Final Results

The information contained within this announcement is deemed by the Company to constitute inside information pursuant to Article 7 of EU Regulation 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 as amended. Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

30 April 2026

Brave Bison Group plc

("Brave Bison" or the "Company", together with its subsidiaries "the Group") 

Annual Results

FY25 Adj. PBT and EBITDA ahead of consensus expectations (4)

FY26 outlook upgraded following 18%+ organic growth

in MiniMBA and continued momentum in Sport & Entertainment

FY25 dividend per share increased 10% YoY

Brave Bison, the next-generation marketing and technology partner for global brands, today releases its audited results for the year ending 31 December 2025 ("FY25").

Oliver Green, Chairman, commented:

"2025 marks our fifth year as management of Brave Bison and we are pleased to report a fifth year of consecutive growth in net revenue, adjusted EBITDA and adjusted earnings per share.

We made five acquisitions during the period, two of which are already outperforming expectations, we continue to develop our industry-leading AI proposition, and we welcomed new clients, staff and investors throughout the year.

Momentum is strong and we are excited for the year ahead. MiniMBA has announced a record contract win and we are now the largest shareholder in System1 Group plc, one of the industry leaders in marketing effectiveness - a fast-growing corner of our ecosystem".

FY25 Financial Highlights

Small apparent errors due to rounding, restated to reflect 20:1 share consolidation

· Net revenue of £34.1m (FY24: £21.3m), Adj. EBITDA of £6.8m (FY24: £4.5m) and Adj. profit before tax of £5.6m (FY24: £3.9m), all ahead of recently upgraded consensus expectations

· Fifth consecutive year of growth in net revenue, Adj. EBITDA and Adj. basic EPS. Net revenue has increased by more than 8x since 2020 and Adj. basic EPS has grown by an annual compound growth rate of 18% over four years

· Adj. EBITDA margin of 19.9% (FY24: 21.0%), a reduction of 110bps year-on-year and within target range. The lower margin reflects the expected dilution from Engage and The Fifth acquisitions, which were loss-making at the time of completion. The margin increased from 19.2% in H1 to 20.4% in H2 to deliver an FY25 margin of 19.9%

· Statutory profit before tax of £0.7m (FY24: £2.0m), a reduction of 65% year-on-year, reflecting exceptional acquisition-related expenses and restructuring costs totalling £3.3m (FY24: £1.3m) as a result of the five acquisitions made in the period (FY24: none)

· Non-cash adjustments include share-based payments of £0.2m (FY24: £0.4m) and amortisation of acquired intangibles £1.6m (FY24: £0.4m)

· Adj. basic EPS of 6.9p (FY24: 6.1p), growth of 14% year-on-year and ahead of consensus expectations. Adj. basic EPS adjusted to exclude the benefit of tax credits received and deferred tax assets recognised during the period

· Net cash of £4.3m at 31 December 2025 (FY24: £7.5m). Balance sheet cash was deployed on several acquisitions during the period

· The Board is declaring dividend payments for the year ended 31 December 2025 of an aggregate of £0.5m (FY24: £0.3m), equating to 0.44p per share (FY24: 0.40p) and an increase of 10% year-on-year

· Subject to ratification at the Company's AGM, the dividend will be paid on 26 June 2026 to shareholders listed on the register of members on 29 May 2026. The shares will be marked ex-dividend on 28 May 2026.

FY25 Strategic Highlights

· Acquisition of MiniMBA, a category-leading training and eLearning business for marketing professionals. Almost 6,000 marketing professionals take MiniMBA courses every year and the platform has trained 40,000 delegates since inception, including from global brands such as American Express, McDonald's, Google, British Airways, Nestle and Salesforce

· MiniMBA now forms the cornerstone of the Group's new skills and capabilities practice that sits alongside, but operates independently from, Brave Bison's existing operations. This new practice will allow Brave Bison to better service CMOs, cementing the Company as the marketing and technology partner-of-choice for future-focused brands

· Acquisition of MTM, an insights and strategy consulting firm. MTM provides commercial strategy consulting and audience insight through qualitative and quantitative research and owns the data platform 3 Reasons, a proprietary forecasting model, as well as HEART, a growth framework for subscription and digital services brands to improve customer retention. Customers include global technology and media companies such as Google, Figma, Samsung and Spotify, as well as sports rights holders including Formula E, and ECB

· Further bolt-on acquisitions completed including Builtvisible, a specialist search engine optimisation business, Engage, a sports marketing company, and The Fifth, an influencer marketing agency specialising in entertainment customers

· Brave Bison's entertainment network streamed La Casa de Alofoke, the largest-ever YouTube live stream with 900 hours of continuous content that reached 2.1m concurrent viewers

· Strong year for new business wins with new clients including Nestle, ServiceNow, The Travel Corporation, Primark, loveholidays, Guiness World Records and Tottenham Hotspur FC

· AudienceGPT, a proprietary AI tool developed by Brave Bison to give customers quick access to synthetic audiences, won 'Best Operational Use of AI' at the Campaign Tech Awards. AdStudio, a performance creative solution that uses AI to produce creative assets at scale, won a Meta Agency Award. Brave Bison's AI tools are being used by Aviva, New Balance, The Very Group, Tottenham Hotspur and others

· Brave Bison successfully completed a £15.5m equity fundraising in July 2025 and welcomed new strategic investors during the year including Professor Mark Ritson, founder of MiniMBA, and News Corp., the global media and information business

· The average number of employees employed by the Group during the year was 319 (FY24: 192). The total headcount at year end was 381 (FY24: 291)

FY26 Outlook

· The Board expects net revenue and Adj. EBITDA to exceed current consensus expectations for FY26 (5). Net revenue in Q1 FY26 is expected to increase 58% year-on-year, an encouraging performance despite the conflict in the Middle East causing some clients to review spending

· Continued strong momentum in the Group's Sport & Entertainment division after success with livestreamed events in Q4 FY25

· MiniMBA, the Group's training and eLearning platform, has traded ahead of Board expectations in FY26 year-to-date and is forecast to grow organically by over 18% compared to the previous year

· In March 2026, Brave Bison announced the acquisition of a 28% shareholding in System1 Group plc ("System1"), an AIM-quoted and industry-leading marketing effectiveness platform. Brave Bison continues to work constructively with the Board of System1 to maximise shareholder value and is pleased to report an unrealised gain as at 28 April 2026 of c.£1.7m on the strategic investment

· The Board expects to be in a net cash position at 30 June 2026 following continued cash generation, despite the cash cost of the System1 investment

· Appointment of Yvonne Monaghan as Non-Executive Director and Chair of Audit Committee (announced separately today), further strengthening corporate governance in line with the Group's continued growth

(1) Turnover / Billings includes pass-through costs such as media spend and revenue share from platforms and partner channels.

(2) Adj. EBITDA is defined as earnings before interest, taxation, depreciation and amortisation, and after adding back acquisition costs, restructuring costs and share-based payments. Under IFRS16 most of the costs associated with property leases are classified as depreciation and interest, therefore Adj. EBITDA is stated before deducting these costs.

(3) Adj. Profit Before Tax is defined as profit before tax after adding back acquisition costs, restructuring costs, impairments, amortisation of acquired intangibles and share-based payments.

(4) Adj. Basic EPS is equal to Adj. Profit After Tax, (being Adj. Profit Before Tax less current year operating tax charges), divided by the basic weighted average number of shares in issue. Adj. Basic EPS is adjusted to exclude exceptional tax charges or deferred tax charges/credits

(5) Consensus expectations as at 29 April 2026: FY25 net revenue £33.5m, Adj. EBITDA £6.5m, Adj. Basic EPS 6.4p, FY26 net revenue £44.8m, adj. EBITDA £9.4m, Adj. Basic EPS 7.1p

For further information please contact:  

Brave Bison Group plc via Cavendish 

Oliver Green, Executive Chairman  

Theo Green, Chief Growth Officer  

Philippa Norridge, Chief Financial Officer  

Cavendish Capital Markets Tel: +44 (0) 20 7220 0500 

Nominated Adviser & Joint Broker  

Ben Jeynes / Teddy Whiley / Elysia Bough - Corporate Finance 

Michael Johnson / Sunila de Silva - ECM

Singer Capital Markets Tel: +44 (0) 20 7496 3000 

Joint Broker  

Paul Richards

Alex Bond

About Brave Bison 

Brave Bison is a next-generation marketing and technology partner to global brands. We sell services, training and media to the largest advertisers in the world. Operating across eight countries, our team of approximately 350 people is based in key hubs in the UK, US, India, Egypt and Australia, with additional remote talent across Europe.

Brave Bison operates through three divisions. Our Consultancy & Marketing Services division deploys insight-led and AI-enabled growth strategies using social and digital media, working on behalf of global brands including New Balance, Primark and Google. Our Sport & Entertainment division works with global rights holders and entertainment companies such as PGA Tour, US Open, Real Madrid and Guiness World Records to monetise content on YouTube and grow fan engagement online. Our Marketing Skills & Capabilities division comprises MiniMBA, an eLearning platform that provides MBA-level marketing education for enterprise brands such as Nestle, Carlsberg and Salesforce.

Brave Bison is the largest shareholder in System1 Group plc, a UK-based marketing research platform that helps brands improve the effectiveness of their advertising using behavioural science and proprietary testing tools. Its platform combines consumer insight with data analytics to guide creative development, media planning, and brand strategy for global advertisers including TikTok, Pfizer and Ikea. System1 is listed on the AIM market of the London Stock Exchange and Brave Bison owns a 28% shareholding.

Chairman's Review

2025 was another transformational year for Brave Bison, delivering a step change in scale, capability and ambition. Net revenue increased by 60% to £34.1 million, driven by strong organic performance and the contribution from five acquisitions completed during the year. Adjusted EBITDA grew by 51% to £6.8 million, a margin of 20% and within our target range. These results mark our fifth year as management of Brave Bison and a fifth year of consecutive growth in net revenue, adjusted EBITDA and adjusted earnings per share.The marketing landscape is in the middle of a profound structural change. For decades, scale meant advantage, with global advertising networks able to out-invest and out-distribute smaller competitors. In an AI-driven world, that dynamic is shifting. Access to powerful technology is increasingly democratised, and advantage now lies with organisations that combine best-in-class AI tools with strategic judgement, creative excellence and cultural insight. We have built Brave Bison for this environment. We believe the marketing partner of the future will augment machine intelligence with human expertise-using AI to inform, accelerate and optimise, while experienced practitioners and specialists translate that intelligence into ideas and outcomes that drive business growth.

In 2025, we completed an oversubscribed share placing, our third in five years, raising £15.5 million of new equity capital. Strong demand from both existing and new shareholders reflects confidence in our strategy and our ability to execute against a significant market opportunity. Outside of our financial and institutional shareholder base, we were pleased to welcome new strategic investors throughout the year, including News Corp., the global media and information business, and Professor Mark Ritson, an industry thought leader and founder of MiniMBA. We remain disciplined in capital allocation, deploying funds to acquire high-quality, complementary businesses that enhance our capabilities and accelerate growth.

In a year of rapid acquisitive growth, we have focused on where we see our markets heading. We acquired fan engagement specialists Engage ahead of a huge 18 months of global sporting tournaments, we acquired search engine optimisation specialists Builtvisible in a swell of AI-powered search behaviour, and we invested further into influencer marketing with The Fifth just as global consumer goods group Unilever announced a significant pivot away from traditional media and into creator-led marketing.

Other acquisitions in MiniMBA and MTM have diversified our offer beyond marketing services into training and strategy consulting, embedding us further upstream with the C-suite as a trusted strategic advisor. Collectively, these additions strengthen our position across the marketing value chain, spanning strategy, creativity, content, media and skills development.

Whilst pursuing our acquisition strategy, we have continued to invest in the Brave Bison brand and community. Through thought leadership platforms such as SocialMinds, BraveTalk and our live in-person events programme, we are building an engaged network of practitioners and decision-makers. Our events in London and Manchester attracted hundreds of senior marketers, while our content platforms hosted leading voices from brands including Vodafone, Domino's and Unilever. These activities are strengthening our market presence and reinforcing our position as a recognised industry leader.

Our enhanced proposition is resonating with clients. During the year, we secured mandates from a range of new, blue-chip and high-growth organisations, including Primark, Electronic Arts, Guinness World Records, Red Bull, Airbnb, loveholidays, Barbour, Caffè Nero, ATP and EQT. We've also significantly scaled advertising revenue from our YouTube media network, in a year where the platform overtook traditional broadcast channels in monthly viewing figures for the first time in history.

Innovation remains central to our organic growth strategy. We were pleased to receive a Campaign Tech Award for AudienceGPT, our AI-powered audience intelligence platform that identifies, segments and predicts high-value consumer audiences to improve marketing performance, recognising our application of AI to real marketing challenges. We also established a strategic partnership with Professor Mark Ritson which, alongside our acquisition of MiniMBA, strengthens our position at the intersection of marketing excellence and effectiveness.

Following the year end, we announced a strategic investment in System1 Group plc, a leading creative effectiveness platform. This investment reflects our conviction that the future of marketing will be defined by the integration of creativity and predictive measurement. System1 uses behavioural science and a proprietary database of over 150,000 adverts-categorised and scored by category and emotional response-to predict advertising effectiveness. In an AI-driven world, where content production becomes faster and cheaper, the scarce advantage shifts to understanding what truly works-making this structured dataset of human emotional response an increasingly valuable decision-making layer on top of generative AI.On behalf of the Board, I would like to thank our people for their continued hard work and commitment, and our clients, partners and shareholders for their ongoing support. We enter 2026 with strong momentum and confidence in our strategy, and with a clear ambition: to build a distinctive, high-performing company that helps brands grow in an AI-first world, and delivers sustainable long-term value for all stakeholders.

Oliver GreenExecutive Chairman29 April 2026

CFO's Review

2025 was a period of transformational growth for Brave Bison as we broadened our offering, revenue model and customer base through a combination of acquisitions and client wins.

Overall, net revenue increased by 60% to £34.1 million (2024: £21.3 million) and adjusted profit before tax, a measure of underlying profitability, increased by 44% to £5.6 million (2024: £3.9 million).

We completed 5 acquisitions in the year, falling into two categories. Firstly, we made acquisitions which significantly enhanced and extended our existing capabilities, focused mainly on our Consultancy & Marketing Services and Sport & Entertainment divisions. These acquisitions included Builtvisible, The Fifth, MTM and Engage.

Secondly, we announced the transformational acquisition of MiniMBA, one of the UK's leading online learning platforms for marketing professionals. The acquisition of MinMBA means we can deliver a more rounded offering to our clients as a partner for marketing excellence across not only executional marketing campaigns, consultancy and fan engagement, but also marketing training. Our strategic investment in System1 in March 2026 is another step towards being able to deliver support and results for CMOs across the full spectrum of their requirements.

Principal Activities

The step-change in the business's size during the year has inevitably developed the way in which we think about and monitor it. From the perspective of the services which we are providing to clients, we now talk about ourselves as having 3 business units - Sport & Entertainment, Consultancy & Marketing Services and Training. 

From a segmental reporting perspective, however, we look at the business split between services revenue and platform revenue. Services revenue is largely charged on the basis of the time required to deliver work for our clients. We have built up reporting and tools for managing this part of our business which enables us to plug in new acquisitions and improve margins. Platform revenue consists of our advertising revenue share from our media network, alongside the MiniMBA course revenue. We look at this separately as it is far more scalable, since there is almost no marginal cost to growing channel or course revenues. However, there is potentially more requirement for capital expenditure around product development.

We had a stand-out year on the Sport & Entertainment front following huge success from the channels we run on behalf of global sports federations, rights holders and media owners. We saw particular success with channels from Spanish-language entertainment property Alofoke, whose YouTube livestream 'La Casa de Alofoke' attained the world record for the longest livestream ever, and delivered significant revenue. We also developed our proposition further with the acquisition of Engage which helped with the new business efforts as we gained access to more senior marketeers in significant sporting federations.

Within our Consultancy & Marketing Services business unit we saw good organic growth as well as growth from the Builtvisible acquisition within performance marketing. Our social media marketing division saw some revenue reductions as a result of a large client moving to a more mixed roster of agencies, however we also saw some significant client wins such as Primark in this part of the business towards the end of the year.Training is a new business unit for us this year, but we are excited about the potential here. We have been rebooting the marketing and sales team with a number of new hires, as well as looking at potential product development, and partnerships to drive revenue in different markets.

Margins and Operations

Our adjusted EBITDA margin in 2025 was 20%, down from 21% in 2024. This minor reduction is due to the fact that some of our acquisitions during the period have been historically operating at lower margins. As we have integrated these into the group these margins have improved, however it typically takes 12 months or so for them to reach the same levels as the rest of our business. We are also investing in teams focused on AI tooling and development, which we anticipate having a positive impact on margins and competitiveness in future years, but which we are currently not capitalising.

Exceptional Costs and Adjustments

The most significant exceptional costs were unsurprisingly associated with the acquisitions which we made during the year. We had £2.3 million (2024: £0.3 million) of acquisition costs, which related to legal fees, due diligence fees, and fundraising fees associated with our oversubscribed £15.5 million fundraising ahead of our acquisition of the MiniMBA.

During the year Brave Bison incurred restructuring costs of £0.9 million (2024: £0.9 million). This related to a mixture of termination payments relating to staff costs associated with some of the lower margin acquisitions during the year which required restructuring, and duplicate IT contracts where we have been able to achieve synergies going forwards. There was also an element relating to property leases associated with acquisitions which were unused and have now been terminated.Amortisation of acquired intangibles relates to the amortisation of customer relationships, brand names and online content arising from our recent acquisitions.

Equity settled share-based payments relate to
the value of share awards that have been granted
to employees of the Group.

Adjusted EBITDA is a non-IFRS measure that the Group uses to measure its performance and is defined as earnings before interest, taxation, depreciation and amortisation and after add back of costs related to restructuring, acquisitions and share based payments. It should be noted that a portion of the property costs
in both 2025 and 2024 fall into the finance costs and depreciation lines as a result of the introduction of
IFRS 16 'Leases'.

As a result, the Group also uses adjusted profit before
tax as a measure of performance, which is stated
after add back of costs related to restructuring, acquisitions, share based payments, impairments and amortisation of acquired intangibles, but which is after the deduction of costs associated with property leases.

The statutory profit before tax for the year reduced to £0.7 million (2024: £2 million),
a reduction of 65%. This was due to the acquisition costs and increased amortisation of acquired intangibles detailed above.

Financial Position

Brave Bison ended the period with cash resources
of £10.5 million (2024: £7.6 million) and net cash after deducting outstanding bank loans of £4.3 million (2024: £7.5 million).

The reduction in net cash is attributable to acquisition related outflows. The company had strong operating activity inflows of £8.0 million during the period (2024: £1.6 million), resulting in a closing cash position ahead of market forecasts. This was partly due to strong performance in our Sport & Entertainment business unit in Q4, which has a disproportionately positive impact on our cash balances due to the timing of cashflows from the social media platforms.

We agreed a £10 million revolving credit facility with Barclays during the year ahead of the acquisition of MiniMBA and MTM. £6 million was drawn as at the year end.

The Group is carrying intangible assets of £49.7 million (2024: £12.3 million). This has increased significantly due to the acquisitions during the year. Non-acquisition related intangible asset additions were £0.1 million and related to MiniMBA course content development.

Capital Allocation Policy

The group maintains a disciplined capital allocation policy. We are looking to repay our existing debt within the year, however the priority remains the ongoing investment into the business to support the long-term growth of the Company. As shown during 2025, this is likely to consist of both bolt-on acquisitions to enhance key business areas, and more transformational acquisitions which help to cement our position as a partner to CMOs helping to deliver marketing excellence. 

We do intend to continue to pay a small dividend to return cash to shareholders alongside this, and are declaring a final dividend for the year of £0.5 million (FY24: £0.3 million), equivalent to 0.44p per share (FY24: 0.4p per share after adjusting for the share consolidation). Subject to ratification at the Company's AGM, the dividend will be paid on 26 June 2026 to shareholders listed on the register of members on 29 May 2026. The shares will be marked ex-dividend on 28 May 2026.

Key Performance Indicators

The movements in these key performance indicators
are discussed above, and in the Chairman's review.

Philippa NorridgeChief Financial Officer29 April 2026

All transactions arise from continuing operations.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 December 2025

1 Brave Bison

Brave Bison Group plc ("the Company") was incorporated in England and Wales on 30 October 2013 under the Companies Act 2006 (registration number 08754680) and its registered address is 2 Stephen Street, London, W1T 1AN. On 12 November 2013 the Company entered into share exchange agreements to acquire 100% of the issued share capital of Brave Bison Limited, a company incorporated in England and Wales on 16 May 2011 and registered at the same address. On 12 November 2013 the Company was admitted to the Alternative Investment Market (AIM) where its ordinary shares are traded.

The consolidated financial statements of the Group for the year ended 31 December 2025 comprise the Company and its subsidiaries (together referred to as the "Group"). The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the CFO's Review on pages 7-8, and Principal Risks and Uncertainties on page 42. In addition, Note 26 to the financial statements includes the Group's objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and its exposure to credit risk and liquidity risk.

2 Basis of preparation

2.1 Going Concern

The consolidated financial statements have been prepared on a going concern basis, which assumes that the Group will be able to meet its liabilities as they fall due for the foreseeable future, and at least for 12 months from the date of approval of the consolidated financial statements. The Group is dependent for its working capital requirements on cash generated from operations, and cash holdings. The cash holdings of the Group at 31 December 2025 were £10.5 million (2024: £7.6 million). The Group made a profit before tax of £0.7 million for the year ended 31 December 2025 (2024: £2.0 million), and generated an increase in cash and cash equivalents in 2025 of £2.9 million (2024: £0.7 million). The Group had net assets of £39.1 million (2024: £21.3 million), and net current liabilities of £3.0 million (2024: net current assets of £7.0 million). 

The Directors have prepared detailed cash flow projections for the period to 31 December 2026 and for the following 6 month period to 30 June 2027 which are based on their current expectations of trading prospects. The Group achieved positive cashflow of £6.3 million in H2 2025, and the Board forecasts that the Group will continue to achieve positive cash inflows in 2026.

The Directors are confident that the Group's cash flow projections are achievable, and are committed to taking any actions available to them to ensure that any shortfall in forecast revenue receipts is mitigated by cost savings.

The Directors continue to maintain rolling forecasts which are regularly updated. 

The Directors remain confident that the Group has sufficient cash resources for a period of at least twelve months from the date of approval of these consolidated financial statements and accordingly, the Directors have concluded that it is appropriate to continue to adopt the going concern basis in preparing these consolidated financial statements. 

2.2 Basis of consolidation

The consolidated financial statements consolidate the financial statements of Brave Bison Group plc and all its subsidiary undertakings up to 31 December 2025, with comparative information presented for the year ended 31 December 2024. No profit and loss account is presented for Brave Bison Group plc as permitted by section 408 of the Companies Act 2006.

Subsidiaries are all entities over which the Group has the power to control the financial and operating policies and is exposed to or has rights over variable returns from its involvements with the investee and has the power to affect returns. Brave Bison Group plc obtains and exercises control through more than half of the voting rights for all its subsidiaries. Engage Sports Media Limited has a reporting date of 31 January, Engage Digital Partners Pvt Limited has a reporting date of 31 March and Engage Digital Partners Pty Limited has a reporting date of 30 June. All other subsidiaries have a reporting date of 31 December and are consolidated from the acquisition date, which is the date from which control passes to Brave Bison Group plc.

The Group applies uniform accounting policies and all intra-group transactions, balances, income and expenses are eliminated on consolidation.

Unrealised gains and losses on transactions between Group companies are eliminated. Where recognised losses on intra-group asset sales are reversed on consolidation, the underlying asset is also tested for impairment from a Group perspective.

Business combinations are accounted for using the acquisition method. The acquisition method involves the recognition at fair value of all identifiable assets and liabilities, including contingent liabilities of the subsidiary, at the acquisition date, regardless of whether or not they were recorded in the financial statements of the subsidiary prior to acquisition. On initial recognition, the assets and liabilities of the subsidiary are included in the consolidated statement of financial position at their fair values, which are also used as the basis for subsequent measurement in accordance with the Group accounting policies. Goodwill is stated after separating out identifiable intangible assets. Goodwill represents the excess of acquisition cost over the fair value of the Group's share of the identifiable net assets of the acquired subsidiary at the date of acquisition.

Profit or loss and other comprehensive income of subsidiaries acquired or disposed of during the year are recognised from the effective date of acquisition, or up to the effective date of disposal, as applicable.

2.3 Adoption of new and revised standards

The Group has applied the following amendments to IFRS during the year:

· Amendments to IAS 21- Lack of Exchangeability .

Other Standards and amendments that are not yet effective and have not been adopted early by the Company include:

· Amendments to IFRS 9 & IFRS 7 - Classification & Measurement of Financial Instruments

· IFRS 18 - Presentation and Disclosures in Financial Statements; and

· IFRS 19 - Subsidiaries Without Public Accountability: Disclosures.

The directors have assessed the standards above and they will not have a material impact in future periods.

3 Statement of compliance

The financial statements have been prepared in accordance with the accounting policies and presentation required by UK adopted International Accounting Standards, and International Financial Reporting Interpretations Committee ("IFRIC") Interpretations as endorsed for use in the UK. The financial statements except certain financial assets and liabilities, share based payments and assets and liabilities acquired as part of a business combination have also been prepared under the historical cost convention and in accordance with those parts of the Companies Act 2006 that are relevant to companies that prepare financial statements in accordance with UK adopted International Accounting Standards.

4 Summary of accounting policies

The Group's presentation and functional currency is £ (Sterling). The financial statements are presented in thousands of pounds (£000's) unless otherwise stated.

4.1 Revenue

Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for services provided in the normal course of business, net of discounts and sales related taxes.

Revenue is recognised when the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity, the costs incurred or to be incurred can be measured reliably, and when the criteria for each of the Group's different activities has been met.

The determination of whether the Group is acting as a principal or an agent in a transaction involves judgement and is based on an assessment of who controls a specified good or service before it is transferred to a customer. Significant contracts are reviewed for the indicators of control. The Group is deemed to be acting as a principal in all significant contracts.

Where the Group's contractual performance obligations have been satisfied in advance of invoicing the client then unbilled income is recognised on the Statement of Financial Position. Where the Group's contractual performance obligations have been satisfied less than amounts invoiced then a contract liability is recognised.

The accounting policies specific to the Group's key operating revenue categories are outlined below:

Services revenue:

· Performance marketing services. Revenue from providing these services is recognised over the time that the performance obligations to provide services are satisfied; and

· Technology services. Revenue from providing these services is recognised over the time that the performance obligations to provide services are satisfied; and

· Social Media and Influencer services. Providing social media consultancy and strategy services, and providing creative and influencer management services. Revenue from providing these services is recognised over the time that the performance obligations to provide services are satisfied; and

· Consultancy services. Revenue from providing these services is recognised over the time that the performance obligations to provide services are satisfied

Platform revenue:

· Ad-funded YouTube channel management of third party content owners' videos. Revenue is recognised at the point in time when the performance obligation of delivering monetised views occurs; and

· Monetisation of the Group's owned and operated brands and videos via platforms such as Facebook and Snapchat. Revenue is recognised at the point in time when the performance obligation of delivering monetised views occurs; and

· MiniMBA course provision revenue. Revenue is recognised over the time that the performance obligations to provide the training course are satisfied

4.2 Interest income

Interest income and expenses are reported on an accrual basis using the effective interest method.

4.3 Foreign currency translation

Transactions in foreign currencies are translated at the exchange rate ruling at the date of the transaction. Monetary assets and liabilities in foreign currencies are translated at the rates of exchange ruling at the balance sheet date. Non-monetary items that are measured at historical cost in a foreign currency are translated at the exchange rate at the date of the transaction. Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined.

Any exchange differences arising on the settlement of monetary items or on translating monetary items at rates different from those at which they were initially recorded are recognised in the profit or loss in the period in which they arise.

The assets and liabilities in the financial statements of foreign subsidiaries and related goodwill are translated at the rate of exchange ruling at the balance sheet date. Income and expenses are translated at the actual rate on the date of transaction. The exchange differences arising from the retranslation of the opening net investment in subsidiaries and on income and expenses during the year are recognised in other comprehensive income and taken to the "translation reserve" in equity. On disposal of a foreign operation the cumulative translation differences (including, if applicable, gains and losses on related hedges) are transferred to the income statement as part of the gain or loss on disposal.

4.4 Segment reporting

IFRS 8 Operating Segments requires operating segments to be identified on the same basis as is used internally for the review of performance and allocation of resources by the Group Chief Executive (chief operating decision maker - CODM).

The Board has reviewed the Group and all revenues are functional activities of a digital media and marketing group, and these activities take place on an integrated basis. The senior executive team review the financial information on an integrated basis for the Group as a whole, but view the business as having 2 key revenue streams, being Services revenue & Platform revenue. The Group will provide a split between these two streams, as well as a split by geographical location. Segmental information is presented in accordance with IFRS 8 for all periods presented within Note 6.

4.5 Leasing

For any new contracts entered into on or after 1 January 2019, the Group considers whether a contract is, or contains a lease. A lease is defined as 'a contract, or part of a contract, that conveys the right to use an assed (the underlying asset) for a period of time in exchange for consideration'. To apply this definition the Group assesses whether the contract meets three key evaluations which are whether:

· The contract contains an identified asset, which is either explicitly identified in the contract or implicitly specified by being identified at the time the asset is made available to the Group;

· The Group has the right to obtain substantially all of the economic benefits from use of the identified asset throughout the period of use, considering its rights within the defined scope of the contract; and

· The Group has the right to direct the use of the identified asset throughout the period of use. The Group assess whether it has the right to direct 'how and for what purpose' the asset is used throughout the period of use.

At lease commencement date, the Group recognises a right-of-use asset and a lease liability on the balance sheet. The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs incurred by the Group, an estimate of any costs to dismantle and remove the asset at the end of the lease, and any lease payments made in advance of the lease commencement date (net of any incentives received).

The Group depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Group also assesses the right-of-use asset for impairment when such indicators exist.

At the commencement date, the Group measures the lease liability at the present value of the lease payments unpaid at that date, discounted using the interest rate implicit in the lease if that rate is readily available or the Group's incremental borrowing rate.

Lease payments included in the measurement of the lease liability are made up of fixed payments (including in substance fixed), variable payments based on an index or rate, amounts expected to be payable under a residual value guarantee and payments arising from options reasonably certain to be exercised.

Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest. It is remeasured to reflect any reassessment or modification, or if there are changes in in-substance fixed payments.

When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset, or profit and loss if the right-of-use is already reduced to zero.

The Group has elected to account for short-term leases and leases of low-value assets using the practical expedients. Instead of recognising a right-of-use asset and lease liability, the payments in relation to these are recognised as an expense in the profit or loss on a straight-line basis over the lease term.

On the statement of financial position, right-of-use assets have been included in property, plant and equipment and lease liabilities have been included in trade and other payables.

4.6 Property, plant and equipment

Property, plant and equipment are stated at historical cost less accumulated depreciation and impairment. Depreciation is calculated to write down the cost less estimated residual value of all property, plant and equipment by equal annual instalments over their expected useful lives less estimated residual values, using the straight line method. The rates generally applicable are:

· Fixtures & Fittings - 3 years or over remaining lease term

· Computer Equipment - 3 years

The gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in profit or loss.

The assets' residual value and useful lives are reviewed, and adjusted if required, at each balance sheet date. The carrying amount of an asset is written down immediately to its recoverable amount if the carrying amount is greater than its estimated recoverable amount.

The Group depreciates the right-of-use assets on a straight-line basis from the lease commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Group also assesses the right-of-use asset for impairment when such indicators exist.

4.7 Impairment of property, plant and equipment

At each balance sheet date, the Group reviews the carrying amounts of its property, plant and equipment to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss.

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.

4.8 Intangible assets

An intangible asset, which is an identifiable non-monetary asset without physical substance, is recognised to the extent that it is probable that the expected future economic benefits attributable to the asset will flow to the Group and that its cost can be measured reliably. The asset is deemed to be identifiable when it is separable or when it arises from contractual or other legal rights.

Intangible assets acquired as part of a business combination, are shown at fair value at the date of the acquisition less accumulated amortisation. Amortisation is charged on a straight line basis to profit or loss. The rates applicable, which represent the Directors' best estimate of the useful economic life, are:

· Customer relationships - 5 to 10 years

· Online content - 3 to 5 years

· Brands - 3 to 5 years

· Technology - 1 to 5 years

Goodwill is not amortised but is instead reviewed for impairment on an annual basis as outlined below.

4.9 Impairment of intangible assets

At each balance sheet date, the Group reviews the carrying amounts of its intangible assets and goodwill to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss. 

4.10 Development costs

Expenditure on the research phase of an internal project is recognised as an expense in the period in which it is incurred. Development costs incurred on specific projects are capitalised when all the following conditions are satisfied:

· Completion of the asset is technically feasible so that it will be available for use or sale;

· The Group intends to complete the asset and use or sell it;

· The Group has the ability to use or sell the asset and the asset will generate probable future economic benefits (over and above cost);

· There are adequate technical, financial and other resources to complete the development and to use or sell the asset; and

· The expenditure attributable to the asset during its development can be measured reliably.

Development costs not meeting the criteria for capitalisation are expensed as incurred. The cost of an internally generated asset comprises all directly attributable costs necessary to create, produce and prepare the asset to be capable of operating in the manner intended by management. Directly attributable costs include employee (other than Director) costs incurred along with third party costs.

Judgement by the Directors is applied when deciding whether the recognition requirements for development costs have been met. Judgements are based on the information available at the time when costs are incurred. In addition, all internal activities related to the research and development of new projects is continuously monitored by the Directors.

4.11 Taxation

Tax expenses recognised in profit or loss comprise the sum of the tax currently payable and deferred tax not recognised in other comprehensive income or directly in equity.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and are accounted for using the liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences, and deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be recognised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. Deferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to recognise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset recognised based on tax rates (and tax laws) that have been enacted or substantively enacted by the balance sheet date. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.

4.12 Financial Instruments

Recognition and derecognition

Financial assets and financial liabilities are recognised with the Group becomes a party to the contractual provisions of the financial instrument. Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires.

Loan and other receivables

The Group accounts for loan and other receivables by recording the loss allowance as lifetime expected credit losses. These are shortfalls in contractual cash flows, considering the potential for default at any point during the life of the financial instrument. The Group uses its historical experience, external indicators and forward-looking information to calculate expected credit losses.

Trade and other payables

Trade and other payables are initially measured at fair value, and are subsequently measured at amortised cost, using the effective interest method.

Contract assets and liabilities

The Group does not adjust the promised amount of consideration for the effects of a significant financing component if the entity expects, at contract inception, that the period between when the entity transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less.

4.13 Equity, reserves and dividend payments

Share capital

Share capital represents the nominal value of shares that have been issued.

Share premium

Share premium includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium arising on those shares, net of any related income tax benefits.

Retained deficits

Retained deficits include all current and prior period retained profits or losses. It also includes credits arising from share based payment charges.

Translation reserve

Translation reserve represents the differences arising from translation of investments in overseas subsidiaries.

Merger reserve

The merger reserve is created when group reconstruction accounting is applied. The difference between the cost of investment and the nominal value of the share capital acquired is recognised in a merger reserve.

Merger relief reserve

Where the following conditions are met, any excess consideration received over the nominal value of the shares issued is recognised in the merger relief reserve:

· the consideration for shares in another company includes issued shares; and

· on completion of the transaction, the company issuing the shares will have secured at least a 90% equity holding in the other company.

Capital redemption reserve

Where the Company purchases its own equity share capital, on cancellation, the nominal value of the shares cancelled is deducted from share capital and the amount is transferred to the capital redemption reserve.

Dividend distributions payable to equity shareholders are included in 'other liabilities' when the dividends have been approved in a general meeting prior to the reporting date.

4.14 Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, together with other short-term highly liquid investments that are readily convertible into known amounts of cash having maturities of 3 months or less from inception and which are subject to an insignificant risk of change in value, and bank overdrafts.

4.15 Employee benefits

The Group operates two schemes on behalf of its employees, private healthcare and a defined contribution pension plan and amounts due are expensed as they fall due.

4.16 Share based payments

Employees (including Directors) of the Group received remuneration in the form of share-based payment transactions, whereby employees render services in exchange for rights over shares ('equity-settled transactions'). The Group has applied the requirements of IFRS 2 Share-based payments to all grants of equity instruments. The transactions have been treated as equity settled.

The cost of equity settled transactions with employees is measured by reference to the fair value at the grant date of the equity instrument granted. The fair value is determined by using the Black-Scholes method. The cost of equity-settled transactions is recognised, together with a corresponding charge to equity, over the period between the date of grant and the end of a vesting period, where relevant employees become fully entitled to the award. The total value of the options has been pro-rated and allocated on a weighted average basis.

4.17 Restructuring Costs

Restructuring costs relate to corporate re-organisation activities previously undertaken or announced, as detailed in note 8.

4.18 Provisions

The Group has recognised a provision for the costs to restore leased property to its original condition, as required by the terms and conditions of the lease. This is recognised when the obligation is incurred, either at the commencement date or as a consequence of having used the underlying asset during a particular period of the lease, at the directors' best estimate of the expenditure that would be required to restore the assets. Estimates are regularly reviewed and adjusted as appropriate for new circumstances.

5 Critical accounting judgements and key sources of estimation uncertainty

The preparation of financial statements under UK adopted International Accounting Standards requires the Group to make estimates and assumptions that affect the application of policies and reported amounts. Estimates and judgements are continually evaluated and are based on historical experience and other factors including expectations of future events that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. The estimates and assumptions which have a risk of causing a material adjustment to the carrying amount of assets and liabilities are discussed below.

5.1 Critical accounting judgements

Intangible assets and impairment

The Group recognises the intangible assets acquired as part of business combinations at fair value at the date of acquisition. The determination of these fair values is determined by experts engaged by management and based upon management's and the Directors' judgement and includes assumptions on the timing and amount of future incremental cash flows generated by the assets and selection of an appropriate discount rate. Furthermore management must estimate the expected useful lives of intangible assets and charge amortisation on these assets accordingly.

Treatment of revenue as agent or principal

The determination of whether the Group is acting as a principal or an agent in a transaction involves judgment and is based on an assessment of who controls a specified good or service before it is transferred to a customer. Significant contracts are reviewed for the indicators of control. These include if the Group is primarily responsible for fulfilling the promise to provide the good or service, if the Group has inventory risk before the good or services has been transferred to the customer and if the Group has discretion in establishing the price for the good or service. 

Deferred taxation

Deferred tax assets are recognised in respect of tax loss carry forwards only to the extent that the realisation of the related tax benefit through future taxable profits is probable.

5.2 Estimates

Share based payment charges

The Group is required to measure the fair value of its share based payments. The fair value is determined using the Black-Scholes method which requires assumptions regarding exchange rate volatility, the risk free rate, share price volatility and the expected life of the share based payment. Exchange rate volatility is calculated using historic data over the past three years. The volatility of the Group's share price has been calculated as the average of similar listed companies over the preceding periods. The risk-free rate range used is between 0% and 3.5% and management, including the Directors, have estimated the expected life of most share based payments to be 4 years.

Expected credit losses

Recoverability of some receivables may be doubtful although not definitely irrecoverable. Where management feel recoverability is in doubt an appropriate provision is made for the possibility that the amounts may not be recovered in full. Provisions are made using past experience however subjectivity is involved when assessing the level of provision required.

6 Segment Reporting

Geographic reporting

The Group has identified two geographic areas (United Kingdom & Europe and Rest of the world) and the information is presented based on the customers' location.

The Group identifies two revenue streams, Services revenue and Platform revenue. The analysis of revenue by each stream is detailed below, a detailed overview can be found in the Strategic Report.

7 Operating Profit and Profit before taxation

The operating profit and the profit before taxation are stated after:

8 Restructuring costs

Restructuring costs in 2024 relate to termination payments and legal costs for the closure of our US office, unused property leases acquired with SocialChain, duplicated IT contracts now replaced, restructuring costs in relation to our Commerce division, corporate reorganisation costs and professional fees associated with reduction in capital. Restructuring costs in 2025 relate to unused property leases acquired with Builtvisible, duplicate IT contracts now replaced, and termination payments in relation to staff restructuring as a result of the recent acquisitions.

9 Finance income and costs

10 Income tax credit

UK corporation tax is calculated at 25.00% (2024: 26.00%) of the estimated assessable loss for the year. Taxation for other jurisdictions is calculated at the rates prevailing in those jurisdictions.

The credit for the year can be reconciled to the loss per the income statement as follows:

Reconciliation of effective tax rate:

11 Earnings per share

Both the basic and diluted earnings per share have been calculated using the profit after tax attributable to shareholders of Brave Bison Group plc as the numerator, i.e. no adjustments to profits were necessary in 2024 or 2025. The calculation of the basic earnings per share is based on the profit attributable to ordinary shareholders divided by the weighted average number of shares in issue during the year. 

During the year, the Group completed a 1-for-20 share consolidation effective 11 July 2025, whereby every 20 existing ordinary shares were consolidated into 1 new ordinary share. In accordance with IAS 33 Earnings Per Share, the weighted average number of shares for all period presented has been adjusted retrospectively to reflect the impact of the share consolidation. As a result, the basic and diluted earnings per share for the comparative period have been restated to ensure comparability with the current year presentation. The restatement affects only the per-share calculations and has no impact on total profit, equity or cash flows previously reported.

12 Directors and employees

The average number of persons (including Directors) employed by the Group during the year was:

The aggregate cost of these employees was:

Directors emoluments paid during the period and included in the above figures were:

The highest paid Director received emoluments totalling £0.3 million (2024: £0.2 million). The amount of share based payments charge (see Note 24) which relates to the Directors was £0.03 million. (2024: £0.3 million charge). The key management of the Group are the executive members of Brave Bison Group plc's Board of Directors. Key management personnel remuneration includes the following expenses:

13 Intangible assets

Goodwill is not amortised, but tested annually for impairment with the recoverable amount being determined from value in use calculations.

The recoverable amount of the intangible assets has been determined based on value in use. Value in use has been determined based on future cash flows after considering current economic conditions and trends, estimated future operating results, growth rates and anticipated future economic conditions.

As at 31 December 2025, the intangible assets were assessed for impairment. The impairment charge was £nil (2024: £nil).

The estimated cash flows for a period of 5 years were developed using internal forecasts, and a pre-tax discount rate of 10%. The cash flows beyond 5 years have been extrapolated assuming nil growth rates. The key assumptions are based on growth of existing and new customers and forecasts, which are determined through a combination of management's views, market estimates and forecasts and other sector information.

14 Property, plant and equipment

15 Impairment charge

During the year the Group assessed the value in use of the brand names. The impairment charge was £nil (2024: £nil).

16 Deferred taxation assets and liabilities

Deferred tax recognised:

Unutilised tax losses carried forward which have not been recognised as a deferred tax asset at 31 December 2025 were £29.0 million (2024: £45.1 million). These have not been recognised due to uncertainty about future consistent taxable profits. Deferred tax has been calculated at a rate of 25%.

Reconciliation of movement in deferred tax

This deferred tax asset relates to short term timing differences and an asset in respect of tax losses brought forward.

17 Trade and other receivables

The contractual value of trade receivables is £7.6 million (2024: £5.1 million). Their carrying value is assessed to be £7.4 million (2024: £4.9 million) after assessing recoverability. The contractual value and the carrying value of other receivables are considered to be the same. The Group's management considers that all financial assets that are not impaired or past due are of good credit quality.

The ageing analysis of these trade receivables showing fully performing and past due but not impaired is as follows:

The movement in provision for expected credit losses can be reconciled as follows:

Provisions are created and released on a specific customer level on a monthly basis when management assesses for possible impairment. At each half year and year end, management will assess for further impairment based upon expected credit loss over and above the specific impairments noted throughout the year.Having considered the Group's exposure to bad debts and the probability of default by customers, no expected credit losses have been recognised in accordance with IFRS 9 (2024: £nil).

The other classes within trade and other receivables do not contain impaired assets.

18 Trade and other payables