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RNS Number : 7356G Huddled Group PLC 03 June 2026
----3
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.
Huddled Group plc
("Huddled", the "Company" or the "Group")
Full Year Results for the Year Ended 31 December 2025
Huddled Group plc (AIM:HUD), the circular economy e-commerce business, is
pleased to announce its audited full year results for the year ended 31
December 2025 ("FY2025").
Highlights
· FY2025 revenue increased 44% to £18,650,000 (FY2024 restated for
discontinued operations: £12,928,000).
· FY2025 gross profit increased 20-fold to £730,000 (FY2024
restated for discontinued operations: £35,000).
· FY2025 adjusted EBITDA loss narrowed to £2,625,000 in the period
(FY2024 restated for discontinued operations: £2,939,000).
· Discount Dragon revenue flat vs FY2024 but adjusted EBITDA loss
narrowed to £649,000 in FY2025 (FY2024: £1,537,000 loss) due to focus on
fewer but more profitable orders.
· Nutricircle revenue increased to £5,034,000 (FY2024 since
acquisition in April 2024: £1,644,000).
· Boop Beauty revenue increased to £2,844,000 in FY2025 (FY2024
since launch in September 2024: £494,000). Decision to pivot to Beauty Box to
be sold via Peeko website and marketplaces.
Enquiries:
For further information please visit www.huddled.com/investors, or contact:
Huddled Group plc investors@huddled.com
Martin Higginson
Dan Wortley
Zeus (Nominated Adviser and Sole Broker) Tel + 44 (0) 203 829 5000
James Hornigold, George Duxberry (Investment Banking)
Dominic King (Corporate Broking)
Shard Capital LLP
Erik Woolgar
Alma Strategic Communications (Financial PR) huddled@almastrategic.com
Rebecca Sanders-Hewett
Sam Modlin
Chairman's Statement
Introduction
We have grown revenue from £12.93m in 2024 to £18.65m in 2025 - a 44%
increase. More importantly, gross profit grew from just £35k to £730k - a
20-fold improvement in a single year. This was achieved through deliberate,
disciplined decisions made during the year to prioritise quality of earnings
over revenue.
Discount Dragon
Revenue held firm at £10.7m. We identified early that a significant
proportion of customers were coming to the site for one-off promotions and not
returning and therefore we have addressed this issue.
As a result, The EBITDA loss reduced from £1.54m in 2024 to £649k in 2025 -
a 58% improvement. Product margin per order improved from £15.14 in H1 2025
to £17.45 in H2 2025. We processed 300,000 orders during the year, with
several individual days exceeding £50k.
Nutricircle
Revenue grew significantly from £1.6m to £5.0m - an increase of £3.4m, over
200%. Orders more than trebled, from 47,754 to 155,555. Gross Margin per order
improved from £14.55 in H1 2025 to £17.41 in H2 2025 - an improvement of
almost 20% in a single half-year.
Boop Beauty
Revenue grew from £0.5m to £2.8m. However, the model of heavily discounting
branded beauty products created friction with our supplier base and margins
that were not attractive. We took the decision not to persevere with a model
that wasn't working. Instead, we pivoted to Beauty Box - a curated collection
of premium products that deliver genuine customer value, and works for our
brand partners as well, generating a solid margin at volume. Early results in
2026 are encouraging, and this is now a concept we can scale with confidence.
THG Fulfil
One of our key decisions in 2025 was our migration to THG Fulfil.
For too long, fulfilment was limiting our growth. Surges in demand led to
delayed orders, picking errors, and customers who didn't come back. We knew
that we needed to solve this issue.
THG Fulfil, with their fully robotic operation gives us the ability to offer
customers next-day delivery on orders placed up to 11pm - a proposition that
rivals the very best in UK ecommerce. We have restructured our product range
around their model, moving from an average of 12 picks per order to circa 6,
increasing average item values, and eliminating loss-making low-value lines
entirely. That is a fundamental shift.
We have also reduced our delivery charge to £3.99 for next-day delivery, with
free delivery on orders over £50 - a significant competitive advantage.
Outlook
Our Trustpilot scores are at their highest ever. Our supplier relationships
have never been stronger. Our fulfilment capability is now genuinely
world-class. And our marketing channels - proven to acquire customers at
volume - are ready to be reopened at scale.
We have now entered 2026 with a business that is operationally sound,
commercially focused, and built to grow.
Martin Higginson
Executive Chairman
Financial Review
Income statement
Below is a summary of divisional trading from continuing operations in the
year:
Discount Dragon Nutricircle Boop Head Office Total
Beauty
£'000 £'000 £'000 £'000 £'000
Revenue 10,772 5,034 2,844 - 18,650
Gross profit/(loss) 396 570 (236) - 730
Adjusted EBITDA 1 (#_ftn1) (649) (5) (863) (1,108) (2,625)
Loss before tax (1,614) (148) (1,065) (1,206) (4,033)
Revenue in the year increased 44% to £18,650,000 (FY2024 2 (#_ftn2) :
£12,928,000).
The Group's adjusted EBITDA loss narrowed to £2,625,000 in the period
(FY2024: £2,939,000).
The Group reported a loss before tax from continuing operations of £4,033,000
for the year (FY2024: £3,725,000). This was stated after £415,000 of
amortisation (of which £277,000 related to Discount Dragon and Nutricircle
intangible assets recognised on acquisition) and £171,000 of depreciation.
One-off costs of £755,000 related mainly to warehouse relocations and
restructuring costs.
Discount Dragon reported revenue of £10,772,000 in the year, in line with the
£10,790,000 in FY2024. This was due to an intentional move towards fewer,
more profitable orders in H2 2025. This helped the division report a gross
profit in the period of £396,000, a positive swing of £547,000 compared with
the gross loss of £151,000 recorded in the prior year despite comparable
revenues. Driven by this improvement in gross profit and lower divisional
overheads due to the economies of leveraging costs across divisions, Discount
Dragon's adjusted EBITDA loss narrowed to £649,000 (FY2024: £1,537,000).
Nutricircle reported revenue of £5,034,000 in the year, up from £1,644,000
in the prior period since its acquisition in April 2024. Nutricircle delivered
a gross profit of £570,000 (FY2024: £230,000). Nutricircle's adjusted EBITDA
loss narrowed to £5,000 (FY2024 since acquisition in April 2024: £68,000).
Boop Beauty reported revenue of £2,844,000 in the year, up from £494,000 in
the previous year following its launch in September 2024. Boop Beauty made a
gross loss of £236,000 in the year (FY2024: gross loss of £44,000). Boop
Beauty's adjusted EBITDA loss widened to £863,000 (FY2024 since launch in
September 2024: £200,000).
Head office costs remained relatively flat at £1,108,000 (FY2024:
£1,134,000).
Cash flow
Net cash flows in the period are summarised as follows:
£'000
Operating cash outflow (2,986)
Investing cash outflow (442)
Financing cash inflow 2,032
Net cash outflow (1,396)
Operating cash flows benefited from a net working capital inflow of £509,000,
of which £364,000 related to the unwinding of the Let's Explore business.
Inventories increased only marginally in the year, despite the 44% increase in
revenue. Inventories at the end of the year stood at £1,127,000, up from
£1,096,000 at the end of the prior period when adjusting for inventories
relating to the discontinued Let's Explore business. Reducing inventory cover
was an objective in the period, and we achieved a reduction to 41 days in
2025, down from 51 days in 2024. The intention is to reduce this further in
2026.
Investing cash outflows of £442,000 consisted of intangible asset additions
of £250,000 (mainly software development) and net property, plant and
equipment additions of £192,000.
The net financing cash inflow of £2,032,000 was driven by a £1,415,000
equity fundraise (net of expenses) and a net increase of loans and leases in
the period of £658,000. Finance costs and income in the year were £59,000
and £18,000 respectively.
HUDDLED GROUP
PLC
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
Restated
Year Ended Year Ended
31 December 31 December
2025 2024
£'000 £'000
Note
Revenue 18,650 12,928
Cost of sales (17,920) (12,893)
--------------- ---------------
Gross profit 730 35
Administrative expenses (4,722) (3,888)
--------------- ---------------
Loss from operations (3,992) (3,853)
Memorandum:
Adjusted EBITDA (2,625) (2,939)
Depreciation 8 (171) (97)
Amortisation 9 (415) (330)
Loss on disposal of non-current assets (26) -
One-off costs 5 (755) (487)
--------------- ---------------
Loss from operations (3,992) (3,853)
Finance costs (59) (3)
Finance income 18 131
_______ _______
Loss before taxation from continuing operations (4,033) (3,725)
Taxation 69 110
_______ _______
Loss after taxation from continuing operations (3,964) (3,615)
Loss after tax from discontinued operations 6 (161) (317)
_____ ______
Loss after taxation from all operations (4,125) (3,932)
======= ========
Attributable to:
Equity holders of the company (4,193) (3,851)
Non-controlling interests 68 (81)
_____ ______
(4,125) (3,932)
======= ========
Restated
Year ended Year ended
31 December 2025 31 December
2024
£0.01 £0.01
Earnings/(loss) per share
Continuing operations
Basic 7 (1.11) (1.13)
Diluted 7 (1.11) (1.13)
Discontinued operations
Basic 7 (0.06) (0.07)
Diluted 7 (0.06) (0.07)
Continuing and discontinued operations
Basic 7 (1.17) (1.20)
Diluted 7 (1.17) (1.20)
HUDDLED GROUP
PLC
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
Share capital Share premium Foreign exchange reserve Merger reserve Capital redemption reserve Equity reserve Non-controlling interest Retained earnings/ Total equity
(deficit)
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
As at 1 January 2024 127 1,143 (34) 2,823 110 417 - 5,716 10,302
Loss after tax - - - - - - (81) (3,851) (3,932)
Currency translation of overseas subsidiary - - 1 - - - - - 1
Acquisition of subsidiaries 1 - - 54 - 54 2 - 111
Acquisition of non-controlling interest - - - - - 96 48 (144) -
Issue of deferred consideration shares 1 - - 19 - (20) - - -
Partial disposal of Let's Explore Limited - - - - - - 28 (28) -
------------ -------------- ------------ ------------ ------------ ------------ ------------ ---------------- ------------
Balance at 31 December 2024 129 1,143 (33) 2,896 110 547 (3) 1,693 6,482
------------ -------------- ------------ ------------ ------------ ------------ ------------ ---------------- ------------
Loss after tax - - - - - - 68 (4,193) (4,125)
Currency translation of overseas subsidiary - - 2 - - - - - 2
Issue of deferred consideration shares 9 - - 538 - (547) - - -
Issue of shares for cash 19 1,481 - - - - - - 1,500
Issue costs deducted from equity - (85) - - - - - - (85)
Foreign exchange reserve transferred to income statement on disposal of - - 31 - - - - - 31
subsidiary
Disposal of Let's Explore Limited - - - - - - (65) 65 -
------------ -------------- ------------ ------------ ------------ ------------ ------------ ---------------- ------------
Balance at 31 December 2025 157 2,539 - 3,434 110 - - (2,435) 3,805
------------ -------------- ------------ ------------ ------------ ------------ ------------ ---------------- ------------
HUDDLED GROUP
PLC
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025 31 December 2024
ASSETS Note £'000 £'000
Non-current assets
Property, plant and equipment 8 323 351
Intangible fixed assets 9 3,964 4,132
Deferred tax asset 75 6
------------ ------------
Total non-current assets 4,362 4,489
Current assets
Inventories 1,127 1,124
Trade and other receivables 492 817
Contract assets - 612
Cash and cash equivalents 243 1,639
------------ ------------
Total current assets 1,862 4,192
------------ ------------
Total assets 6,224 8,681
====== ======
LIABILITIES
Current liabilities
Trade and other payables (1,678) (1,956)
Contract liabilities (30) (18)
Provisions - (162)
Lease liabilities - (25)
Loans and borrowings (710) (20)
------------ --------------
Total current liabilities (2,418) (2,181)
Non-current liabilities
Loans and borrowings (1) (18)
------------ ------------
Total non-current liabilities (1) (18)
------------ ------------
Total liabilities (2,419) (2,199)
------------ ------------
Net assets 3,805 6,482
====== ======
Capital and reserves attributable to owners
of the parent
Share capital 10 157 129
Share premium 11 2,539 1,143
Foreign exchange reserve 11 - (33)
Merger reserve 11 3,434 2,896
Capital redemption reserve 11 110 110
Equity reserve 11 - 547
Non-controlling interest 11 - (3)
Retained (deficit)/earnings 11 (2,435) 1,693
--------------- ------------
Total equity 3,805 6,482
======= ======
HUDDLED GROUP PLC
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
Restated
Year ended Year ended
31 December 2025 31 December
2024
£'000 £'000
Cash flows from operating activities
Loss before tax from continuing operations (4,033) (3,725)
Loss before tax from discontinued operations (155) (324)
Adjustments for:
Depreciation of property plant and equipment 175 99
Loss on disposal of fixed assets 26 -
Amortisation of intangible assets 418 418
Impairment of intangible assets - 91
Finance costs 59 3
Finance income (18) (131)
Foreign exchange 33 1
Foreign corporate tax received - 1
_____ _____
Cash outflow from operating activities before changes in working capital (3,495) (3,567)
Increase in inventories (3) (320)
(Increase)/decrease in trade and other receivables 937 (654)
Increase/(decrease) in trade & other payables (425) 1,313
_____ _____
Cash used in operations (2,986) (3,228)
Investing activities
Purchase of intangible assets (250) (244)
Purchase of property, plant and equipment (204) (196)
Proceeds from the sale of non-current assets 12 -
Acquisition of subsidiaries - (109)
Proceeds from the sale of subsidiary undertakings - 1,047
Cash acquired with subsidiaries - 12
_____ _____
Net cash (used in)/from investing activities (442) 510
Financing activities
Finance costs (59) (3)
Finance income 18 131
New loans 1,219 -
Loan and finance lease repayments (561) (39)
Issue of new share capital 1,500 -
Costs of issuing new share capital (85) -
_____ _____
Net cash from financing activities 2,032 89
Net decrease in cash and cash equivalents (1,396) (2,629)
Cash and cash equivalents at beginning of the period 1,639 4,268
_____ _____
Cash and cash equivalents at end of the period 243 1,639
====== ======
Year ended Year ended
31 December 2025 31 December 2024
£'000 £'000
Reconciliation of net cashflow to movement in net debt
Net (decrease)/increase in cash and cash equivalents (1,396) (2,629)
Loans and finance leases acquired with subsidiaries - (74)
New loans (1,219) -
Repayment of loans and finance leases 561 39
Disposal of IFRS 16 lease 10 -
_____ _____
Movement in net funds in the year (2,044) (2,664)
Net funds at beginning of year 1,576 4,240
_____ _____
Net (debt)/funds at end of year (468) 1,576
====== ======
Breakdown of net funds
Cash and cash equivalents 243 1,639
Loans and finance leases (711) (63)
_____ _____
Net (debt)/funds at end of year (468) 1,576
====== ======
HUDDLED GROUP PLC
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1 GENERAL INFORMATION
Huddled Group plc is a public limited company incorporated and domiciled in
the United Kingdom. The address of the registered office is Cumberland Court,
80 Mount Street, Nottingham, England, NG1 6HH. The Group is listed on AIM.
During the year, the principal activities of the Group were the sale of
primarily surplus stock via the Group's Discount Dragon, Nutricircle and Boop
Beauty websites.
These financial statements are presented in pounds sterling because that is
the currency of the primary economic environment in which the Group operates.
2 ACCOUNTING POLICIES
Principal accounting policies
The Company is a public company incorporated and domiciled in the United
Kingdom. The principal accounting policies applied in the preparation of these
consolidated financial statements are set out below. These policies have been
consistently applied to all the periods presented, unless otherwise stated.
Basis of preparation
The financial statements have been prepared in accordance with International
Financial Reporting Standards, International Accounting Standards and
Interpretations (collectively IFRS) issued by the International Accounting
Standards Board (IASB) as adopted by the United Kingdom ("adopted IFRSs") and
those parts of the Companies Act 2006 which apply to companies preparing their
financial statements under IFRSs. The financial statements are presented to
the nearest round thousand (£'000) except when otherwise indicated.
Basis of Consolidation
The Group comprises a holding company and a number of subsidiaries all of
which have been included in the consolidated financial statements in
accordance with the principles of acquisition accounting as laid out by IFRS 3
Business Combinations.
Going concern
At the time of approving the financial statements, the Directors have a
reasonable expectation that the Company and the Group have adequate resources
to continue in operational existence for the foreseeable future. The going
concern basis of accounting has therefore been adopted in preparing the
financial statements.
In reaching this conclusion, the Directors considered the financial position
of the Group, taking into consideration the post year end consolidation of the
Group's websites into one brand - Peeko - and the resulting significant cost
savings. The Directors acknowledge the need for the Group to reach operational
profitability and become net cash generative. If this takes too long to
achieve, there may be a strain on the Group's working capital which may
require mitigation strategies such as reducing inventory cover, accessing
sources of debt or equity available to the Group and/or allocating resources
away from one or more of the Group's activities in favour of another/others.
The Directors also considered forecasts and projections for 12 months from the
date of approval of the financial statements, taking into account reasonably
possible changes in trading performance and capital expenditure.
Business combinations and goodwill
Acquisitions of subsidiaries are accounted for using the acquisition method.
The assets and liabilities and contingent liabilities of the subsidiaries are
measured at their fair value at the date of acquisition. Any excess of
acquisition over fair values of the identifiable net assets acquired is
recognised as goodwill. Goodwill arising on consolidation is recognised as an
asset and reviewed for impairment annually. Any impairment is recognised
immediately in profit or loss accounts and is not subsequently reversed.
Acquisition related costs are recognised in the income statement as incurred.
Non-controlling interests
Non-controlling interests (NCIs) are accounted for in accordance with IFRS 10
and IFRS 3. NCIs represent equity in subsidiaries not attributable to the
parent and are initially measured at the proportionate fair value of
identifiable net assets. Subsequent acquisitions of NCIs are accounted for as
equity transactions with any gain or loss recognised directly in retained
earnings.
Revenue recognition
Revenue is recognised to the extent that it is probable that the economic
benefits will flow to the Group and the revenue can be reliably measured.
Revenue is measured as the fair value of the consideration received or
receivable, excluding discounts, rebates, value added tax and other sales
taxes.
Discount Dragon
For sales to consumers via Discount Dragon's website, revenue is recognised on
sales in the period in which the corresponding order is placed, at which point
products purchased are allocated to that customer. There is typically no more
than one week between the point when an order is placed and when the goods are
received by the customer and the difference between the two in financial terms
is not material. For wholesale sales, revenue is recognised in the period in
which delivery to the wholesaler takes place.
Nutricircle
For sales to consumers via Nutricircle's website, revenue is recognised on
sales in the period in which the corresponding order is placed, at which point
products purchased are allocated to that customer. There is typically no more
than one week between the point when an order is placed and when the goods are
received by the customer and the difference between the two in financial terms
is not material.
Nutricircle's customers are awarded loyalty points when they place orders. An
element of revenue from orders placed on Nutricircle's website is allocated to
the loyalty points earned based on their perceived value in relation to the
selling price of goods purchased. The perceived value of the loyalty points is
estimated with reference to the redemption value of the loyalty points and the
likelihood of redemption. Revenue allocated to loyalty points is recorded as a
contract liability until such time that the loyalty points are redeemed.
Boop Beauty
For sales to consumers via Boop Beauty's website, revenue is recognised on
sales in the period in which the corresponding order is placed, at which point
products purchased are allocated to that customer. There is typically no more
than one week between the point when an order is placed and when the goods are
received by the customer and the difference between the two in financial terms
is not material.
Boop Beauty's customers are awarded loyalty points when they place orders. An
element of revenue from orders placed on Boop Beauty's website is allocated to
the loyalty points earned based on their perceived value in relation to the
selling price of goods purchased. The perceived value of the loyalty points is
estimated with reference to the redemption value of the loyalty points and the
likelihood of redemption. Revenue allocated to loyalty points is recorded as a
contract liability until such time that the loyalty points are redeemed.
Property, plant and equipment
Property, plant and equipment are stated at cost net of accumulated
depreciation and provision for impairment. Depreciation is provided on all
property plant and equipment, at rates calculated to write off the cost less
estimated residual value, of each asset on a straight-line basis over its
expected useful life.
The residual value is the estimated amount that would currently be obtained
from disposal of the asset if the asset were already of the age and in the
condition expected at the end of its useful economic life.
The method of depreciation for each class of depreciable asset is:
Leasehold
property
- Over term of lease on a straight-line basis
Fixtures, fittings and equipment - 3 years
on a straight-line basis
Motor
vehicles
- Between 3 and 7 years on a straight-line basis
IFRS 16 right of use assets
- Over term of lease on a straight-line basis
Intangible assets
Intangible assets include goodwill arising on the acquisition of subsidiaries
and represents the difference between the fair value of the consideration
payable and the fair value of the net assets that have been acquired. The
residual element of goodwill is not being amortised but is subject to annual
impairment review. The expected useable lives of the classes of intangible
assets held by the Group are shown in note 9.
Internally-generated intangible assets
An internally-generated intangible asset arising from the Group's development
activities is capitalised and held as an intangible asset in the statement of
financial position when the costs relate to a clearly defined project; the
costs are separately identifiable; the outcome of such a project has been
assessed with reasonable certainty as to its technical feasibility and its
ultimate commercial viability; the aggregate of the defined costs plus all
future expected costs in bringing the product to market is exceeded by the
future expected sales revenue; and adequate resources are expected to exist to
enable the project to be completed. Internally generated intangible assets are
amortised over their estimated useful lives, being 3 years from completion of
development. Other development expenditure is recognised as an expense in the
income statement in the period in which it is incurred.
Impairment of assets
Impairment tests on goodwill are undertaken annually. The recoverable value of
goodwill is estimated on the basis of value in use, defined as the present
value of the cash generating units with which the goodwill is associated. When
value in use is less than the book value, an impairment is recorded and is
irreversible.
Other non-financial assets are subject to impairment tests whenever
circumstances indicate that their carrying amount may not be recoverable.
Where the carrying value of an asset exceeds its estimated recoverable value
(i.e. the higher of value in use and fair value less costs to sell), the asset
is written down accordingly. Where it is not possible to estimate the
recoverable value of an individual asset, the impairment test is carried out
on the asset's cash-generating unit. The carrying value of property, plant and
equipment is assessed in order to determine if there is an indication of
impairment. Any impairment is charged to the statement of comprehensive
income. Impairment charges are included under administrative expenses within
the consolidated statement of comprehensive income.
Inventories
Inventories are stated at the lower of cost and net realisable value. Costs
comprise direct materials and, where applicable, direct labour costs and
overheads that have been incurred in bringing the inventories to their present
location and condition. Net realisable value represents the estimated selling
price less all estimated costs of completion and costs to be incurred in
marketing, selling and distribution.
Contract liabilities
Contract liabilities comprise payments in advance of revenue recognition and
revenue deferred due to contract performance obligations not being completed.
They are classified as current liabilities if the contract performance
obligations are due to be completed within one year or less (or in the normal
operating cycle of the business if longer). If not, they are presented as
non-current liabilities. Contract liabilities are recognised initially at fair
value and subsequently at amortised cost.
Trade and other receivables
Trade and other receivables are measured at initial recognition at fair value,
and subsequently measured at amortised cost using the effective interest
method. A provision is established when there is objective evidence that the
Group will not be able to collect all amounts due. The amount of any provision
is recognised in profit or loss.
Cash and cash equivalents
Cash and cash equivalents are recognised as financial assets. They comprise
cash held by the Group and short-term bank deposits with an original maturity
date of three months or less.
Trade payables
Trade payables are initially recognised as financial liabilities measured at
fair value, and subsequent to initial recognition are measured at amortised
cost.
Bank borrowings
Interest bearing bank loans, overdrafts and other loans are recognised as
financial liabilities and recorded at fair value, net of direct issue costs.
Finance costs are accounted for on an amortised cost basis in the income
statement using the effective interest rate.
Provisions
Provisions are recognised where it is probable that an outflow of resources
will be required to settle a liability of an uncertain amount or timing but
where a reliable estimate can be made of the amount of the liability.
Provisions are expensed to the income statement and included within
liabilities on the statement of financial position.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the
assets of an entity after deduction of all its liabilities. Equity instruments
issued by the Company are recorded at the proceeds received net of direct
issue costs.
Segmental reporting
Operating segments are reported in a manner consistent with the internal
reporting provided to the executive directors, who are responsible for
allocating resources and assessing performance of the operating segments.
A business segment is a group of assets and operations, engaged in providing
products or services that are subject to risks and returns that are different
from those of other operating segments.
A geographical segment is engaged in providing products or services within a
particular economic environment that are subject to risks and returns that are
different from those of segments operating in other economic environments. The
executive directors assess the performance of the operating segments based on
the measures of revenue, adjusted EBITDA, profit before taxation and profit
after taxation. Central overheads are not allocated to business segments.
Discontinued operations
The Group classifies non-current assets and disposal groups as held for sale
if their carrying amounts will be recovered principally through a sale
transaction rather than through continuing use. Non-current assets and
disposal groups classified as held for sale are measured at the lower of their
carrying amount and fair value less costs to sell. Costs to sell are the
incremental costs directly attributable to the disposal of an asset (disposal
group), excluding finance costs and income tax expense.
The criteria for held for sale classification is regarded as met only when the
sale is highly probable, the asset or disposal group is available for
immediate sale in its present condition and the sale is expected to complete
within one year from the date of the classification.
Assets and liabilities classified as held for sale are presented separately as
current items in the statement of financial position.
Administrative expenses which the Group will continue to incur following the
sale of the disposal groups are included within continuing operations and
costs which will cease on disposal are included in discontinued operations.
Discontinued operations are excluded from the results of continuing operations
and are presented as a single amount as profit or loss after tax from
discontinued operations in the income statement.
Details of discontinued operations are shown in note 6. All other notes to
the financial statements include amounts for continuing operations only,
unless otherwise stated.
3 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
When applying the Group's accounting policies, which are described in note 2,
the Directors are required to make judgements, estimates and assumptions about
the carrying amounts of assets and liabilities that are not readily apparent
from other sources. The estimates and associated assumptions are based on
experience and other factors considered to be relevant. Actual results may
differ from these estimates. The estimates and underlying assumptions are
reviewed on an ongoing basis. Revisions to accounting estimates are recognised
in the period in which the estimate is revised if the revision affects only
that period, or in the period of the revision and future periods if the
revision affects both current and future periods.
The following are the critical judgements and estimations that the Directors
have made in the process of applying the Group's accounting policies and that
have the most significant effect on the amounts recognised in the financial
statements. The critical accounting judgements also incorporate estimations.
Critical accounting judgements
Revenue recognition
For sales to consumers, revenue is recognised when the order is placed. There
is typically no more than one week between customers placing and receiving
their order. If revenue relating to undelivered orders is material at the end
of an accounting period, an adjustment would be required to defer the revenue
into the subsequent accounting period when delivery takes place and judgement
is required to establish whether this is the case or not.
The Group recognises a contract liability for loyalty points accrued by its
customers based on the expected redemption rate of the loyalty points.
Judgement is required to calculate the redemption rate, which is informed by
the historical redemption rate observed.
Recoverability criteria for capitalisation of development expenditure
The Group recognises costs incurred on development projects as an intangible
asset which satisfies the requirements of IAS 38. The calculation of the costs
incurred includes the percentage of time spent by certain employees and
contractors on development projects. The decision whether to capitalise and
how to determine the period of economic benefit of a development project
requires an assessment of the commercial viability of the project and the
prospect of selling the project to new or existing customers. An assessment is
made as to the future economic benefits of the project and whether an
impairment is needed.
Critical accounting estimates
Impairment of intangible assets
The carrying value of goodwill and other intangible assets relating to the
acquisition of subsidiaries are considered annually for indicators of
impairment to ensure that the assets are not overstated within the financial
statements. The annual impairment assessment in respect of goodwill and other
intangible assets requires estimates of the value in use (or fair value less
costs to sell) of subsidiaries to which those assets have been allocated. As a
result, estimates of future cash flows are required, together with an
appropriate discount factor for the purpose of determining the present value
of those cash flows. Further details of the considerations made when
conducting the impairment review can be found in note 9.
Valuation of inventories
The carrying value of inventories of finished products held by the Group are
assessed for impairment at the end of each period. Judgement is required to
assess whether the net realisable value (NRV) of inventories held is less than
carrying value with reference to the expected price the inventory is likely to
achieve if sold. Where items of inventory are identified as having a NRV of
less than their carrying value, a provision for impairment is recognised.
4 SEGMENTAL INFORMATION
A segmental analysis of revenue and expenditure for the year ended 31 December
2025 is below.
DiscountDragon Nutricircle Boop Beauty Head Office Total
£'000 £'000 £'000 £'000 £'000
Revenue 10,772 5,034 2,844 - 18,650
Cost of sales (10,376) (4,464) (3,080) - (17,920)
Gross profit/(loss) 396 570 (236) - 730
Adjusted administrative expenses* (1,045) (575) (627) (1,108) (3,355)
Adjusted EBITDA** (649) (5) (863) (1,108) (2,625)
Depreciation (136) (12) - (23) (171)
Amortisation (344) (46) (18) (7) (415)
Loss on disposal of non-current assets (26) - - - (26)
One-off costs (note 5) (430) (57) (184) (84) (755)
Finance costs (30) (28) - (1) (59)
Finance income 1 - - 17 18
Taxation 61 8 - - 69
----------- ----------- ------------- ------------ ------------
Loss for the year (1,553) (140) (1,065) (1,206) (3,964)
====== ====== ====== ====== ======
*Adjusted administrative expenses exclude depreciation, amortisation, loss on
disposal of non-current assets and one-off costs.
**Adjusted EBITDA is a non-GAAP metric.
A restated segmental analysis of revenue and expenditure for the year ended 31
December 2024 is below.
DiscountDragon Nutricircle Boop Beauty Head Office Total
£'000 £'000 £'000 £'000 £'000
Revenue 10,790 1,644 494 - 12,928
Cost of sales (10,941) (1,414) (538) - (12,893)
Gross profit/(loss) (151) 230 (44) - 35
Adjusted administrative expenses* (1,386) (298) (156) (1,134) (2,974)
Adjusted EBITDA** (1,537) (68) (200) (1,134) (2,939)
Depreciation (48) (24) - (25) (97)
Amortisation (293) (27) (3) (7) (330)
One-off costs (note 5) (119) (41) - (327) (487)
Finance costs - (2) - (1) (3)
Finance income - - - 131 131
Taxation 104 6 - - 110
----------- ----------- ------------- ------------ ------------
Loss for the year (1,893) (156) (203) (1,363) (3,615)
====== ====== ====== ====== ======
*Adjusted administrative expenses exclude depreciation, amortisation and
one-off costs.
**Adjusted EBITDA is a non-GAAP metric.
5 ONE-OFF COSTS
2025 2024
£'000 £'000
One-off costs (non-GAAP measure)*
Warehouse move 461 -
Aborted projects 138 80
Redundancy/severance costs 92 311
Let's Explore closure costs 24 -
Acquisitions 14 68
Other 26 28
------------- ------------
755 487
====== ======
*One-off costs are included within administrative expenses but have been added
back for the purposes of calculating adjusted EBITDA which is a non-GAAP
alternative performance measure.
6 DISCONTINUED OPERATIONS
The Let's Explore business, which produced and sold in-home VR consumer
products, was discontinued during the period. The results for this business is
excluded from the continuing results of the Group for the periods ended 31
December 2025 and 31 December 2024.
Summary income statement
2025 2024
Discontinued operations £'000 £'000
Revenue 26 1,294
Cost of sales (86) (1,211)
---------------- ---------------
Gross (loss)/profit (60) 83
Administrative expenses (95) (407)
---------------- ---------------
Loss before taxation (155) (324)
Taxation (6) 7
---------------- -------------
Loss from discontinued operations (161) (317)
---------------- -------------
Adjusted EBITDA (134) (143)
Depreciation (4) (2)
Amortisation (3) (88)
Impairment of intangible assets - (91)
Loss on disposal of subsidiary undertakings (9) -
One-off costs (5) -
---------------- -------------
Loss before taxation (155) (324)
---------------- -------------
The figures included in discontinued operations do not include any allocation
of head office costs, details of which can be found in note 4.
Summary cash flow statement
The net cash flows from discontinued operations included in the cash flow
statement are as follows:
2025 2024
Discontinued operations £'000 £'000
Cash generated from/(used in) operating activities 259 (120)
Cash used in investing activities (8) (63)
---------------- -------------
Net cash flows generated from discontinued operations 251 (183)
---------------- -------------
7 EARNINGS PER SHARE
Restated
2025 2024
£'000 £'000
Loss attributable to ordinary equity holders of the parent
Continuing operations (3,964) (3,615)
Discontinued operations (229) (236)
-------------- -------------
Loss after taxation from all operations (4,193) (3,851)
Basic weighted average number of shares 356,605,343 319,974,896
Diluted weighted average number of shares 368,563,389 346,328,630
============ ============
Continuing operations £0.01 £0.01
Basic earnings/(loss) per share (1.11) (1.13)
Diluted earnings/(loss) per share (1.11) (1.13)
======== ========
Discontinued operations £0.01 £0.01
Basic earnings/(loss) per share (0.06) (0.07)
Diluted earnings/(loss) per share (0.06) (0.07)
======== ========
Continuing and discontinued operations £0.01 £0.01
Basic earnings/(loss) per share (1.17) (1.20)
Diluted earnings/(loss) per share (1.17) (1.20)
======== ========
Earnings/(loss) per ordinary share has been calculated using the weighted
average number of shares outstanding during the relevant financial periods.
In accordance with IAS 33, diluted EPS must be presented when a company could
be required to issue shares that would decrease earnings per share or increase
the loss per share. However, IAS 33 stipulates that diluted EPS cannot show an
improvement compared to basic EPS. In this case, as the inclusion of potential
ordinary shares would result in an improvement, they have been disregarded in
the calculation of diluted EPS.
Diluted EPS is calculated based on continuing operations. Although the
discontinued operations in the comparative period generated positive earnings
per share, the loss per share from continuing operations means that the
dilutive effect of the potential ordinary shares is ignored.
8 PROPERTY, PLANT AND EQUIPMENT
Fixtures, Right-of-Use
Fittings Motor Vehicles Asset
& Equipment Total
Cost £'000 £'000 £'000 £'000
At 1 January 2024 94 162 - 256
Acquired with subsidiary 10 - 132 142
Additions 196 - - 196
------------ ------------ -------------- ------------
At 31 December 2024 300 162 132 594
------------ ------------ -------------- ------------
At 1 January 2025 300 162 132 594
Additions 204 - - 204
Disposals (65) - (132) (197)
-------------- -------------- -------------- ------------
At 31 December 2025 439 162 - 601
--------------- -------------- -------------- ------------
Accumulated depreciation
At 1 January 2024 25 22 - 47
Acquired with subsidiary 8 - 89 97
Depreciation of owned assets 53 24 - 77
Depreciation of leased assets - - 22 22
--------------- --------------- -------------- ------------
At 31 December 2024 86 46 111 243
--------------- --------------- --------------- ------------
At 1 January 2025 86 46 111 243
Depreciation of owned assets 140 24 - 164
Depreciation of leased assets - - 11 11
Disposals (18) - (122) (140)
-------------- -------------- -------------- ------------
At 31 December 2025 208 70 - 278
-------------- -------------- -------------- ------------
Net Book Value
At 31 December 2025 231 92 - 323
======= ======= ======= ========
At 31 December 2024 214 116 21 351
======= ======= ======= ========
At 31 December 2023 69 140 - 209
======= ======= ======= ======
9 INTANGIBLE ASSETS
Development Goodwill on Consolidation Other Intangible Assets Total
Costs
£'000 £'000 £'000 £'000
Cost
At 1 January 2024 570 1,635 2,251 4,456
Acquired with subsidiary - 396 66 462
Additions 215 - 29 244
Disposals - - (9) (9)
------------- ------------- ------------ ---------------
At 31 December 2024 785 2,031 2,337 5,153
------------- ------------- ------------ ---------------
At 1 January 2025 785 2,031 2,337 5,153
Additions 215 - 35 250
------------- ------------- ------------ ---------------
At 31 December 2025 1,000 2,031 2,372 5,403
------------- ------------- ------------ ---------------
Accumulated amortisation
At 1 January 2024 426 - 95 521
Amortisation 110 - 308 418
Impairment 91 - - 91
Disposals - - (9) (9)
------------- ------------- ------------- ---------------
At 31 December 2024 627 - 394 1,021
------------- ------------- ------------- ---------------
At 1 January 2025 627 - 394 1,021
Amortisation 112 - 306 418
------------- ------------- ------------- ---------------
At 31 December 2025 739 - 700 1,439
------------- ------------- ------------- ---------------
Net Book Value
At 31 December 2025 261 2,031 1,672 3,964
====== ======= ====== =======
At 31 December 2024 158 2,031 1,943 4,132
====== ======= ====== =======
At 31 December 2023 144 1,635 2,156 3,935
====== ======= ====== =======
Other intangible assets comprise the Discount Dragon brand, Discount Dragon
and Nutricircle customer databases, trademarks and other intellectual
property.
As at 31 December 2025, the Discount Dragon brand had a carrying value of
£1,634,000. Amortisation is charged on the Discount Dragon brand at 10% on a
straight-line basis and it has an estimated remaining useful life of between
seven and eight years.
Amortisation is charged on all other intangible assets over periods ranging
between two and three years on a straight-line basis and they have between one
and three years' remaining average useful lives.
Impairment reviews
Goodwill
The Group tests goodwill annually for impairment, or more frequently if there
are indications of impairment. In order to perform this test, management is
required to compare the carrying value of the relevant cash generating unit
("CGU") with its recoverable amount. The recoverable amount of the CGU is
determined from a value in use calculation. It is considered that any
reasonably possible changes in the key assumptions would not result in an
impairment of the present carrying value of the goodwill. Goodwill on
consolidation is split between CGUs as follows:
2025 2024
£'000 £'000
Discount Dragon 1,635 1,635
Nutricircle 393 393
Boop Beauty 3 3
------------ -------------
2,031 2,031
====== =======
The recoverable amount of the three CGUs have been assessed based on a review
of anticipated performance. In preparing these projections, a discount rate of
15% has been applied to forecast earnings for 2026 and 2027 followed by 2%
annual growth in the years 2028-2030 and a terminal value. Revenue was
forecasted to increase 39% year-on-year in the periods 2026 and 2027. This
analysis produced headroom of £1.4m above the carrying value of the goodwill.
The discount rate applied is estimated to be an approximation of Company's
weighted average cost of capital.
The forecasts were then subjected to sensitivity analysis. The following
sensitivities when considered in isolation resulted in elimination of the
headroom:
· Increasing the discount rate by 3.5%.
· Reducing revenue by 4.6%.
· Reducing gross profit margin by 0.6%.
The Group's assessment of impairment requires judgement and uncertainties are
inherent. In the event that the Group's forecasted assumptions are not
achieved, impairment of the goodwill may be required.
Other intangible assets
The Group tests other intangible assets annually for impairment, or more
frequently if there are indications of impairment. In order to perform this
test, management is required to compare the carrying value of the relevant
intangible asset with its recoverable amount. The recoverable amount of the
intangible is determined from a value in use calculation.
10 SHARE CAPITAL
2025 2025 2024 2024
Called up share capital Shares of 0.040108663 pence each £'000 Shares of 0.040108663 pence each £'000
Allotted, called up and fully paid
At beginning of period 321,316,983 129 318,305,143 127
Shares issued for cash 46,875,000 19 - -
Acquisition of subsidiaries 23,369,289 9 3,011,840 2
At end of period 391,561,272 157 321,316,983 129
11 RESERVES
Full details of movements in reserves are set out in the consolidated
statement of changes in equity. The following describes the nature and purpose
of each reserve within owners' equity:
Share premium: Amount subscribed for share capital in excess of nominal value.
Foreign exchange reserve: Reserve arising on translation of the Group's
overseas subsidiaries.
Merger reserve: Premium above the nominal value of shares issued for equity
consideration.
Capital redemption reserve: Nominal value of the Company's own shares
purchased and cancelled.
Equity reserve: Deferred equity consideration yet to be issued in respect of
acquisitions.
Non-controlling interest: the value of subsidiaries' equity not owned by the
parent company.
Retained earnings: Cumulative net gains and losses recognised in the
consolidated statement of comprehensive income.
12 POST BALANCE SHEET EVENTS
On 6 February 2026, the Company announced a proposed share subscription at a
price of 1.75 pence per ordinary share, alongside a debt facility of up to
£600,000 to strengthen the Group's stock and working capital position. The
debt facility was entered into with Martin Higginson, Executive Chairman, who
committed £300,000, and two other private individuals who committed £300,000
in aggregate. The facility carries interest at 15% per annum over a two-year
term and is secured by a debenture over the Company.
On 10 February 2026, the Company confirmed that it had raised gross proceeds
of approximately £740,000 through the subscription and a retail offer via the
WRAP platform. On the same date, the Company announced that it had drawn down
£525,000 from the above debt facility, £262,500 of which being drawn down
from Martin Higginson's debt facility. On 12 February 2026, 37,165,873 new
ordinary shares were issued at 1.75 pence per share under the Directors'
existing authorities. On 12 March 2026, the Company issued a further 5,328,572
new ordinary shares at a price of 1.75 pence per share following approval by
shareholders at a general meeting of the Company held on 11 March 2026.
On 2 April 2026, the Company announced its intention to consolidate the
Discount Dragon, Nutricircle and Boop Beauty websites into a single e-commerce
platform under a new brand, "Peeko". The Directors expect the consolidation to
deliver annualised cost savings in excess of £500,000.
Also on 2 April 2026, the Company announced that Michael Ashley and Paul
Simpson had resigned from the Board.
1 (#_ftnref1) Adjusted EBITDA is a non-GAAP metric and is stated before
depreciation, amortisation, impairment and one-off costs.
2 (#_ftnref2) FY2024 comparatives restated for the discontinuation of the
Let's Explore business.
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