Final Results

24 June 2025

INTERCEDE GROUP plc

('Intercede', the 'Company' or the 'Group')

Preliminary Results for the year ended 31 March 2025

Intercede, the leading cybersecurity software company specialising in digital identities, today announces its preliminary results for the year ended 31 March 2025 ("FY 2025").

FY 2025 Headlines

· Group revenues of £17.7 million

· Group focus on annual recurring revenue, now at £10.6 million

· Net profit of £4.1 million

· Net cash generation from operating activities of £2.9 million, after share buybacks and repayments of R&D tax credits being a net impact of c£1.4 million

· Basic EPS of 6.9p

· New product launched, MyID SecureVault, with maiden sales in H2

· Continued investment in product and code, including internal IT infrastructure

· Clear strategic vision on M&A plans and broadening our geographic reach

· Strong and unleveraged financial position.

Total Revenue: For the year ended 31 March 2025, the Group generated revenues of £17.7 million, representing a decrease of approximately 11.5% compared to the prior year (2024: £20.0 million), and an 9.6% decline on a constant currency basis. As previously disclosed, 2024 included an exceptional perpetual licence sale of approximately £6 million that the Group signed in December 2023, which contributed materially to the FY2024 results (with revenues in FY2024 being record revenues for the Group). In the three-year period between 2022 and 2025 the Group has demonstrated a CAGR in revenues of c21.4%.

Highlights for the Year Ended 31 March 2025

Key Contract Wins:During the year, the Group secured several significant new contracts, including:

o  A major licence order for MyID CMS, placed by a systems integrator on behalf of a new government end client in Asia (new logo), valued at approximately $0.9 million, with associated multi-year support and maintenance services worth $0.56 million. This contract establishes a strategic presence for the Group in the region.

o  For the same end client, the Group secured its inaugural subscription licence order for MyID SecureVault, valued at approximately $0.5 million over a two-year period.

o  A subscription licence order for MyID MFA from a leading airline based in the Middle East (new logo), secured through a newly established partnership focused on airport security screening.

o  A subscription licence order for MyID MFA from a prominent Kuwaiti bank (new logo), contracted via the Group's regional distribution channel.

o  A MyID CMS subscription licence order from an American, publicly traded, government-sponsored enterprise (new logo), secured through a managed services partner.

Contract Renewals:The Group also successfully renewed a number of key support and maintenance as well as subscription contracts, including:

o  A renewal from a large U.S. federal agency, valued in excess of $1.4 million.

o  A renewal from a second major U.S. federal agency, valued in excess of $1.0 million.

o  A renewal from another key U.S. federal agency, valued at approximately $0.15 million.

o  A major renewal from a significant educational institution in the Middle East for MyID MFA, including an enhanced subscription licence order for an additional 2,000 users, bringing the total deployment to 19,000 users. The combined annual value is approximately $0.15 million.

o  A support and maintenance renewal from a major U.S. aerospace and defence manufacturer, totalling approximately $0.54 million.

Deployment Activity:During the year, the Group added 15 new deployments across its MyID Solutions product lines.

Operations Overview

Intercede continues to uphold its commitment to excellence in quality, agility and timeliness, with cost-effective delivery. Our operations are underpinned by stringent quality assurance protocols, underpinned by ISO 9001 and 27001 and the disciplined application of key performance indicators (KPIs) throughout the estimation, development, and review processes. These practices ensure that all deliverables consistently meet our high standards. All development and testing is performed in the UK.

We employ an agile development methodology to support the evolution of our products, with an increasing number of components being developed and integrated using Azure DevOps. The MyID product suite adheres to a structured release schedule, with MyID CMS undergoing quarterly updates-comprising versions v12.11 through v12.14 within FY 2025. Additionally, MyID MFA/PSM has seen the successful release of four versions during the reporting period: v5.05.0, v5.07.0, v5.08.0, and v5.08.1.

In direct response to customer demand, we demonstrated our capacity for rapid innovation through the design, development, and launch of a new product, MyID SecureVault, within a three-month timeframe.

Over the past year, Intercede has successfully delivered more than 32 projects to a diverse client base across the United Kingdom, Europe, the Middle East, APAC, and the United States. These projects served both newly onboarded customers and long-standing partners across critical sectors including government, federal, defence, telecommunications, and finance.

Key project highlights include:

o  The deployment of MyID CMS for a major U.S. federal agency, encompassing support for over 250 global locations.

o  The implementation of MyID MFA for a critical government agency in the Middle East.

o  The deployment of MyID MFA for a supervisory financial authority in the Middle East.

o  The commencement of a MyID SecureVault implementation for a governmental client in the Asia-Pacific region.

o  The Group continued to invest in strengthening its internal IT infrastructure and migration to cloud capabilities. This strategic transition enhances scalability, reliability, and performance.

o  Intercede maintained its ISO 9001 and ISO 27001 certifications, successfully achieving this without any non-conformances. This reflects the organisation's ongoing commitment to quality management and information security best practices.

o  Customer satisfaction remains a cornerstone of Intercede's operational priorities. In FY 2025, the Group achieved a Net Promoter Score (NPS) of +55 (2024: +50), underlining a continued strengthening of our customer and partner relationships. This improvement underscores our commitment to delivering exceptional value through high-quality software products, responsive account management and customer support, and professional services. We actively engage with our client base through executive service reviews and our Customer Advisory Board to gather feedback and continuously enhance service delivery and customer experience.

Intercede remains steadfast in its mission to deliver secure, reliable, and innovative digital identity solutions, ensuring the continued trust and satisfaction of our global clientele.

Outlook

Intercede is primed for growth and is already seeing the benefits of targeted development and investments in its product offering. The Group is excited about the future and confident it will continue to build on the solid foundations in the years ahead.

Despite ongoing global uncertainty, the cybersecurity market continues to expand, driven by the increasing complexity of threats and the growing influence of emerging technologies such as AI. Regulatory momentum is also increasing, with new standards like the Network and Information Security Directive 2 (NIS2) in Europe and parallel initiatives in the US aligning closely with Intercede's software capabilities and product development roadmap.

Whilst the Group is seeing no current impact from tariffs or Department of Government Efficiency (DOGE) directives, there is potential upside driven by increased Department of Defence (DoD) spending, as well as the emphasis on moving from Government Off-the-Shelf (GOTS) to Commercial Off-the-Shelf (COTS) solutions. However, decision-making cycles within government entities continue to be longer compared to non-governmental sector. Spending on cybersecurity is on the rise, with increasing potential for direct vendor engagement and a growing number of cybersecurity mandates at both US state and local levels. Despite reduced government funding for the Cybersecurity and Infrastructure Security Agency (CISA), the resilience of critical infrastructure remains intact.

Beyond the Americas, Intercede's market presence is strengthening. In Continental Europe and the UK, regulatory frameworks such as NIS2 and the Digital Operational Resilience Act (DORA) are gaining traction, alongside rising interest in the EU Digital Wallet (EUDI) and in the Middle East. The Group is focussed on accelerating its channel expansion in these regions through targeted marketing efforts. Meanwhile, in the Asia-Pacific region, particularly Singapore, there are growing demands for secure identity solutions, including activity in Australia and New Zealand.

Current trading is in line with Board expectations with our Tier 1 client base continuing to grow and diversify, reinforcing the Group's strong market position. With its 'best-in-class' MyID platform, we are uniquely equipped to capitalise on a dynamic and expanding global cybersecurity landscape.

Royston Hoggarth, Chairman, said:

"We are maintaining our momentum, even amid ongoing global uncertainty and challenges. Following an outstanding FY2024, the Group has delivered further strong results, driven by a strategically geo-diversified pipeline and market leading products. Intercede is committed to executing its strategic objectives and delivering embedded growth in the years ahead."

ENQUIRIES

About Intercede

Intercede is a cybersecurity software company specialising in digital identities, and its innovative solutions enable organisations to protect themselves against the number one cause of data breach: compromised user credentials.

The Intercede suite of products allows customers to choose the level of security that best fits their needs, from Secure Registration and ID Verification to Password Security Management, One-Time Passwords, FIDO and PKI. Uniquely, Intercede provides the entire set of authentication options from Passwords to PKI, supporting customers on their journey to passwordless and stronger authentication environments. In addition to developing and supporting Intercede software, the Group offers professional services and custom development capabilities as well as managing the world's largest password breach database.

For over 20 years, global customers in government, aerospace and defence, financial services, healthcare, telecommunications, cloud services and information technology have trusted Intercede solutions and expertise in protecting their mission critical data and systems at the highest level of assurance.

For more information visit: www.intercede.com

The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the company's obligations under Article 17 of MAR.

Strategic Report: How We Approach Growth

The Investment Case Intercede provides business critical authentication software​ in a growing cyber security market and does this by protecting organisations​ against ​data breaches.

Intercede's growth strategy is now based on a multi-sided authentication pyramid, built on strengthening recurring revenues, enhancing product offerings, expanding market presence, and making targeted value creating acquisitions. Our disciplined focus on operational excellence ensures we can scale effectively and sustainably, execute on our stated KPIs and deliver embedded growth over the coming years.

Market Trends and Opportunities

The Group is widely recognised as a global market leader in Credential Management Systems (CMS) through its flagship solution, MyID CMS. This leadership position is underpinned by a clear strategic focus on sustained innovation, targeted investment in intellectual capital, the recruitment of highly skilled professionals, and the introduction of flexible pricing models tailored to evolving customer requirements.

The critical nature of the Group's offerings-addressing core security and digital identity needs-means that expenditure in this area is typically non-discretionary. This, combined with strong customer relationships and long-term solution adoption, has resulted in low customer attrition and a growing base of high-quality recurring revenues.

The Group has expanded its product capabilities further down the authentication pyramid. This has led to the integration of MyID MFA and MyID PSM into the broader offering, significantly increasing the Group's total addressable market. The subsequent successful launch of MyID SecureVault represents another key milestone, in addressing client requirements through innovation and a commercial lens, in an agile manner.

As a result, the Group is well-positioned to capitalise on continued growth in demand for secure, scalable, and compliant digital identity solutions, reinforcing its role as a trusted partner in the global cybersecurity ecosystem.

Financial Strength

Following an exceptional 2024, the Group continues to deliver growth and profitability and enters the new financial year from a position of strength. With no debt, strong cash reserves of £18.7 million at year-end, and continued discipline in capital and working capital management, the Group has the financial flexibility to actively pursue and execute its organic growth strategy and continued investment in product innovation complemented with strategic M&A opportunities.

In alignment with its long-term growth strategy, the Group has set a clear objective to double its FY2022/23 revenue of £12 million by the end of FY2028. This target will be driven through the Group's organic and M&A strategy underpinned by the Group's robust operational and financial foundations.

Recurring Revenue Focus

The Group continues to prioritise the development of long-term, stable, and predictable revenue streams as a core element of its business model. We do this by:

· Flexible Pricing Models - Offering both subscription-based and perpetual licencing options enables the Group to meet the diverse and evolving needs of its customer base.

· Subscription Growth - The ongoing transition to subscription models, particularly for the MyID CMS and subscription only MyID SecureVault, MFA and PSM, is accelerating the growth of Annual Recurring Revenue (ARR).

· Strong Customer Retention - High retention rates reflect the mission-critical and non-discretionary nature of the Group's solutions, especially MyID CMS, reinforcing revenue stability and long-term client relationships.

This strategic emphasis supports the Group's ambition for long term growth and increased revenue visibility. This strategy has enabled the Group to deliver a GAGR in revenues of c21.4% since FY 2022.

Organic Growth

Product Enhancement and Market Expansion

The Group remains committed to continuous innovation through ongoing investment in research and development, ensuring it maintains a strong competitive edge in a dynamic and evolving market. Key strategic initiatives include:

· Integrated Platform Offering - The ongoing integration of MyID MFA and PSM, and our flagship product MyID CMS into a cohesive unified platform.

· Increased R&D Investment - Continuous enhancement of the product suite through focused R&D ensures alignment with emerging customer requirements and regulatory standards, positioning the Group for ongoing market relevance and growth.

Operational Excellence

The Group's commitment to operational excellence is reflected across all core functions, ensuring the delivery of high-quality products and services.

Key operational pillars include:

Research & Development (R&D) The Group continues to invest in agile product development and testing methodologies to accelerate road innovations and quarterly releases for its product suite. Product enhancements are built on core principles of security, scalability, and interoperability, enabling the delivery of robust solutions that meet evolving customer and industry demands.

Customer SupportIntercede's high-touch support model spans onboarding, training, and ongoing lifecycle services. A Net Promoter Score (NPS) of 55 underscores the quality and responsiveness of support and reflects strong customer satisfaction and loyalty.

Professional Services Leveraging deep domain expertise, the Group's professional services team enables customers to realise full value from their investment. This includes rapid deployment, tailored configuration , and comprehensive integration support, ensuring seamless implementation in typically complex environments.

Sales and Marketing - a channel first approachThe Group employs a channel-first Go-To-Market Model (GTMM), with 96% of new business secured through trusted partners (2024: 94% ). This scalable partner ecosystem is carefully aligned with Intercede's values and technical standards. In parallel, brand positioning and market reach have been significantly enhanced through collaborative marketing efforts and demand generation campaigns with key partners. A key part of the Group's growth strategy is to continue to deepen its relationships with its existing trusted channel partners whilst also seeking to expand its channel partner network to enhance the Group's geographic reach.

Inorganic Growth Strategy

The Group continues to pursue a disciplined and targeted mergers and acquisitions (M&A) strategy to accelerate growth and enhance strategic capabilities. Inorganic initiatives are designed to complement organic performance and deliver long-term value by:

· expanding the product portfolio - Acquiring complementary technologies to broaden and enhance the existing product suite.

· growing recurring revenues - Prioritising businesses with established Annual Recurring Revenue (ARR) models to strengthen revenue predictability and scalability.

· accessing specialised talent and IP - Bringing in expert teams and commercially proven technologies that enhance the Group's innovation pipeline and execution capacity.

· entering new markets - Leveraging acquisitions to establish a presence in new geographic regions and/or vertical sectors.

· increasing capabilities - Addressing technological or functional gaps more rapidly fulfilled than through organic development alone.

· diversifying the client and partner base - Expanding reach across key sectors such as healthcare, financial services, and government.

The Group is not focused on a "buy and build" strategy. Instead, all M&A activity is guided by stringent evaluation criteria to ensure strategic alignment, financial accretion, and cultural compatibility, reinforcing the Group's long-term growth objectives. The Company is regularly evaluating acquisition opportunities but to date none have satisfied Intercede's disciplined M&A criteria and growth ambitions.

Our People: Enabling Performance and Growth

At Intercede, putting our colleagues first is a core principle that underpins the Group's culture and long-term success. We are committed to creating an environment where our people can thrive, collaborate, and contribute meaningfully to the Group's objectives.

By empowering our colleagues, we enable the creation of innovative products and solutions that fuel commercial success, supporting the sales team in driving growth and enabling professional services to deliver successful implementations for our customers and partners.

Over the past two years, the Group has actively advanced its succession planning efforts, successfully recruiting and integrating the next generation of talent. This strategic focus supports our ability to scale as we continue to invest across development, testing, presales, professional services, and customer support, broadening the Group's operational bandwidth and delivery capacity.

We also recognise that diversity and inclusion are critical drivers of innovation and sustainable growth. By building a more diverse and representative workforce, we not only enhance creativity but also foster a more resilient and forward-looking organisation. Our commitment to equitable growth, development, and advancement ensures that we continue to attract, retain, and engage top-tier talent. Role promotions are typically made from within the Group ensuring that colleagues have ongoing career development. During the year, the CTO office was expanded following the internal promotion of a new CTO.

Product and Roadmap 

Intercede MyID Solutions 

Products  

Stronger Authentication 

Intercede protect our customers against data breach by enabling them to replace weak user credentials with stronger authentication simply, securely and at scale. 

Despite the many advances in technology over the last few years, the number one cause of a data breach remains compromised user credentials. Put another way, 'hackers don't break in, they log in.' Intercede's solutions enable our customers to choose the level of authentication security that is appropriate for them, from high-assurance military and government through to smaller organisations, helping them wherever they are on their journey to better security.

The authentication pyramid (below) shows the relative strength of various authentication mechanisms, with the strength of authentication increasing as the pyramid is climbed. 

Passwords and Security Phrases (longer passwords based on a number of disconnected words) are the weakest as they only comprise a single factor (if I know your password I can authenticate as you), are subject to phishing attacks, and are often reused online where they can be stolen and used by bad actors. 

Multi-Factor Authentication, also known as strong authentication, comprises two or more factors from 'something I have' (e.g. a phone or smart card), 'something I know' (e.g. a PIN or password) and 'something I am' (e.g. a fingerprint or face match) and typically generates a one-time password (OTP) which is valid for a short time only. Using two factors significantly increases the level of security as it protects against password reuse and several automated attacks. 

The highest level of security is based on cryptographic keys and includes both Public Key Infrastructure (PKI) and Faster Identity Online (FIDO) credentials/FIDO passkeys. These provide phishing-resistance, making it extremely difficult for a bad actor to steal and reuse a credential. They are recognised by the National Institute of Standards and Technology (NIST) as offering the highest level of authentication assurance. 

The MyID Product Family 

Intercede excel in high security solutions at the 'top of the' pyramid, delivering credential management systems that enable issuance of high-assurance PKI and FIDO credentials to security-demanding customers in government, aerospace & defence, healthcare and financial services. With a business-critical offering and non-discretionary nature of the expenditure, the Group has low attrition and growing recurring revenues. 

Following the acquisition of Authlogics in October 2022, we successfully integrated the Multi-Factor Authentication (MFA) and Password Security Management (PSM) solutions into a rebranded MyID product family. Intercede is now a multi-product company that uniquely offers our customers a solution wherever they are on their security journey from passwords to PKI, enabling us to address a wider range of customers including small to medium businesses. 

MyID PSM - Secure your passwords, with user-friendly policies to help users set good passwords, and continuous assessment against the world's largest database of compromised credentials with over 10 billion entries.

MyID MFA - Authenticate to anything from anywhere, with modern authentication that is easy to use, deploy and manage. 

MyID CMS - Issue and manage high-assurance credentials simply, securely and at scale, compliant with security guidelines such as FIPS-201 and NIS2. 

MyID SecureVault - Securely generate and protect private keys independent of the PKI provider. Integrated with the MyID CMS for key recovery and available to third-party solutions via API. 

New Product Launch

Market Drivers 

Intercede offers solutions to a number of demands in the cybersecurity market which are driving organisations towards improved security: 

· The number of, and sophistication of cyberattacks, is on the increase, be that they are state sponsored due to the current geopolitical climate, or criminally motivated (e.g. ransomware). Of particular note is the increased use of Artificial Intelligence (AI) to generate phishing attacks which are virtually indistinguishable from genuine communications, highlighting the need for credentials that cannot fall prey to a phishing attack.

· The range of cybersecurity legislation continues to increase and is driving organisations towards improved cybersecurity solutions. Despite the recent changes in US administration, it should be noted that in the US, presidential executive orders from both the Trump and Biden administration have published guidelines on the use of phishing resistant authentication which have resulted in updated NIST standards. Of particular note in Europe is NIS2*. The NIS2 Directive is EU-wide legislation on cybersecurity providing legal measures to boost the overall level of cybersecurity in the EU.

· Now law in multiple member states, NIS2 is just one of a range of legislative changes that increases market demand for cybersecurity. Another key driver in Europe is DORA** - a regulation introduced by the European Union to strengthen the digital resilience of financial entities. It entered into application on 17 Jan 2025 and ensures that banks, insurance companies, investment firms and other financial entities can withstand, respond to, and recover from ICT (Information and Communication Technology) disruptions, such as cyberattacks or system failures. DORA impacts the financial services sector and their supply chain.

· Due to the increased level of cyberattacks combined with the increasing level of cybersecurity legislation, spending in cybersecurity is continuing to increase and is seen as non-discretionary by an increased number of organisations.

· In US Federal government, there is a continued drive to move away from bespoke or 'GOTS' (government off-the-shelf) software towards COTS (commercial off-the-shelf) solutions. This will enable customers to benefit from vendor investments in roadmap and to keep up with the rapidly changing cybersecurity landscape including adopting modern technologies faster and cheaper. 

*NIS2 : The NIS2 Directive: A high common level of cybersecurity in the EU | Think Tank | European Parliament (europa.eu) - https://www.europarl.europa.eu/thinktank/en/document/EPRS_BRI%282021%29689333

** DORA  Digital Operational Resilience Act (DORA) - EIOPA - https://www.eiopa.europa.eu/digital-operational-resilience-act-dora_en

Roadmap 

Intercede continues to invest in its research and product development capabilities to maintain our market leading position in digital identity and credential management. Inputs into the product development roadmap can be split into three categories: 

· Strategic - a combination of research and development activities, resulting in new features or modules in the product family to maintain or increase Intercede's competitive position.

· Customer Funded - on occasion a customer wishes to accelerate a particular feature on the product roadmap. This work is funded by the customer with Intercede always retaining the intellectual property.

· Support and Maintenance - customers gain access to upgrades and product support. As a security product, this is vital to our customers and Intercede invests in keeping the product family up to date with the latest security standards and support for third party systems and devices. This protects our S&M revenue which is either an annual contract or included within subscription pricing.

Examples over the current period include: 

· Passkey management for Entra ID***. Intercede continues to work with Microsoft as a strategic technology partner. The latest integration enables the MyID CMS to manage and issue FIDO passkeys that can be used to authenticate to Microsoft Entra ID protected resources, enabling customers to benefit from high-assurance authentication and credential management that complies with legislation such as FIPS-201. 

· Enhanced federation support for the MyID CMS product, enabling it to share identity information with 3rd party systems such as Microsoft Entra, Okta and Ping Identity, delivering seamless integration into the complex identity and access management solutions our larger customers operate.

· Enhancements to the MyID MFA product enabling it to be used by managed service providers to support multiple end customers from a single instance of the MFA solution. This capability enables Intercede to address the smaller customer market, via partners, that has to date been inaccessible to us.

*** Intercede Collaborates with Microsoft and Yubico to Enhance Enterprise Security with Stronger Authentication - Intercede - https://www.intercede.com/intercede-collaborates-with-microsoft-and-yubico-to-enhance-enterprise-security-with-stronger-authentication/

The product development roadmap process is tightly managed, taking input from multiple internal and external stakeholders, including the Client Advisory Boards, and results in quarterly product releases. 

A key initiative of Intercede is to continue to increase the percentage of resources allocated to strategic roadmap development to ensure Intercede maintains and increases our competitive advantage. 

In addition to regular product updates, Intercede conducts extensive research and development activities, which often result in product enhancements or new products in their own right. One such example is the recent launch of the new MyID SecureVault product. 

At the heart of a PKI based security solution is a private key, where the key is used to decrypt information (e.g. an email), the key needs to be securely generated, stored and made available for recovery, e.g. to provision the key to a replacement phone so that encrypted emails can continue to be read on the new device. 

These keys have historically been backed up (or 'archived') as part of the PKI infrastructure, with a key archive store being provided by the PKI vendor. 

As our customers tend to move between PKI vendors overtime, and with higher frequency, this means having the keys managed within the PKI vendor infrastructure in effect 'locks' the customer into the PKI provider, making it very difficult to transfer keys securely from one vendor to another. 

Working closely with a government customer in the Asia Pacific region, Intercede developed a new product - MyID SecureVault that enables customers to securely generate, store and recover private keys independent from the PKI vendor. This new solution gives customers control over their own keys and removes PKI vendor lock in, making moving between different PKIs significantly less cumbersome, faster, simpler and cheaper.

Strategic Product Direction 

Intercede continues to invest in product development and focused strategic enhancements driven by a mix of customer and market demand.

· MyID CMS remains the market leading solution for high-assurance identity and credential management for PKI, with specific strengths around FIPS 201 (PIV) compliance. Intercede will invest to ensure the CMS maintains this leadership position for PKI based opportunities and enhances its leadership position as the types of credentials our customers use expands to include additional options such as Mobile ID and FIDO passkeys.

· Multi-Factor Authentication is a highly competitive market space; therefore it is important Intercede continue to differentiate its mid-market offering; MyID MFA, which is being done in two strategic areas: 

o  Making high assurance phishing-resistant credentials such as FIDO passkeys easy to deploy and manage.

o  Acting as a multi-tenant platform for managed service providers, enabling them to add stronger authentication to their service offering. 

· At the heart of Intercede's Password Security Management solution is the world's largest actively managed database of known compromised passwords, with over 10 billion records. The strategic roadmap for Password Security is to develop a combined MFA, Enterprise Password Manager and Passkey Manager, enabling organisations to manage the transition between password and stronger credentials in a fully integrated solution.

· As a recent innovation, Intercede already has plans for the MyID SecureVault product to protect additional organisations secrets such as biometrics.

Market Opportunities  

Breaking the total market size down into market opportunities available to Intercede, follows a three-step process: 

· Addressable Market 

Intercede's addressable market is any organisation globally that needs to secure and manage their user identities. Our key segments are US federal government (and related aerospace and defence suppliers) and enterprise/workforce identity, into which we provide password management, multi-factor authentication and credential management solutions. 

· Served Market 

Within the addressable market, Intercede has a strong footprint in the US and EMEA, and a growing footprint in the APAC region, particularly in the high-assurance government and defence market. 

· Actual Market 

Within the served markets Intercede remain focused on several growth areas: 

· PKI and FIDO credential management in high assurance environments, particularly those that need to comply with specific legislation such as FIPS 201 or NIS2.

· Multi-Factor Authentication in the mid-size enterprise, particularly those affected by NIS2 regulations in Europe.

· Multi-Factor Authentication in small businesses, served by embedding Intercede technology into established managed service provider (MSP)/managed security service provider (MSSP) offerings.

· Password Security Management as a simple first step on a journey towards better authentication. 

Accounting for the actual market opportunity and Intercede's focused growth areas, the Group is confident that the stated aim of doubling its FY 2023 revenue of £12m by the end of FY 2028 is achievable.

Summary 

Intercede has expanded the product portfolio to uniquely cover the complete set of authentication options from passwords to PKI. We give our customers choice and help them wherever they are on their journey to stronger authentication and better security. 

Intercede continues to invest in the CMS, MFA and PSM products in addition to new innovative solutions such as MyID SecureVault.

With the increased demand for high-assurance cybersecurity products, Intercede is well positioned to continue to capitalise on the growing need for digital identity in high assurance environments, and also to benefit from this credibility when positioning into the-mid market. 

Financial Review

Income Statement

Revenue and operating results

The Group's revenue from continuing operations decreased by 11.5% to £17.7 million (2024: £20.0 million) and gross profit decreased by 11.3% to £17.2 million (2024: £19.4 million). As previously announced, the comparative period in FY2024 benefited from an exceptional perpetual licence sale of approximately £6 million that the Group signed in December 2023.  Gross margin was flat at 97.2%, a similar level to last year and reflects third-party product sold as part of licence sale in both years, £0.5 million (2024: £0.6 million).

The Group's operating profit was £3.9 million (2024: £5.3 million), after non-cash depreciation charge for property, plant and equipment in the year of £0.2 million (2024: £0.1 million), a right-of-use depreciation charge of £0.1 million (2024: £0.2 million) and amortisation costs of £0.2 million (2024: £0.2 million). Development expenditure of £0.3 million incurred specifically in relation to the subscription only and separable MyID SecureVault initiative was capitalised during the year (2024: £nil).

The Group released the remaining deferred consideration relating to Authlogics Ltd of £0.2 million credit (2024: £0.0 million credit) with an exceptional expense of £0.1 million relating to costs for moving IT infrastructure to the cloud (2024: £0.1 million). Operating expenses decreased by 6.4% to £13.2 million (2024: £14.1 million).

Tight cost control continues to be a focus for the Group in conjunction with considered project expenditure to support revenue growth. Meanwhile the Group continues to recognise the achievements of its staff with pay rises and performance-related rewards. Staff costs represent the highest area of expense representing 84.3% of total operating costs (2024: 79.6%). Intercede had 113 employees and contractors as at 31 March 2025 (2024: 108). The average number of employees and contractors during the period was 109 (2024: 102).

The statutory profit before tax for the year was £4.6 million (2024: £5.6 million) and profit for year was £4.1 million (2024: £6.0 million).

Taxation

The Group made a tax payment of £0.5 million during the year, which included a £0.4 million repayment to HMRC relating to a prior R&D claim (FY 2023), and a £0.1 million charge reflecting the estimated £0.5 million R&D tax credit and U.S. corporation tax payable for 2025 (2024: tax credit of £0.4 million). The Group has carried forward unused tax losses of £2.9 million (2024: £3.9 million).

Intercede makes an annual R&D tax relief claim and under new HMRC rules effective from 1 April 2024, the Group has accounted for an estimated receivable in respect of the R&D credit of gross £0.5 million (2024: £nil) within operating expenses. This reflects the anticipated benefit of qualifying R&D activities undertaken during the financial year. The Group continues to review its R&D capitalisation policy in accordance with accounting standards as the Group develops out its product portfolio.

Finance Income

Net finance income was £0.7 million (2024: £0.3 million) reflecting increased interest income due to a combination of higher cash balances and treasury management.

Earnings per share

Earnings per share from continuing operations in the year was 6.9 pence for basic and 6.5 pence for diluted (2024: 10.3p pence for basic and 9.6p diluted) and was based on the profit for the year of £4.1 million (2024: £6 million) with a basic weighted average number of shares in issue during the period of 58,493,958 (2024: 58,231,712 shares). For diluted the weighted average number of shares in issue during the year was 62,429,062 (2024: 62,429,062).

Dividend

The Board is not proposing a dividend (2024: £nil).

Financial Position

Assets

Non-current assets of £4.2 million comprise goodwill of £2.4 million (2024: £2.4 million), intangibles assets of £0.7 million (2024: £0.6 million), property, plant and equipment of £0.5 million (2024: £0.4 million) and IFRS 16 right of use assets of £0.6 million (2024: £0.7 million). The net movement in intangible assets reflects the recognition of an internally generated intangible in respect of the new MyID SecureVault software offering of £0.3 million (2024: £nil). Trade and other receivables increased by £1.5 million to £5.8 million (2024: £4.3 million) reflecting higher customer orders in the last quarter.

Liabilities

Current liabilities decreased by £0.6 million to £10.4 million (2024: £11.0 million) reflecting decreased trade payables at £2.2 million (2024: £2.7 million), with deferred revenue of £8.0 million (2024: £7.9 million). Non-Current liabilities decreased by £0.2 million to £1.3 million (2024: £1.5 million), which also reflects increased deferred revenue at the year-end of £0.8 million (2024: £0.7 million), the impact of increase lease liabilities of £0.5 million (2024: £0.6 million) and £nil deferred consideration following the release in the year (2024: £0.1 million).

Capital and Reserves

Total equity increased to £17.0 million (2024: £13.2 million), reflecting the profit for the year with a retained earnings position of £9.4 million for the year (2024: £5.7 million accumulated deficit). The Group regularly assesses its capital position and maintains a disciplined approach to the allocation of excess capital.

Liquidity and capital resources

The Group remains in a good financial position, with gross cash balances of £18.7 million as at 31 March 2025 compared to £17.2 million held at 31 March 2024. During the year there has been a cash outflow for investing activities of £0.9 million (2024: £0.4 million). The net cash inflow from operating activities was £2.9 million (2024: £9.6 million) reflecting good management of working capital movements thanks to tight management of debtors.

During the year, the Company purchased £0.5 million of its own shares and repaid a previous R&D tax credit of approximately £0.4 million. As the Group elected to utilise qualifying R&D expenditure for use against future taxable profits for FY24, in effect no inflow of an R&D tax credit, then on a like-for-like basis, the net impact on cash was an outflow of approximately £1.4 million.

As part of its ongoing financial risk management, the Group has refined its Treasury Policy to further enhance the security and diversification of its cash holdings. Cash balances are now distributed across a number of UK banking institutions, each with reputable credit ratings, in order to reduce counterparty risk and improve liquidity management.

The Group had no debt at the year-end (2024: £nil).

Outlook

FY 2025 was another strong and successful year for the Group. Intercede continued to execute against its strategic priorities, making targeted investments in our people, IT infrastructure, product development, and sales and marketing. These investments are integral to maintaining our current momentum and are designed to position the business for accelerated medium- and long-term growth.

As we enter FY 2026, we do so with a high level of confidence and visibility. The Group has a strong, geo-diversified pipeline, fully resourced internal initiatives, a clearly defined product roadmap, and a focused acquisition strategy. These elements provide a solid foundation for the year ahead.

Our priorities for FY 2026 are clear: to accelerate growth and deliver value through the disciplined execution of our strategic plans.

By order of the Board

Klaas van der Leest Nitil Patel

Chief Executive Officer Chief Financial Officer

23 June 2025

INTERCEDE GROUP plc

Consolidated Statement of Comprehensive Income for the year ended 31 March 2025

INTERCEDE GROUP plc

Consolidated Balance Sheet as at 31 March 2025

INTERCEDE GROUP plc

Consolidated Statement of Changes in Equity for the year ended 31 March 2025

All amounts included in the table above are attributable to owners of the parent company.

INTERCEDE GROUP plc

Consolidated Cash Flow Statement for the year ended 31 March 2025

INTERCEDE GROUP plc

Preliminary Results for the Year Ended 31 March 2025

NOTES

1. While the financial information included in this annual financial results announcement has been prepared in accordance with UK adopted international accounting standards (IFRS) and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, this announcement does not contain sufficient information to comply therewith. The financial information set out in this announcement does not constitute the Group's Statutory Accounts for the years ended 31 March 2025 or 2024. Statutory Accounts for 2024 have been delivered to the Registrar of Companies and those for 2025, which have been approved by the Board of Directors, will be delivered following the Group's Annual General Meeting. The Company's auditors have reported on those accounts; their reports were unqualified and did not contain statements under Section 498 of the Companies Act 2006.

The Annual General Meeting will be held on Thursday 25 September 2025. Copies of the full Statutory Accounts and the Notice of Annual General Meeting will be despatched to shareholders in due course. Copies will also be available on the website (www.intercede.com) and from the registered office of the Company: Lutterworth Hall, St. Mary's Road, Lutterworth, Leicestershire, LE17 4PS.

Going concern assessment

Reported profit in each of the last five years has been underpinned by increasing recurring revenues and a continued high level of cash balances. The Directors have reviewed forecasts for the years ended 31 March 2026 and 31 March 2027 and concluded that the Group is expected to have sufficient cash to enable it to meet its liabilities, as and when they fall due, for a period of at least 12 months from the date of signing these financial statements. Accordingly, they believe it is appropriate to prepare the financial statements on a going concern basis under the historical cost convention.

2. REVENUE

All of the Group's revenue, operating profits and net assets originate from operations in the UK. The Directors consider that the activities of the Group constitute a single business segment.

The split of revenue by geographical location of the end customer can be analysed as follows:

Analysis of revenue is as follows:

3. OPERATING PROFIT

Operating profit is stated after charging / (crediting):

Included in the staff costs above is research and development expenditure totalling £3,565,000 (2024: £3,311,000).

4. TAXATION

The Group has unused tax losses of £2,879,000 (2024: £3,916,000) and unrecognised deferred tax assets of £720,000 (2024: £979,000) calculated at the corporation tax rate of 25% (2024: 25%), being the enacted rate at which the deferred tax assets would unwind, were they to be recognised. Intercede makes an R&D Claim as part of its annual tax return and the receivable due from the UK government is recognised in arrears, ie the period during which a claim is submitted and approved and the cash repayment can be reliably measured.

5. EARNINGS PER SHARE

The calculations of earnings per ordinary share are based on the profit for the financial year and the weighted average number of ordinary shares in issue during each year.

The weighted average number of shares used in the calculation of basic and diluted earnings per share for each year were calculated as follows:

Please see note 7 for details of issues of ordinary share capital.

6. DIVIDEND

The Directors do not recommend the payment of a dividend.

7. SHARE CAPITAL

The increase in issued and fully paid ordinary shares of 1p each represents the issue of 467,500 shares for a total consideration of £126,000 to facilitate the exercise of options by a Director in June 2024 and senior management in July 2024 (2024: no issue of ordinary shares during the year). As at 31 March 2025, the Company had 373,906 ordinary shares held in treasury (2024: 131,645).

8. INTANGIBLE ASSETS

Acquired intangible assets are made up of the separately identified intangibles acquired with the purchase of Authlogics Ltd in October 2022.

END