Unaudited interim results
Summary by AI BETAClose X
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the company's obligations under Article 17 of MAR.
26 September 2025
Mirriad Advertising plc
("Mirriad" or the "Company")
Unaudited interim results
Mirriad, the leading in-content advertising and virtual product placement company, today announces unaudited interim results for the six months ended 30 June 2025. ("H1 2025" or the "Period").
H1 2025 highlights:
Strategic developments & KPIs:
· Cost-base reduction: Implemented significant monthly cost-base reductions from the c. £650k it stood at prior to placing announced in May, down to a current rate of c. £220k - an improvement on the quoted £250k we targeted at the time of the placing
· JV Partner performance: Multiple campaigns already secured under the restructured US operations with JV Partner, Rembrand, with significantly stronger revenue anticipated in Q4 aligned to historically seen seasonal demand
· Regional growth:
o Successfully launched in Austria with a first booking in a popular long-running reality TV franchise. The campaign has already gone into production and is currently scheduled to complete delivery around December
o New agreement in the Middle East
o Currently delivering our largest-ever campaign in the UK and have secured multiple bookings going into H2 2025 in Germany. The company is also exploring and negotiating further expansion opportunities now. As a result of this, coupled with improving market conditions, we are beginning to see an uptake in campaigns booked, and re-emerging visibility of greater demand in our core-focus regions, we expect a significant improvement on revenues in the six months ended 31 December 2025 ("H2 2025") and beyond
· Product development: Progress commencing on the piloting of white-labelling our platform to supply partners, with discussions underway with core European partners. This is expected to enable greater scalability and transaction efficiency and lead to increased sales
Financial headlines
· Revenue for H1 2025 of £199k (Six months ended 30 June 2024 ("H1 2024"): £390k)
o £106k from continued operations in Europe (H1 2024: £156k); and
o £93k from discontinued operations in USA (H1 2024: ££234k)
· Cash at the end of June 2025 of £2.4m (H1 2024: £8.3m)
· H1 2025 operating loss for the Period of £2.7m on continued operations (H1 2024: loss of £4.2m). This occurred as a result of exceptional restructuring costs associated with the necessary restructure and consultation period.
· Loss per share from continuing operations of 0.07p, improved from H1 2024 (H1 2024: loss 0.7p)
· Fundraise completed in June 2025 to raise gross proceeds of £1.7m
Louis Wakefield, CEO of Mirriad, said "Revenues for H1 2025 were very disappointing, however we believe trading was severely impacted by the internal turmoil caused by the necessary restructuring and distraction of the fundraise, which was largely compounded by external market conditions outside of our control.
"Following these difficulties in H1 2025 and the many difficult but necessary steps we were required to take, we believe that the Company is now better set up to capitalise on the global VPP opportunity and move towards our goal of positive cash-flow generation.
"Consequently, we believe we are much better positioned now looking forward."
James Black, Chair of Mirriad, said "In this six-month period Mirriad has had to undergo a radical change. The board continues to believe our product is best in class and there is a significant market for VPP. The rate of adoption has been much too slow however, and this has been a big disappointment to Mirriad, our shareholders, and many partners around the world.
"I am pleased we appointed Louis, our new CEO, who has led the restructuring. Our US sales are now executed by our US JV Partner, Rembrand, while Louis concentrates on Europe and the ROW. This restructuring caused significant disruption in H1 2025 but we are much better positioned to get to cashflow breakeven and profitability on our revised cost base.
"We are now working more closely with our broadcasting partners to generate revenue and as we enter Q4 (our most important quarter) with a stronger focus and a much lower cost base we look to deliver a stronger H2 2025. I would like to thank our shareholders for their continuing support in our recent placing."
For further information please visit www.mirriad.com or contact:
|
Mirriad Advertising plc Louis Wakefield, Chief Executive Officer James Black, Chairman
|
Tel: +44 (0)20 7884 2530 |
|
Nominated Adviser & Broker: Allenby Capital Limited James Reeve / Lauren Wright (Corporate Finance) Guy McDougall / Matt Butlin (Sales and Corporate Broking) |
Tel: +44 (0)20 3328 5656 |
About Mirriad
The leader in virtual product placement and in-content advertising, Mirriad's multi-patented and award-winning platform dynamically inserts products and brands into Television, SVOD/AVOD, Music, and Influencer content. Mirriad creates net-new revenue opportunities for content owners with an ad format that virtually integrates brands in entertainment content, drives exceptional performance for advertisers and dramatically improves the viewing experience.
Mirriad currently operates in the Europe and India.
Chief Executive Officer's Statement
Following my first address to shareholders in the Annual Report, I am pleased to once again update you through our Interim Report.
The first half of the year proved challenging, reflecting the internal turbulence of the events that occurred in H1 2025 and the material impact this had on our ability to generate business. During the period we were in advanced discussions in relation to a possible offer for the entire issued and to be issued ordinary share capital of the Company. When these discussions ceased on 30 April 2025, the directors were forced to take urgent action; leading to our fundraise announced in May. One key contingency of our fundraise was a full restructure of the Company. We have achieved this goal and now have a much leaner cost-base, whilst retaining our full operational capacity and capability for our partners. A key part of the reorganisation was to restructure our operations in the US via a newly formed joint venture with our partner Rembrand. This exchanged all liabilities in the US for a future revenue share and will enable us to trade profitably in the US going forward for the first time.
The Company's ability to drive impactful revenues in H1 2025 was significantly affected by this internal turmoil. This was compounded further by the external uncertainty driven by US political headwinds, that affected not only our US business but also eventually impacted European budgets.
Despite this, we enter the second half of the year with renewed optimism, supported by close consultation with our core partners, (and their expectations), and encouraging early signs of recovery.
In Europe, we are currently delivering our largest-ever campaign to-date and have secured multiple bookings in Germany with both recurring and new clients. Further discussions are underway with leading advertisers across the region for H2 2025, supported by new promotional packages developed closely with our partners. Beyond Germany, we have successfully expanded into the Middle East, and now Austria too with our first campaign now booked in the region. We're also exploring additional opportunities in emerging markets through light-touch sales models designed to generate recurring revenue in previously untapped regions.
In the US, Rembrand has secured multiple campaign bookings, and we are in regular consultation with them to align the US offering. Inline with previous years, the sales team expect to capture the typically strong sales uplift we see in Q4, particularly around holiday-themed content. The now-profitable setup of this new structure provides a solid foundation for our sustained growth.
We have been developing a white-label solution, in order to generate a SaaS model, through enabling broadcasters to productize our approvals platform and re-brand as an in-house product. We are actively demonstrating and in discussions to pilot this solution with several key European partners, and believe when fully adopted it will address historic challenges by: streamlining approvals challenges, automating transactions, enabling greater scalability, and reducing the reliance on high-touch sales processes.
Taken together, a stronger European pipeline, encouraging U.S. momentum, progress in new markets, seasonality of demand, and a leaner cost base, we believe we are well positioned for a much-improved second half. These factors underpin our confidence of being best set up to achieve our goal of reaching cash flow positivity.
Financial review
Interim results
Group revenue for the first half of the year was £106k from continued operations (Europe) and £93k from discontinued operations (USA) (H1 2024: £156k from continued operations (Europe) and £234k from discontinued operations (USA)), representing a 49% year-on-year decline (on a combined basis of continued and discontinued operations). The reduction reflects weaker U.S. trading conditions in Q1 due to political uncertainty, which in turn began to effect trading condition in Europe prior to the beginning of H2 2025. We believe this will be offset by the greater trading potential we're beginning to see going into H2 2025.
Operating loss for the period was £2.7m (H1 2024: £4.2m), largely driven by exceptional one-offs and costs associated with the restructuring. This reduction reflects continued cost discipline and efficiency improvements.
We successfully reduced our monthly operating expenses from circa £650k in April 2025 to approximately £220k currently following the restructuring undertaken around May. Savings were realised primarily in staff costs and overheads, with further potential for technology and licensing cost-savings in H2 2025 as the leaner structure beds in further over time and as we introduce new efficiencies into our operational work-flows through leveraging the latest technological innovations.
As part of the joint venture arrangements, the Company sold 20 per cent. of Mirriad Inc. to Rembrand in June 2025 for total consideration of £200k. Whilst we continue to own the majority of Mirriad Inc., under the terms of the agreement we ceded operational control on a day-to-day level to Rembrand in exchange for them absorbing all liabilities of the entity and Mirriad being provided with a revenue share of sales. As the Company no longer holds significant operating or board control in Mirriad Inc., it is presented as a financial asset at fair value at the period end and the results of Mirriad Inc. are no longer consolidated within the Group accounts. This presentation resulted in a fair value gain of £57k during the period.
Looking ahead to the second half, the Group expects revenue momentum in Europe to increase, with multiple campaigns secured for H2 2025. In the US, the joint venture is expected to deliver a strong contribution as the new sales teams settle in and drive the market forward, and as the seasonal demand picks-up in Q4. Together with the reduced cost base, these factors provide the Board with confidence that we will be able to increase revenues and build on the partner momentum we have driven-to-date.
Dividend
No dividend has been proposed for the Period ended 30 June 2025 (H1 2024: £nil).
Accounting policies
These condensed consolidated interim financial statements for the half-year reporting period ended 30 June 2025 have been prepared in accordance with the UK-adopted International Accounting Standard (IAS) 34, 'Interim Financial Reporting'.
Condensed consolidated statement of profit or loss and condensed statement of comprehensive income for the six months ended 30 June 2025
|
|
Note |
Six months ended 30 June 2025 (unaudited) £000 |
Six months ended 30 June 2024 (unaudited) £000 |
Year ended 31 December 2024 (audited) £000 |
|
Revenue |
5 |
106 |
156 |
344
|
|
Cost of sales |
|
(98) |
(174) |
(338) |
|
Gross Profit/(loss) |
|
8 |
(18) |
6 |
|
Administrative expenses |
|
(2,717) |
(4,179) |
(7,498) |
|
Operating Loss |
|
(2,709) |
(4,197) |
(7,492) |
|
Finance income |
|
28 |
31 |
97 |
|
Finance costs |
|
(7) |
- |
- |
|
Finance income net |
|
21 |
31 |
97 |
|
Loss before income tax |
|
(2,688) |
(4,166) |
(7,395) |
|
Income tax credit |
|
149 |
179 |
317 |
|
Loss for the period/year |
|
(2,539) |
(3,987) |
(7,078) |
|
|
|
|
|
|
|
Discontinued operations |
|
|
|
|
|
Loss for the period from discontinued operations |
6 |
(539) |
(780) |
(1,330) |
|
Gain on disposal |
6 |
57 |
- |
- |
|
Total loss for the period/year |
|
(3,021) |
(4,767) |
(8,408) |
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
Items that may be reclassified to profit or loss: |
|
|
|
|
|
Transfer of surrendered options |
|
- |
- |
371 |
|
Exchange differences on translation of foreign operations |
|
(26) |
8 |
15 |
|
Total comprehensive loss for the period/year |
|
(3,047) |
(4,759) |
(8,022) |
|
|
|
|
|
|
|
Loss per share |
|
|
|
|
|
Basic and diluted loss per ordinary share from continuing operations |
7 |
(0.07p) |
(0.7p) |
(0.9p) |
|
Basic and diluted loss per ordinary share from discontinued operations |
7 |
(0.01p) |
(0.1p) |
(0.1p) |
|
|
|
(0.08p) |
(0.8p) |
(1p) |
Condensed consolidated balance sheet
At 30 June 2025
|
|
Note |
As at 30 June 2025 (unaudited) £000 |
As at 30 June 2024 (unaudited) £000 |
As at 31 December 2024 (audited) £000 |
|
|
|
|
|
|
|
Assets Non-current assets |
|
|
|
|
|
Property, plant and equipment |
|
17 |
123 |
30 |
|
Right of use asset |
|
82 |
- |
- |
|
Financial assets |
|
150 |
- |
- |
|
Trade and other receivables |
|
- |
- |
20 |
|
|
|
249 |
123 |
50 |
|
Current assets |
|
|
|
|
|
Trade and other receivables |
|
906 |
1,233 |
1,461 |
|
Other current assets |
|
513 |
636 |
346 |
|
Cash and cash equivalents |
|
2,400 |
8,291 |
4,783 |
|
|
|
3,819 |
10,160 |
6,590 |
|
Total assets |
|
4,068 |
10,283 |
6,640 |
|
Liabilities |
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
Lease liabilities |
|
25 |
- |
- |
|
|
|
25 |
- |
- |
|
Current liabilities |
|
|
|
|
|
Trade and other payables |
|
1,441 |
1,978 |
1,874 |
|
Current tax liabilities |
|
14 |
14 |
14 |
|
Lease liabilities |
|
43 |
48 |
- |
|
|
|
1,498 |
2,040 |
1,888 |
|
Total liabilities |
|
1,523 |
2,040 |
1,888 |
|
|
|
|
|
|
|
Net Assets |
|
2,545 |
8,243 |
4,752 |
|
|
|
|
|
|
|
Equity and Liabilities Equity attributable to owners of the parent |
|
|
|
|
|
Share capital |
8 |
221 |
60 |
60 |
|
Share premium |
|
78,888 |
77,719 |
77,719 |
|
Share based payment reserve |
|
2,719 |
5,990 |
5,762 |
|
Retranslation reserve |
|
(43) |
(305) |
(298) |
|
Accumulated losses |
|
(79,240) |
(75,221) |
(78,491) |
|
Total equity |
|
2,545 |
8,243 |
4,752 |
Condensed consolidated statement of changes in equity
For the six months ended 30 June 2025
|
|
|
Six months ended 30 June 2024 (unaudited) |
|||||
|
|
|
Share Capital £000 |
Share Premium £000 |
Share based payment reserve £000 |
Retranslation reserve £000 |
Accumulated Losses £000 |
Total Equity £000 |
|
Balance as at 1 January 2024 |
|
55 |
71,408 |
5,879 |
(313) |
(70,454) |
6,575 |
|
Loss for the period |
|
- |
- |
- |
- |
(4,767) |
(4,767) |
|
Other comprehensive income for the period |
|
- |
- |
- |
8 |
- |
8 |
|
Total comprehensive loss for the period |
|
- |
- |
- |
8 |
(4,767) |
(4,759) |
|
Proceeds from shares issued |
|
5 |
6,786 |
- |
- |
- |
6,791 |
|
Share issue costs |
|
- |
(475) |
- |
- |
- |
(475) |
|
Share based payments recognised as expense |
|
- |
- |
111 |
- |
- |
111 |
|
Total transactions with shareholders recognised directly in equity |
|
5 |
6,311 |
111 |
- |
- |
6,427 |
|
Balance as at 30 June 2024 |
|
60 |
77,719 |
5,990 |
(305) |
(75,221) |
8,243 |
|
|
|
Year ended 31 December 2024 (audited) |
|||||||
|
|
|
Share Capital £000 |
Share Premium £000 |
Share based payment reserve £000 |
Retranslation reserve £000 |
Accumulated Losses £000 |
Total Equity £000 |
||
|
Balance at 1 January 2024 |
|
55 |
71,408 |
5,879 |
(313) |
(70,454) |
6,575 |
||
|
Loss for the financial year |
|
- |
- |
- |
- |
(8,408) |
(8,408) |
||
|
Other comprehensive income for the year |
|
- |
- |
- |
15 |
371 |
386 |
||
|
Total comprehensive loss for the year |
|
- |
- |
- |
15 |
(8,037) |
(8,022) |
||
|
Proceeds from shares issued |
|
5 |
6,786 |
- |
- |
- |
6,791 |
||
|
Share issue costs |
|
- |
(475) |
- |
- |
- |
(475) |
||
|
Transfer of surrendered options |
|
- |
- |
(371) |
- |
- |
(371) |
||
|
Share based payments recognised as expense |
|
- |
- |
254 |
- |
- |
254 |
||
|
Total transactions with shareholders recognised directly in equity |
|
5 |
6,311 |
(117) |
- |
- |
6,199 |
||
|
Balance as at 31 December 2024 |
|
60 |
77,719 |
5,762 |
(298) |
(78,491) |
4,752 |
||
|
|
|
Six months ended 30 June 2025 (unaudited) |
|||||
|
|
|
Share Capital £000 |
Share Premium £000 |
Share based payment reserve £000 |
Retranslation reserve £000 |
Accumulated Losses £000 |
Total Equity £000 |
|
Balance at 1 January 2025 |
|
60 |
77,719 |
5,762 |
(298) |
(78,491) |
4,752 |
|
Loss for the financial year |
|
- |
- |
- |
- |
(3,021) |
(3,021) |
|
Other comprehensive income for the year |
|
- |
- |
- |
(26) |
- |
(26) |
|
Total comprehensive loss for the year |
|
- |
- |
- |
(26) |
(3,021) |
(3,047) |
|
Proceeds from shares issued |
|
161 |
1,444 |
- |
- |
- |
1,605 |
|
Share issue costs |
|
- |
(275) |
- |
- |
- |
(275) |
|
Reclassification of foreign currency transaction on disposal of subsidiary |
|
|
|
|
281 |
|
281 |
|
Transfer of surrendered options |
|
- |
- |
(2,272) |
- |
2,272 |
- |
|
Share based payments recognised as expense |
|
- |
- |
(771) |
- |
- |
(771) |
|
Total transactions with shareholders recognised directly in equity |
|
161 |
1,169 |
(3,043) |
281 |
2,272 |
840 |
|
Balance as at 30 June 2025 |
|
221 |
78,888 |
2,719 |
(43) |
(79,240) |
2,545 |
Condensed consolidated statement of cash flows for the six months ended 30 June 2025
|
|
Note |
Six months ended 30 June 2025 (unaudited) £000 |
Six months ended 30 June 2024 (unaudited) £000 |
Year ended 31 December 2024 (audited) £000 |
|
Cash flow used in operating activities |
9 |
(3,393) |
(4,032) |
(7,938) |
|
Tax credit received |
|
- |
- |
457 |
|
Taxation paid |
|
- |
(11) |
(29) |
|
Interest received |
|
28 |
31 |
97 |
|
Net cash used in operating activities |
|
(3,365) |
(4,012) |
(7,413) |
|
|
|
|
|
|
|
Cash flow from investing activities |
|
|
|
|
|
Purchase of tangible assets |
|
- |
(9) |
(20) |
|
Proceeds from disposal of discontinued operation |
|
(323) |
- |
- |
|
Net cash used in investing activities |
|
(323) |
(9) |
(20) |
|
|
|
|
|
|
|
Cash flow from financing activities |
|
|
|
|
|
Proceeds from issue of ordinary share capital (net of costs of issue) |
|
1,330 |
6,316 |
6,316 |
|
Payment of lease liabilities |
|
(26) |
(113) |
(209) |
|
Net cash used in financing activities |
|
1,304 |
6,203 |
6,107 |
|
|
|
|
|
|
|
Net (decrease)/increase in cash and cash equivalents |
|
(2,383) |
2,182 |
(1,326) |
|
Cash and cash equivalents at the beginning of the period/year |
|
4,783 |
6,109 |
6,109 |
|
Cash and cash equivalents at the end of the period/year |
|
2,400 |
8,291 |
4,783 |
|
Cash and cash equivalents consists of |
|
|
|
|
|
Cash at bank and in hand |
|
2,400 |
8,291 |
4,783 |
|
Cash and cash equivalents |
|
2,400 |
8,291 |
4,783 |
|
|
|
|
|
|
|
Cash and cash equivalents of continuing operations at the end of the financial period |
|
2,400 |
7,406 |
4,023 |
|
Cash and cash equivalents of discontinued operations at the end of the financial period |
|
- |
885 |
760 |
1 Basis of preparation
These condensed consolidated interim financial statements for the six-month reporting period ended 30 June 2025 have been prepared in accordance with International Accounting Standard (IAS) 34, 'Interim Financial Reporting'.
The interim report does not include all of the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 31 December 2024, which has been prepared in accordance with UK-adopted international accounting Standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards.
These condensed interim consolidated financial statements for the six months ended 30 June 2025 and for the six months ended 30 June 2024 do not constitute statutory accounts as defined in Section 434 of the Companies Act and are unaudited. The financial information for the six months ended 30 June 2025 presents financial information for the consolidated Group, including the financial results of the Company's wholly owned subsidiaries Mirriad Advertising Private Limited, Mirriad Software Science and Technology (Shanghai) Co. Ltd (liquidated in 2023), and Mirriad Limited (dormant).
On 1 June 2025, the Company disposed of its controlling interest in Mirriad Inc. Accordingly, the results of Mirriad Inc. for the period up to disposal have been presented as discontinued operations.
The Board approved these interim financial statements on 26 September 2025.
1.1 Going concern
These condensed interim financial statements have been prepared on the going concern basis, notwithstanding the Group having made a loss for the period of £3 million (30 June 2024: £4.8 million). The going concern basis assumes that the Group and Company will have sufficient funds available to continue to trade for the foreseeable future and not less than 12 months from the end of the financial period being reported.
The Group's cash balance was £2.4 million at the period end and the Group remains debt free with no external borrowing.
The Company announced a Placing and Retail Offer that raised approximately £1.3m after fees on 14 May 2025. The Company said at that time that the Directors anticipated that the proceeds of this fundraise could provide sufficient funding to achieve their target of reaching trade cash flow break-even, based on base case forecasts which assume both revenue growth and cost savings being achieved over the next 18 months. After making enquiries and producing cash flow forecasts for the period up to 31 December 2025, the Directors have reasonable expectations, as at the date of approving the financial statements, that the Company and the Group will have adequate resources to fund the activities of the Company and the Group for the next 12 months from the date of the financial period being reported.
2 Accounting Policies
The accounting policies applied are consistent with those of the annual report and accounts for the year ended 31 December 2024, as described in those financial statements other than standards, amendments and interpretations which became effective after 1 January 2025 and were adopted by the Group. These have had no significant impact on the Group's loss for the period or equity.
There are no items affecting assets, liabilities, equity, net income or cash flows that are unusual because of their nature, size or incidence which are required to be disclosed under IAS 34 para 16A(c).
There are no events after the interim reporting period which are required to be reported under IAS 34 para 16A(h).
Except for the fair value of the retained interest in Mirriad Inc. as disclosed in Note 6 there are no financial instruments being measured at fair value which require disclosure under IAS 34 para 16A(j).
3 Group financial risk factors
The condensed interim financial statements do not contain all financial risk management information and disclosures required in annual financial statements; the information should be read in conjunction with the financial information, as at 31 December 2024, summarised in the 2024 annual report and accounts. There have been no significant changes in any risk management policies since 31 December 2024.
4 Critical accounting estimates, judgements and errors
The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results might differ from these estimates. IAS34(16A)(d) In preparing these condensed interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended 31 December 2024.
There are no changes in estimates of amounts reported in prior financial years.
5 Segment information
Management mainly considers the business from a geographic perspective since the same services are effectively being sold in every Group entity. Therefore, regions considered for segmental reporting are where the Company and subsidiaries are based, namely the UK and India. The revenue is classified by where the sales were booked not by the geographic location of the customer.
In the current and prior reporting period there is no income outside of the primary business activity.
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the steering committee that makes strategic decisions. The steering committee is made up of the Board of Directors. There are no sales between segments. The revenue from external parties reported to the strategic steering committee is measured in a manner consistent with that in the income statement.
The Parent company is domiciled in the United Kingdom. The amount of revenue from external customers by location of the Group billing entity is shown in the tables below.
Revenue
|
|
Six months ended 30 June 2025 (unaudited) £000 |
Six months ended 30 June 2024 (unaudited) £000 |
Year ended 31 December 2024 (audited) £000 |
|
Turnover by geography |
|
|
|
|
USA* |
- |
- |
- |
|
UK |
106 |
156 |
344 |
|
Total |
106 |
156 |
344 |
*Revenue of £93k from the USA was included within discontinued operations (H1 2024: £234k; year ended 31 December 2024: £659k).
Loss before tax
EBITDA is the loss for the year before depreciation, amortisation, interest and tax. The loss before tax is broken down by segment as follows:
|
|
Six months ended 30 June 2025 (unaudited) £000 |
Six months ended 30 June 2024 (unaudited) £000 |
Year ended 31 December 2024 (audited) £000 |
|
UK |
(3,392) |
(3,597) |
(6,428) |
|
India |
(54) |
(342) |
(576) |
|
Adjusted EBITDA |
(3,446) |
(3,939) |
(7,004) |
|
Share-based payment expense |
771 |
(111) |
(254) |
|
Total EBITDA |
(2,675) |
(4,050) |
(7,258) |
|
Depreciation |
(34) |
(147) |
(234) |
|
Finance income/(costs) net |
21 |
31 |
97 |
|
Loss before tax |
(2,688) |
(4,166) |
(7,395) |
6 Discontinued operations
On 1 June 2025, the Group disposed of its controlling interest in Mirriad Inc. for total consideration of £200k. In accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations, the results of Mirriad Inc. have been presented as a discontinued operation to the date of disposal and are no longer consolidated within the Group.
The disposal resulted in a fair value gain of £57k which has been recognised within discontinued operations for the period. The Group has retained an investment in Mirriad Inc., which has been classified as a financial asset in accordance with IFRS 9 Financial Instruments and measured at fair value of £150k as at 30 June 2025.
The results of Mirriad Inc. for the period are presented below:
|
|
Six months ended 30 June 2025 (unaudited) £'000 |
|
Revenue |
93 |
|
Cost of sales |
(170) |
|
Gross loss |
(77) |
|
Administrative expenses |
(462) |
|
Operating loss from discontinued operations |
(539) |
|
Net finance costs |
- |
|
Loss for the year before taxation from discontinued operations |
(539) |
|
Income tax credit |
- |
|
Loss for the year after taxation from discontinued operations |
(539) |
|
Gain on disposal |
57 |
|
Profit from discontinued operations after taxation |
(482) |
The net assets disposed of and gain on disposal, in relation to Mirriad Inc are as follows:
|
|
Six months ended 30 June 2025 (unaudited) £'000 |
|
Net assets disposed of and gain on disposal |
|
|
Property, plant and equipment |
2 |
|
Trade and other receivables |
8 |
|
Net assets |
10 |
|
|
|
|
Consideration received in cash and cash equivalents, net of transaction costs |
198 |
|
Reclassification of foreign currency translation reserve |
(281) |
|
Fair value gain on retained interest |
150 |
|
|
|
|
Gain on sale of discontinued operation |
57 |
|
|
|
|
Net cash outflow arising on disposal: |
|
|
Consideration received in cash and cash equivalents, net of transaction costs |
198 |
|
Less cash and cash equivalents disposed of |
(520) |
|
Net cash outflow |
323 |
7 Loss per share
(a) Basic
Basic loss per share is calculated by dividing the loss for the period/year by the weighted average number of ordinary shares in issue during the period/year. Potential ordinary shares are not treated as dilutive as the Group is loss making and such shares would be anti-dilutive.
|
Group |
Six months ended 30 June 2025 |
Six months ended 30 June 2024 |
Year ended 31 December 2024 |
|
Loss after tax from continuing operations attributable to owners of the parent (£000) |
(2,539) |
(3,987) |
(7,078) |
|
Loss after tax from discontinued operations attributable to the owners of the parent (£'000) |
(482) |
(780) |
(1,330) |
|
Weighted average number of ordinary shares in issue (Number) |
3,412,123,786 |
594,832,369 |
814,912,720 |
The loss per share for the period from continuing operations was 0.07p (H1 2024: 0.7p; year ended 31 December 2024: 0.9p).
The loss per share for the period from discontinued operations was 0.01p (H1 2024: 0.1p; year ended 31 December 2024: 0.1p).
No dividends were paid during the period (H1 2024: £nil; year ended 31 December 2024: £nil).
(b) Diluted
Potential ordinary shares are not treated as dilutive as the Group is loss making and such shares would be anti-dilutive.
8 Share capital
Ordinary shares of £0.00001 each
|
|
|
|
Allotted and fully paid |
Number |
|
At 1 January 2025 |
1,032,600,894 |
|
Issued during the period |
16,039,746,900 |
|
At 30 June 2025 |
17,072,347,794 |
During the period 16,039,746,900 Ordinary Shares were issued for £0.01p per share as part of a £1.6million gross fundraise from new and existing shareholders. This was split as follows:
· 15,000,000,000 Ordinary Shares issued on 4 June 2025 from the Conditional Placing; and
· 1,039,746,900 Ordinary Shares issued on 4 June 2025 from the Retail Offer.
9 Net cash flows used in operating activities
|
|
|
Six months ended 30 June 2025 (unaudited) £000 |
Six months ended 30 June 2024 (unaudited) £000 |
Year ended 31 December 2024 (audited) £000 |
|
Loss for the financial period / year from continued operations |
|
(2,539) |
(3,987) |
(7,078) |
|
Loss for the financial period / year from discontinued operations |
|
(482) |
(780) |
(1,330) |
|
Adjustments for: |
|
|
|
|
|
Tax on loss on ordinary activities |
|
(149) |
(179) |
(317) |
|
Interest income |
|
(28) |
(31) |
(97) |
|
Lease interest costs |
|
7 |
- |
- |
|
Operating loss: |
|
(3,191) |
(4,977) |
(8,822) |
|
Amortisation of right-of-use assets |
|
23 |
125 |
164 |
|
Depreciation of tangible assets |
|
11 |
22 |
70 |
|
Loss on disposal of disposal of tangible assets |
|
- |
- |
14 |
|
Bad debts reversals |
|
- |
(16) |
(20) |
|
Gain on disposal of subsidiary |
|
(57) |
|
|
|
Share based payment charge |
|
(771) |
111 |
254 |
|
Foreign exchange variance |
|
(26) |
8 |
15 |
|
Movement in provisions |
|
- |
(41) |
- |
|
- Decrease in debtors |
|
532 |
1,091 |
846 |
|
(Decrease)/ increase in creditors |
|
86 |
(355) |
(459) |
|
Cash flow used in operating activities |
|
(3,393) |
(4,032) |
(7,938) |
10 Related party transactions
There is no ultimate controlling party.
There were no related party transaction during the period.
11 Other disclosures
There are no items affecting assets, liabilities, equity, net income or cash flows that are unusual because of their nature, size or incidence which are required to be disclosed under IAS 34 paragraph 16A(c).
There are no events after the interim reporting period which are required to be reported under IAS 34 paragraph 16A(h).
Except for the fair value of the retained interest in Mirriad Inc. as disclosed in Note 6 there are no financial instruments being measured at fair value which require disclosure under IAS 34 paragraph 16A(j).
12 Availability of Interim Report
Electronic copies of this interim financial report will be available on the Company's website at www.mirriadplc.com/investor-relations.
13 Post balance sheet events
There were no events after the period.
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