relationships between the organisations, as our core IP transitions from on-vehicle systems to trackside operations.

Sales into the important US market grew further with $5.0m in purchase orders from the DooH specialist in October, for four new variants of displays to operate on MTA platforms.  The cutting-edge displays will use the latest JDC developed embedded technology to maintain display performance and provide vital diagnostic feedback for predictive maintenance and maximise system uptime.  Revenues for the project are expected to be recognised across H2 2026, to meet customer timeline requirements.

The inclusion of Infotec within the Group continues to benefit the wider Journeo businesses, as the leading technology developed for their contracts is embedded within solutions across the Group.

Journeo A/S

The performance of our Danish subsidiary, Journeo A/S, was in line with management expectations, delivering revenues of £3.4m (2024: £4.0m), a 17% reduction on the prior year.  Margins improved significantly, by 9.3% as integration with the Group continued.

In July 2025, we announced a contract valued at a minimum of £1.2m with Umove, Denmark's largest privately owned public transport operator.  The contract, to provide £0.8m in Intelligent Transport Systems (ITS) including APC, fleet management, AI-powered driver awareness systems and Voice Over IP (VOIP) communications includes technology provision and engineering services on approximately 100 vehicles, was bolstered by an anticipated £0.4m in SaaS revenues in the first three years.  The contract positions Journeo to extend its relationship with Umove, and increases the level of collaboration over the operator's 12-year contract with the transport authority, Trafikselskabet Midttrafik Denmark (MTD).

Journeo A/S provides a strategic position in the Scandinavian and Northern European markets and we have recruited additional localised business development resource to support our activity in the region.

Crime and Fire Defence Systems

I was delighted to announce the acquisition of Crime and Fire Defence Systems (CFDS) Limited in September 2025.  CFDS brings extensive new capabilities to the Group, operating in some of the UK's most regulated environments and delivering high-security solutions to Nationally Significant Infrastructure Projects.  Combining the opportunities they are exposed to with core Journeo technology will enable us to deliver additional breadth and resilience to Journeo, and will support the Group as we establish our solutions in adjacent markets.

At acquisition, CFDS operated from multiple sites in the Wakefield region and had begun searching for larger premises to support future growth. The Journeo Board assisted in finding a suitable secure facility to centralise operations, sales, customer visits, and pre-build and factory acceptance testing. A new building has been identified and we expect to have the business relocated during 2026.  Following the acquisition, in September 2025, we announced a £5m four-year framework agreement for infrastructure protection.  Due to the nature of work that CFDS undertakes, we are often not able to name the customers we are serving or any specific details of the projects they undertake.  However, the agreement is a demonstration of the CFDS position as a trusted partner to deliver complex, high-security infrastructure protection services  to multiple sites throughout the UK.

The framework agreement was followed in December 2025, by an announcement of £2.3m in purchase orders with a major UK utility company under the framework.  The initial orders relate to three sites where CFDS will apply its integration expertise to safeguard critical assets and ensure the resilience of ongoing operations at the sites.

Central services

The performance of our central services is key to the ongoing success of the Group's  operating companies.

R&D investment is a cornerstone of our strategy to maintain technological leadership in our markets.  Over the past four years, we have invested £8m to create our own IP and technologies underpinning the current and future success of the Group.  This is complemented by the JDC, which enables the Group to create leading-edge products with the appropriate approvals and certifications for UK, EU and the US markets.

AI is accelerating our development pace. Customers in local authorities, fleet operations and secure environments such as airports are already seeing the advantages of AI. We also expect these technologies to improve productivity and efficiency within Journeo in the near term.

Our software teams are taking a pragmatic approach to adoption, combining agentic development techniques with our deep market expertise to iterate more rapidly and deliver value faster. We have begun embedding AI into our solutions, which we expect will deliver significant competitive advantage and clear customer benefits, while preserving the security and sovereignty of our systems.

Over the course of 2025, Journeo maintained all ISO and Cyber accreditations. We also invested in our service desk and support functions, committing to an updated version of our Fault Management systems and reorganising customer delivery to better support our growing customer base. 

One of the key criteria we use when assessing potential acquisitions is cultural alignment and an unwavering focus on customers.  This supports the integration process and ensures that all parties are working towards a unified goal.  Integration of our acquisitions, including the most recent company to join our Group, CFDS, is progressing well.

As the Group grows, we remain committed to delivering consistently exceptional customer experiences and fostering long-term loyalty. Our customers are central to our strategy, driving a strong and expanding pipeline of opportunities across the Group and inspiring continued investment in service, innovation and sustainable growth.

Russ Singleton

Chief Executive

24 March 2026

Chief Financial Officer's report

Key performance indicators	2025	2024	Movement
	£'000	£'000	£'000
Revenue	55,022	49,558	5,464	11%
Gross Profit	21,801	17,680	4,121	23%
Total administrative expenses	16,404	12,915	3,489	27%
Underlying profit	5,798	4,825	973	20%
Operating profit	5,397	4,765	632	13%
Recurring revenue	7,680	7,021	659	9%
Adjusted profit before taxation	5,680	5,013	667	13%
Net current assets	11,643	16,519	(4,876)	(30%)
Net cash flows from operating activities	8,216	7,591	625	8%
Cash and cash equivalents	12,029	14,318	(2,289)	(16%)
	Pence	Pence	Pence	%
Profit per share - basic	24.30	27.44	(3.14)	(11%)
Profit per share - diluted	23.83	26.29	(2.46)	(9%)

Group performance

Group results for the year ended 31 December 2025 show underlying profit increased by 20% to £5.8m (2024: £4.8m).

Overall sales increased by 11% to £55.0m (2024: £49.6m) and gross profit increased by 23% to £21.8m (2024: £17.7m).  The gross profit growth was again driven by a combination of the sales uplift and another significant increase in gross profit margins.

Gross margin increased by 4% to 40% (2024: 36%), as cross-group collaboration and the stronger group purchasing power combined with a moving revenue mix to reduce cost of sales.

Group recurring revenue increased by 9% to £7.7m (2024: £7.0m).

Underlying administrative expenses increased to £16.0m (2024: £12.9m) reflecting the addition of Crime and Fire Defence Systems (CDFS) into the Group, some inflationary cost pressure and continued investment into the Group.

Diluted earnings per share (EPS) decreased to 23.83p (2024: 26.29p), despite a strong Group profit performance.  This reflects the new shares issued during the year and an increase in effective corporation tax rate following the utilisation of all prior year losses.

Adjusted profit before tax was up by 13% to £5.7m (2024: £5.0m).

Cash and cash equivalents remained strong at the end of the year, even with the acquisition of CDFS, closing at £12.0m (2024: £14.3m), with a net cash flow from operations of £8.2m (2024: £7.6m).

Operating company performance

Fleet sales increased by 3% to £24.3m (2024: £23.7m) as bus operators increased their spend on new vehicles, supported by Government stimuli, and the average revenue per vehicle increased.  One-off project income was lower in 2025, however, new customers, such as First Bus London, and other industry initiatives contributed to the growth.

Gross profit increased to £7.3m (2024: £6.7m) with margins increasing by 2% to 30% (2024: 28%).  This was due to a combination of pricing, growing recurring revenue and the Group margin gains mentioned above.

Passenger sales increased by 33% to £12.7m (2024: £9.5m). Margins improved by 2% to 49% (2024: 47%), generating a gross profit of £6.2m (2024: £4.4m), primarily due to improved Group purchasing and combined Group manufacturing.

Infotec revenue decreased to £8.0m (2024: £12.4m) with the level of deliveries to our US customer lower in 2025 than in 2024, however, the majority of the $10.2m of purchase orders received in 2025 will be delivered during 2026.  Gross margins improved to 42% (2024: 37%), contributing to a gross profit of £3.4m (2024: £4.6m).

Journeo A/S revenue decreased to £3.4m (2024: £4.0m) with a decrease in lower margin install work.  Margins therefore improved significantly to 57% (2024: 48%), maintaining gross profit at £1.9m (2024: £1.9m).

CFDS made a positive contribution to the Group following acquisition, delivering revenue of £7.4m with a margin of 41%, generating a gross profit of £3.0m.

Nick Lowe

Chief Financial Officer

24 March 2025

Consolidated statement of comprehensive income for the year ended 31 December 2025

	Notes	2025 £'000	2024 £'000
Revenue	2,3	55,022	49,558
Cost of sales		(33,221)	(31,878)
Gross profit	3	21,801	17,680
Underlying administrative expenses		(16,003)	(12,855)
Underlying profit		5,798	4,825
Acquisition costs		(255)	-
Share-based payments		(146)	(60)
Total administrative expenses and other income		(16,404)	(12,915)
Operating profit		5,397	4,765
Net finance expense		202	188
Profit before taxation		5,599	4,953
Taxation charge	4	(1,445)	(433)
Profit for the year being total comprehensive income attributable to owners of the parent		4,154	4,520
Profit per share Basic	5	24.30p	27.44p
Diluted		23.83p	26.29p

Consolidated statement of changes in equity for the year ended 31 December 2025

	Share capital £'000	Share premium account £'000	Retained earnings £'000	Total equity shareholders' funds £'000
Balance at 1 January 2024	6,753	8,266	(2,281)	12,738
Profit and total comprehensive income for the year	-	-	4,520	4,520
Share-based payments	-	-	60	60
Balance at 31 December 2024	6,753	8,266	2,299	17,318
Profit and total comprehensive income for the year	-	-	4,154	4,154
Proceeds from issue of new shares	78	1,280	-	1,358
Share-based payments	-	-	146	146
Balance at 31 December 2025	6,831	9,546	6,599	22,976

Consolidated statement of financial position at 31 December 2025

	Notes	2025 £'000	2024 £'000
Assets
Non-current assets
Goodwill	6	13,033	4,058
Other intangible assets		4,142	2,647
Property, plant and equipment		2,662	1,563
Deferred tax asset		136	185
Trade and other receivables		39	39
		20,012	8,492
Current assets
Inventories		7,957	7,256
Trade and other receivables		13,421	12,084
Cash and cash equivalents		12,029	14,318
		33,407	33,658
Total assets		53,419	42,150
Equity and Liabilities
Shareholders' equity
Share capital		6,831	6,753
Share premium account		9,546	8,266
Retained earnings		6,599	2,299
Total equity		22,976	17,318
Non-current liabilities
Deferred revenue		4,391	4,501
Other payables		1,000	-
Loans and borrowings		112	99
Deferred tax liability		997	319
Lease liabilities		1,056	726
Provisions		1,123	2,048
		8,679	7,693
Current liabilities
Trade and other payables		11,966	9,339
Deferred revenue		8,604	6,677
Loans and borrowings		62	119
Lease liabilities		472	299
Provisions		660	705
		21,764	17,139
Total equity and liabilities		53,419	42,150

Consolidated statement of cash flows for the year ended 31 December 2025

	Notes	2025 £'000	2024 £'000
Net cash flows from operating activities	7	8,216	7,591
Cash flows from investing activities Purchases of property, plant and equipment		(247)	(170)
Purchases/generation of intangible assets		(1,079)	(910)
Acquisition costs		(255)	-
Net cash outflow on acquisitions		(9,793)	-
Net cash flows from investing activities		(11,374)	(1,080)
Cash flows from financing activities
Cash flows from issue of new loans		70	40
Principal element of lease repayments		(435)	(299)
Repayment of loans		(113)	(50)
Issue of shares		1,358	-
Net cash flows from financing activities		880	(309)
Net (decrease)/increase in cash and cash equivalents		(2,278)	6,202
Cash and cash equivalents at beginning of year		14,318	8,116
Effect of foreign exchange rate changes		(11)	-
Cash and cash equivalents at end of year		12,029	14,318

Notes to the consolidated financial statements for the year ended 31 December 2024

1.   Basis of preparation

The Group financial statements are prepared in accordance with International Financial Reporting Standards and IFRIC interpretations issued and effective (or adopted early) and endorsed by the United Kingdom at the time of preparing these financial statements and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS. The financial statements have been prepared under the historical cost convention, except financial instruments and share-based payments, which are prepared in accordance with IFRS 9 and IFRS 2 respectively. A summary of the more important Group accounting policies is set out below.

The individual financial statements of each Group entity are presented in the currency of the primary economic environment in which the entity operates (its functional currency). For the purpose of the consolidated financial statements, the results and financial position of each Group entity are expressed in Sterling (£), which is the presentation currency for the consolidated financial statements. The numbers in the financial statements are rounded in £'000 for presentation purposes for year ended 31 December 2025 with prior year comparatives being for the year ended 31 December 2024.

Going concern

The Group's business activities, together with factors likely to affect its future development, performance and position, are set out in the Strategic Report along with the principal risks and uncertainties.

The Group's net underlying profit for the year was £5,798k (2024: £4,825k). As at 31 December 2025, the Group had net current assets of £11,643k (2024: £16,519k) and net cash reserves of £12,029k (2024: £14,318k).

The Directors have prepared Group cash flow projections for the period to 30 June 2027 based on latest forecasts that show that the Group will be able to operate within the Group current funding resources with significant headroom.

As with all businesses there are particular times of the year where our working capital requirements are at their peak. The Group is well-placed to manage these business risks effectively and the Board reviews the Group's performance against budgets and forecasts on a regular basis to ensure action is taken where needed. The Directors also monitor a rolling cash flow forecast, and key management review working capital movements and requirements on a daily basis.

The projections, taking account of reasonably possible changes in trading performance, indicate that the Group will operate within available facilities throughout the projection period and therefore, based on these projections, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future and for at least 12 months from the date of these financial statements. The Directors therefore continue to adopt the going concern basis in preparing the financial statements.

2.   Revenue and other income

The revenue split between goods and services is:

	2025 £'000	2024 £'000
Goods	44,305	38,661
Services	10,717	10,897
	55,022	49,558
Contract works included in goods	17,209	7,171

3.   Segmental reporting

IFRS 8 requires operating segments to be determined on the basis of those segments whose operating results are regularly reviewed by the Board of Directors (the Chief Operating Decision Maker as defined by IFRS 8) to make strategic decisions.

As the Board of Directors reviews revenue, gross profit and operating loss on the same basis as set out in the consolidated statement of comprehensive income, no further reconciliation is considered to be necessary.

Revenue and gross profit

	Revenue 2025 £'000	Gross profit 2025 £'000	Revenue 2024 £'000	Gross profit 2024 £'000
Crime and Fire Defence	7,352	3,018	-	-
Fleet Systems	24,286	7,321	23,692	6,688
Infotec	8,020	3,364	12,421	4,617
Journeo A/S	3,358	1,925	4,033	1,937
Passenger Systems	12,665	6,173	9,503	4,438
Intersegment sales	(659)	-	(91)	-
Total	55,022	21,801	49,558	17,680

Major customers

In the year, no customer accounted for over 10% of Group revenue. In the prior year no customer accounted for over 10% of Group revenue.

Underlying profit

	2025 £'000	2024 £'000
Crime and Fire Defence	378	-
Fleet Systems	2,948	2,515
Infotec	943	2,083
Journeo A/S	293	277
Passenger Systems	1,472	193
	6,034	5,068
Central	(236)	(243)
Underlying profit	5,798	4,825

Reconciling to profit/(loss) before interest and tax

2025	Underlying operating profit/(loss) £'000	Acquisition costs £'000	Share-based  payments £'000	Operating profit/(loss) £'000	Profit/(loss) before interest and tax £'000
Crime and Fire Defence	378	-	-	378	378
Fleet Systems	2,948	-	(46)	2,902	2,902
Infotec	943	-	(49)	894	894
Journeo A/S	293	-	(15)	278	278
Passenger Systems	1,472	-	(36)	1,436	1,436
	6,034	-	(146)	5,888	5,888
Central	(236)	(255)	-	(491)	(491)
	5,798	(255)	(146)	5,397	5,397

2024	Underlying operating profit/(loss) £'000	Acquisition costs £'000	Share-based  payments £'000	Operating profit/(loss) £'000	Profit/(loss) before interest and tax £'000
Fleet Systems	2,515	-	(28)	2,487	2,487
Infotec	2,083	-	(20)	2,063	2,063
Journeo A/s	277	-	(7)	270	270
Passenger Systems	193	-	(25)	168	168
	5,068	-	(80)	4,988	4,988
Central	(243)	-	20	(223)	(223)
	4,825	-	(60)	4,765	4,765

Net assets

Net assets attributed to each business segment represent the net external operating assets of that segment, excluding goodwill, bank balances and borrowings, which are shown as unallocated amounts, together with central assets and liabilities.

	Assets 2025 £'000	Liabilities 2025 £'000	Net assets/ (liabilities) 2025 £'000	Assets 2024 £'000	Liabilities 2024 £'000	Net assets/ (liabilities) 2024 £'000
Crime and Fire Defence	6,542	(3,447)	3,095	-	-	-
Fleet Systems	9,074	(5,995)	3,079	13,488	(8,031)	5,457
Infotec	4,544	(4,876)	(332)	3,120	(4,584)	(1,464)
Journeo A/S	2,507	(665)	1,842	2,083	(404)	1,679
Passenger Systems	5,610	(12,870)	(7,260)	5,032	(11,313)	(6,281)
	28,277	(27,853)	424	23,723	(24,332)	(609)
Goodwill	13,033	-	13,033	4,058	-	4,058
Cash and borrowings	12,029	(175)	11,854	14,318	(218)	14,100
Unallocated	80	(2,415)	(2,335)	51	(282)	(231)
Total	53,419	(30,443)	22,976	42,150	(24,832)	17,318

Geographical segments

	Revenue 2025 £'000	Gross profit 2025 £'000	Revenue 2024 £'000	Gross profit 2024 £'000
UK	47,501	17,754	39,189	12,560
International
- Scandinavia	3,858		4,473
- Other EU	721		507
- Non-EU	2,942		5,389
Total international	7,521	4,047	10,369	5,120
Total	55,022	21,801	49,558	17,680

Assets and liabilities by location

	2025 £'000	2024 £'000
Assets
UK	50,831	39,085
International	2,588	3,065
Total assets	53,419	42,150
Liabilities
UK	(29,745)	(24,505)
International	(698)	(327)
Total liabilities	(30,443)	(24,832)

4.  Taxation

(a) Analysis of charge in year:

	2025 £'000	2024 £'000
Current tax
UK corporation tax on the profit for the year (25%)	1,059	718
Swedish corporation tax on the profit for the year (22%)	5	-
Danish corporation tax on the profit for the year (22%)	64	-
Adjustments in respect of prior periods	(54)	(641)
Deferred tax charge	371	356
Total tax charge for the year	1,445	433

(b) Factors affecting the total tax charge for the year

The tax assessed for the year differs from the standard rate of corporation tax in the UK at 25% (2024: 25%). The differences are explained below:

	2025 £'000	2024 £'000
Profit before tax	5,598	4,953
Profit multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)	1,400	1,238
Effects of:
Expenses not deductible for tax purposes	125	25
Additional deduction for R&D expenditure	-	(324)
Prior year (over)/under provision	44	(487)
Change in unrecognised deferred tax assets	(124)	(19)
Total tax charge for the year	1,445	433

(c) Deferred tax asset/(liability)

The unrecognised and recognised deferred tax (assets)/liability comprise the following:

Group	Unrecognised		Recognised
	2025 £'000	2024 £'000	2025 £'000	2024 £'000
Tax losses	-	309	-	185
Short-term timing differences	-	10	-	-
Accelerated capital allowances	-	-	861	(318)
	-	319	861	(133)

The Group has no unutilised tax losses (2024: £1,275,000) which may be carried forward indefinitely.

5.  Profit per Ordinary Share

Basic Earnings Per Share (EPS) is calculated by dividing the earnings attributable to Ordinary Shareholders by the weighted average number of Ordinary Shares in issue during the year.

For diluted earnings, the weighted average number of Ordinary Shares in issue is adjusted to assume conversion of all dilutive potential Ordinary Shares.

Group	2025		2024
	Profit £'000	Per share amount Pence	Profit £'000	Per share amount Pence
Basic EPS
Profit attributable to Ordinary Shareholders	4,154	24.30	4,520	27.44
Diluted EPS
Profit attributable to Ordinary Shareholders	4,154	23.83	4,520	26.29

Details of the weighted average number of Ordinary Shares used as the denominator in calculating the earnings per Ordinary Share are given below:

	2025 '000	2024 '000
Basic weighted average number of shares	17,092	16,475
Dilutive potential Ordinary Shares	339	716
Diluted weighted average number of shares	17,431	17,191

6.  Goodwill

Goodwill acquired in a business combination is allocated at acquisition to the cash generating unit (CGU) that is expected to benefit from that business combination. The Group has five CGUs which are its five operating segments; Crime and Fire Defence, Infotec, Journeo Denmark, Fleet Systems, and Passenger Systems. The carrying amount of goodwill has been allocated to the CGUs as follows:

	Crime and Fire Defence £'000	Infotec £'000	Journeo Denmark £'000	Passenger systems £'000	Total £'000
As 31 December 2023	-	2,236	477	1,345	4,058
As 31 December 2024	-	2,236	477	1,345	4,058
Additions	8,975	-	-	-	8,975
At 31 December 2025	8,975	2,236	477	1,345	13,033

The Fleet Systems CGU has no goodwill allocated.

The Group tests goodwill annually for impairment as at 31 December, or more frequently if there are indications that goodwill might be impaired.

The recoverable amounts of the CGUs are determined based on a value-in-use calculation which uses cash flow projections based on financial budgets and business plans approved by the Directors covering a five-year period. Cash flows beyond that period have been extrapolated in perpetuity assuming no growth, which the Directors consider to be a conservative approach.

The key assumptions for the value-in-use calculations are those regarding discount rates and sales forecasts.

The discount rates needed to equate the net present value from these cash flows to the carrying value of goodwill are compared to the required rate of return from the CGU based upon an assessment of the time value of money, prevailing interest rates and the risks specific to the CGU. If this discount rate is in excess of the required rate of return then it is assumed that no impairment has occurred to the carrying value of goodwill.

The discount rates are as follows:

	2025 %	2024 %
Crime and Fire Defence	13	-
Infotec	13	13
Journeo Denmark	13	13
Passenger Systems	13	13

The discount rates used are based on the Board's judgement considering macroeconomic factors and reflecting specific risks in each segment such as the nature of the market served, the concentration of customers, cost profiles and barriers to entry.

Passenger Systems, Infotec and Journeo Denmark also have intangible assets, which are considered in the same value-in-use calculations as goodwill.

The Crime and Fire Defence, Passenger Systems, Infotec and Journeo Denmark cash flow projections used to determine value-in-use are based upon assumptions of sales, margins and cost bases. Of these assumptions the value-in-use is most sensitive to the level of sales. Margins are fixed in the forecast based upon past experience; the cost base is similarly based upon past experience and will vary depending upon the level of sales. In accordance with the requirements of IAS 36, our value-in-use calculations do not include cash flows from restructurings to which the Group is not yet committed.

The level of sales is the key assumption used in the cash flow forecast. Sales have been determined by management using estimates based upon past experience and future performance with reference to market position and the sales pipeline. The macroeconomic environment has improved and there continues to be an increase in the number and size of contracts available.

Sensitivity analysis has been performed on the pre-tax discount rates, which shows that a pre-tax discount rate of 17.9% (Crime and Fire), 65.0% (Infotec), 51.3% (Journeo Denmark) or 84.6% (Passenger Systems) would be required in order to eliminate the headroom which exists in these CGUs. The Directors consider that the discount rates used, which are already risk adjusted to capture the Directors' view of the extent to which each CGU is exposed to macroeconomic factors, represent a balanced view.

A sensitivity analysis has been performed on the impairment test. The Directors consider that an absolute change in the key sales assumption is possible and a reduction in the sales forecast in 2025 of 5% would result in headroom remaining in the current carrying value of goodwill.

The Directors believe that, based on the sensitivity analysis and stress testing performed, any reasonably possible change in the key assumptions on which the recoverable amounts are based would not cause the carrying amounts to exceed the recoverable amounts.

The value-in-use for the Group exceeds the carrying value of the assets by £26,193k (2024: £4,932k). There is no impairment to goodwill in the period (2024: no impairment).

7.  Reconciliation of operating profit to net cash inflow from operating activities

	2025 £'000	2024 £'000
Profit for the year	4,154	4,520
Adjustments for:
- Finance (income)	(202)	(188)
- Deferred tax	371	299
- Depreciation of property, plant and equipment	640	464
- Amortisation of intangible fixed assets	1,009	966
- Share-based payment expense	146	60
- Foreign exchange rate	(4)	(24)
- Acquisition costs	255	-
- Decrease in provisions	(970)	(259)
Operating cash flows before movement in working capital	5,399	5,832
Decrease in inventories	(435)	(388)
Decrease in receivables	3,286	126
(Decrease)/increase in payables	(1,095)	2,221
Cash inflow from operations	7,155	7,791
Income taxes received/(paid)	768	(471)
Interest received	293	271
Net cash inflow from operating activities	8,216	7,591

8.  Business acquired - Crime and Fire Defence Limited

On 1^st September 2025, the Group acquired 100% of the equity of Crime and Fire Defence Systems Limited (CFDS), a UK-based business. CFDS is a specialist infrastructure protection systems integrator in physical and cyber security solutions to the UK Critical National Infrastructure, Defence and Utilities markets.

The details of the business combination are as follows:

	£'000
Fair value of consideration
Amount settled in cash	10,711
Deferred consideration	2,000
Consideration shares	1,000
Total consideration	13,711
Identifiable net assets (recognised at fair value):
Other intangibles	1,425
Property, plant and equipment	1,103
Inventories	266
Trade and other receivables	4,562
Cash	918
Total assets	8,274
Equity and liabilities
Trade and other payables	(2,690)
Deferred revenue	(498)
Tax liabilities	(350)
Total liabilities	(3,538)
Net assets	4,736
Goodwill on acquisition	8,975
Consideration settled in cash	(10,711)
Cash and cash equivalents acquired	918
Net cash outflow on acquisition	(9,793)

Consideration transferred

The acquisition of CFDS was settled in cash amounting to £10,711k plus deferred consideration of £2,000k, and shares amounting to £1,000k. Acquisition-related costs amounting to £255k were incurred.

Identifiable net assets

The fair value of identifiable net assets acquired as part of the business combination amounted to £4,736k.

Separable intangible assets

One separable intangible asset was identified at acquisition, being the acquired customer relationships. The acquired customer list was valued by assessing a discounted cashflow based on expected customer attrition rates and using the Group discount factor of 13%. The useful life has been estimated at 5 years.

Goodwill

Goodwill is primarily related to the core growth expectations that are expected from combining CFDS and Journeo technologies and upselling this to existing customers.

CFDS contribution to the Group results

CFDS generated an underlying profit of £378k for the period from 1 September 2025 to the reporting date. Revenue for the period to the reporting date was £7,352k. In the twelve months to 30^th April 2025 CFDS sales were £17,331k with profit before tax of £2,355k.

9.  Availability of audited accounts

Copies of the 2025 audited accounts will be made available following the announcement of the date of our AGM. They will also be available on the Group's website (www.journeo.com) for the purposes of AIM Rule 26 and will be posted to shareholders in due course.

ENDS

 

END