Final Results

KRM22 plc("KRM22", the "Group" and the "Company")

AUDITED RESULTS STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2024

KRM22 plc (AIM: KRM.L), the technology and software company focused on risk management in capital markets, announces its audited results for the year ended 31 December 2024 ("2024", the "Year"). 

Financial highlights

· Annualised Recurring Revenue (ARR)[1] as at 31 December 2024 of £6.6m (2024: £5.4m) - growth of 22.2%

o  New contracted ARR in 2024 of £1.7m (2023: £1.1m)

o  Total ARR attributable to the relationship with Trading Technologies International, Inc. ("TT") of £0.9m (2023: £0.4m)

· Total revenue recognised of £6.8m (2023: £5.3m) - growth of 28.3%

· Adjusted EBITDA profit[2] of £1.0m (2023: loss of £1.4m) - a maiden reported adjusted EBITDA profit since the Company's inception

· Loss before tax of £1.4m (2023: loss of £4.9m)

· Gross cash as at 31 December 2024 of £1.0m (2023: £0.9m)

Operational highlights

· 12 new ARR contracts signed in the year including 6 new customers

· 44 institutional customers as at 31 December 2024

· Launch of Risk Manager application, with first sales and ARR generated from this application

· Group restructure and rationalisation to implement a focused cost savings programme, with annual cost savings of £1.2m delivered

· Board changes with the appointment of Dan Carter as CEO and Garry Jones as Non-Executive Chairman, replacing Stephen Casner and Keith Todd respectively, with Keith Todd remaining on the Board as Executive Director

Post year-end events

· Growth in ARR to £7.4m as at the date of this report at current FX rates

· New contractual ARR in 2025 generated from three cross sales opportunities to existing customers for the Limits Manager and Risk Manager applications

· Amendments to the Convertible Loan with Trading Technologies International, Inc ("TT") to defer all interest payments until June 2026

Garry Jones, Non-Executive Chairman of KRM22, commented: "These 2024 results demonstrate continued strong growth with significant increases in ARR, in-year recognised revenue and a maiden year of adjusted EBITDA. We have had a strong start to 2025 and have never been in a better position, in terms of momentum and client satisfaction. Our risk management technology and services are even more essential to our clients in these volatile times, as we look to expand further in terms of geographical focus and asset class coverage."

For further information please contact:

KRM22 plc [email protected]

Garry Jones, Non-Executive Chairman

Dan Carter, CEO

Kim Suter, CFO

Cavendish Capital Markets Limited (Nominated Adviser and Broker) +44 (0)20 7220 0500

Stephen Keys / Isaac Hooper (Corporate Finance)

Sunila de Silva (ECM)

The information contained within this announcement was deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 as amended. With the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

About KRM22 plc

KRM22 is a closed-ended investment company which listed on AIM on 30 April 2018. The Company has been established with the objective of creating value for its investors through the investment in, and subsequent growth and development of, target companies in the technology and software sector, with a focus on risk management in capital markets.

Through its investments and the Global Risk Platform, KRM22 helps capital market companies reduce the cost and complexity of risk management. The Global Risk Platform provides applications to help address firms' trading and corporate risk challenges and to manage their entire enterprise risk profile.

Capital markets companies' partner with KRM22 to optimise risk management systems and processes, improving profitability and expanding opportunities to increase portfolio returns by leveraging risk as alpha.

KRM22 plc is listed on AIM and the Group is headquartered in London, with offices in several of the world's major financial centres.

See more about KRM22 at KRM22.com.

CHAIRMAN'S STATEMENT

At the start of 2024, we implemented a focused cost savings programme and also made changes to the Board with the appointment of Dan Carter and myself as CEO and Non-Executive Chairman respectively. I am pleased to report that these changes have led to a marked improvement in financial and operational performance as we progressed through 2024, with a maiden reported adjusted EBITDA profit since the Company's inception, and which we continue to progress in 2025.

We remain focused on continuing to grow our core business, with a substantial increase in Annualised Recurring Revenue ("ARR") and expansion of services to new and existing customers being delivered during the year. Our customer base covers many of the largest banks and brokers in the world as well as regulators and buy side companies. We are continuing to invest in harvesting new customers across the market spectrum and we now look forward to broadening and accelerating our market coverage into new asset classes such as equities, FX and digital currencies.

The management team of KRM22, under the leadership of CEO Dan Carter and CFO Kim Suter, has performed in an exemplary fashion, in extremely challenging markets, and pleasingly our customer satisfaction is at an all-time high.

The Board and I wish to thank our loyal customers and shareholders for their continued commitment to our long-term vision of delivering high quality applications and services to the capital markets and derivatives risk community. The quality of our customers and their importance to the traded markets gives us much confidence that we are providing much needed solutions and hitting the mark with industry professionals, who rely on KRM22's applications and services to add value to their business.

I also want to congratulate the entire KRM22 team globally for another year of progress, and to recognise their continued hard work and loyalty to the Company. I look forward to further growth and continued increase in ARR in 2025. 

Volatility in the financial system continues to increase, and the new normal sees an ever-growing focus on risk management. KRM22's applications, which can add value, transparency and security in uncertain times, are ideally placed to meet our customers need for state of the art and scalable risk management systems.

KRM22 has never been in a better position as we progress through 2025 and beyond and our pipeline of sales opportunities gives us confidence in our expectations for the year and full year outturn.

Garry Jones

Non-Executive Chairman

CEO'S REPORT

As I reflect on my first year as CEO of KRM22, I do so with great pride, especially considering what has been a record-breaking year for the Company with 22.2% growth in Annual Recurring Revenue ("ARR"). We have remained focused on executing our business strategy, with a continued emphasis on delivering for our customers and building a new industry-standard set of applications. This commitment has contributed to our unprecedented growth, a true testament to our team's dedication and strategic vision. At the same time, we took decisive steps to optimise our cost structure, ensuring long-term efficiency and sustainability. These structural enhancements position us for continued success while enabling us to reinvest in key areas of the business. Additionally, we have built a robust sales pipeline, strengthening our foundation for future expansion. KRM22 is positioning itself as a market leader in Risk Management in capital markets, and we are excited to continue our growth and achieve our strategic goals of becoming a cash-generative and profitable business.

Strong revenue growth

KRM22 delivered impressive growth in 2024, achieving a record ARR of £6.6m as of 31 December 2024, representing a 22.2% increase from £5.4m twelve months earlier. This growth was driven by £1.7m in new contracted ARR, a significant rise from £1.1m in the previous year. Notably, £1.2m of this new ARR was generated through direct sales, while £0.5m resulted from the continued and strengthening relationship with Trading Technologies International, Inc. ("TT"). These achievements reflect KRM22's strategic focus and the value driven by our Global Risk Platform delivering integrated Risk Management to capital markets firms.

We launched the Risk Manager application at the start of 2024 and new ARR generated from this application accounted for 48% of our total new ARR in the year. Meanwhile, Limits Manager and Market Surveillance continued to experience strength growth with contributions to total new ARR of 31% and 19% respectively, driven by both new customer acquisitions and existing customers expanding their engagement with our services.

Our sales pipeline continues to strengthen, led by the seamless integration of the Limits Manager and Risk Manager applications. This powerful combination is resonating with both new and existing clients, as they recognise the enhanced value of a unified risk and limit management solution. New customers are attracted by the comprehensive functionality and efficiency gains, while existing customers are expanding their engagement by adopting both applications to streamline their risk operations and enhance their audit capabilities. This momentum is creating significant opportunities for growth, reinforcing our position as a trusted partner for risk management solutions.

Our Market Surveillance application sales pipeline is gaining momentum through our strategic partnership with TT. Following the successful completion of development work in the latter half of 2024, we are now leveraging TT's extensive market reach to drive adoption among their global client base. This collaboration enhances our visibility and provides a strong channel for expanding our customer footprint. With seamless integration into the TT platform, we are well-positioned to accelerate sales growth and deliver best-in-class surveillance capabilities to a broader audience.

Cost saving programme

At the start of 2024, we undertook a comprehensive group restructure, an initiative to drive greater operational efficiency and long-term sustainability. As part of this effort, we implemented a focused cost savings programme, streamlining our organisational structure and optimising resources to enhance productivity. These strategic actions resulted in annual cost savings of £1.2m, primarily through a reduction in workforce, reinforcing our commitment to maintaining a lean and agile business while continuing to invest in growth opportunities. This disciplined approach ensures we remain well-positioned to deliver value to our stakeholders while strengthening our financial foundations.

KRM22 risk applications

In 2024 we made significant strides across our application suite, advancing our mission to deliver risk management solutions that are robust and adaptive. Risk Manager progressed from proof-of-concept to full production, now delivering real-time P&L exchange margin, parametrised stress scenario analysis and integration with the Portfolio Science Risk API for Value at Risk ("VaR"). Limits Manager, having been launched and matured in 2022 and 2023 respectively, saw expanded Exchange Traded Derivative ("ETD") connectivity and major enhancements to workflow automation - enabling firms to automate limit changes based on their own risk thresholds. Live risk metrics from Risk Manager are now directly integrated into Limits Manager, with full audit trail support, thus allowing for firms to not only see who and what was changed at any time, but also the standing of the account at the time the change was approved. 

Within Market Surveillance, we completed development of our API layer, enabling us to embark on a project to build a new web-based GUI and add AI functionality focussed on monitoring near misses, and this will be launched in 2025. The API layer has also allowed a strategic integration with TT's own surveillance application enabling TT, in partnership with KRM22, to launch a best-in-class surveillance solution at the end of 2024 which will drive future revenue for KRM22 via a revenue share model. The Risk Cockpit saw important enhancements to incident management, including automated PDF reporting to improve communication and documentation of risk events.

Looking ahead, we are focused on broadening asset class coverage, particularly within the Risk Manager and Limits Manager applications, to match the multi-asset design already present in the Market Surveillance application. 

Wider capital markets trends

The broader macro trends in the capital markets industry have seen a significant shift in focus over the past 15 years. In the ten years that followed the 2008 financial crisis, regulatory reporting underwent significant changes, with the goal of enhancing transparency, reducing risk and improving the stability of the financial system. As a result, capital markets firms were primarily engaged in ensuring compliance with the regulatory changes. This was followed by the disruption of the Covid pandemic in 2020 and 2021, which brought new challenges and operational complexities for businesses. In a post-pandemic world, we are now seeing firms take a more proactive approach to risk management, reassessing their processes and systems to ensure they have best-in-class technology solutions in place.

There is a growing recognition that legacy systems are no longer sufficient in managing today's dynamic risk landscape. At the same time, regulatory scrutiny remains high, with fines being issued for errors in risk management and process failures. This heightened regulatory pressure is driving firms to refine their procedures, with technology playing a critical role in enabling greater accuracy, efficiency, and compliance. As a result, the demand for modern, integrated risk management solutions has never been stronger, reinforcing the need for continuous innovation in the space and the benefits that KRM22's applications bring to capital markets firms.

Globally, firms spend approximately £6.0 billion annually on Software-as-a-Service ("SaaS") risk management software. Even if the total addressable market for KRM22 is a fraction of this £6.0 billion annual spend, there is significant opportunity for KRM22's growth, both within existing asset classes that KRM22 already supports, and within new asset classes that we are looking to expand into as outlined above.

Outlook

KRM22 delivered an outstanding 22.2% growth in ARR in 2024, reinforcing our strong market position and momentum toward becoming a cash generative and profitable business. Limits Manager and Risk Manager are rapidly becoming the industry standard for risk management, driving increased adoption across both new and existing clients. Additionally, our partnership with TT has successfully launched a best-in-class Market Surveillance offering, setting the stage for significant revenue growth in 2025. With a dedicated team and a clear strategic vision, we remain focused on innovation, excellence, and delivering value to our customers. These are truly exciting times for KRM22, and we are well-positioned for continued success in 2025 and beyond, as demonstrated by the growth in ARR to £7.4m at the date of this report, with a strong sales pipeline that underpins our confidence in this year's management expectations.

Dan Carter

CEO

CFO'S REPORT

From a financial performance perspective, 2024 was the most successful year since KRM22's IPO in 2018 with significant growth and improvements in all key financial performance metrics including total revenue recognised, ARR, adjusted EBITDA and net cash position.

There was growth of 28.3% in total revenue recognised to £6.8m from £5.3m reported for the year ended 31 December 2023. Growth in ARR continued with a net increase of £1.2m to end the year at £6.6m from £5.4m at 31 December 2023 - a year-on-year increase of 22.2%. Following the group restructure and rationalisation programme executed in early in 2024, with annual cost savings of £1.2m, KRM22 has reported an adjusted EBITDA profit for the year of £1.0m - the first time it has reported an adjusted EBITDA profit since its inception. All of this contributed to a closing cash balance of £1.0m (2023: £0.9m).

Profit and Loss

Total revenue

Revenue recognised for the year to 31 December 2024 was £6.8m (2023: £5.3m), an increase of 28.3% compared with the prior year, with 92.2% (2023: 90.6%) of total revenue generated from recurring customer contracts. Non-recurring revenue for the year ended 31 December 2024 totalled £0.5m (2023: £0.5m) and related principally to customer implementations, product development and proof of concept work.

Recurring revenue

ARR is a key metric and KPI for KRM22 and as at 31 December 2024, ARR had increased by 22.2% to £6.6m (2023: a net increase of 17.4% to £5.4m), a net increase of £1.2m (2023: net increase of £0.8m).

New contracted ARR in the year totalled £1.7m (2023: £1.1m) of which £0.7m (2023: £0.6m) was from six new customers, primarily for the Limits Manager and Risk Manager applications, and £1.0m (2023: £0.6m) was generated from existing customers. Of the £1.0m of new ARR generated from existing customers, £0.8m was derived from existing customers purchasing additional applications and £0.2m was contractual renewals for existing applications, with increases in ARR value and extensions of contractual length.

The amount of ARR generated through partner products and services, primarily through data and news feeds, with minimal margin to KRM22, accounted for 4.2% (2023: 4.6%).

Total churn in ARR for the year was £0.5m of which £0.4m was from three institutional customers, which included one customer closing downs its operations. The second customer churn was from a Market Surveillance customer who, following a public RFP process, decided to contract with an alternative supplier whilst the third customer was a specific user case that could not be delivered.

Gross profit

Gross profit for the year to 31 December 2024 was £5.6m (2023: £4.1m). There was a small increase in gross profit margin to 83% compared to the prior year margin of 78%. 

Capitalised development

A total of £1.1m (2023: £1.1m) of development was capitalised in the year to 31 December 2024. Capitalised development is amortised over three years.

Adjusted EBITDA

Adjusted EBITDA is the key metric that the Company considers in order to understand the cash-profitability of the business. This is due in particular to the non-cash items that impact the Income Statement under IFRS accounting, such as non-cash share-based payment charges and one-off cash items such as Group reorganisation costs.

Adjusted EBITDA for the year to 31 December 2024 was a profit of £1.0m (2023: loss of £1.4m). The adjusted EBITDA reported for the year was a significant improvement on the prior year; driven by the increase in underlying total revenue recognised in the year, together with the Group restructure plan actioned at the start of 2024 which implemented a focused cost savings programme, primarily through a reduction in workforce, with annual cost savings of £1.2m.

A reconciliation of Adjusted EBITDA profit/(loss) to the reported operating loss is provided as follows:

Operating loss

Reported operating loss for the year to 31 December 2024 was £0.9m (2023: loss of £4.5m) and included one-off costs of £0.6m relating to Group restructure costs covering redundancy and separation costs associated with the cost savings programme implemented in January 2024 and separation costs associated with the Executive changes announced in March 2024.

Finance charges

Net finance expense in the year was £0.5m (2023: £0.4m) and primarily related to loan interest paid on the TT Convertible Loan.

Taxation

The tax credit in the year was £0.1m (2023: credit of £0.3m) which includes a £0.1m (2023: £0.2m) R&D tax credit received. 

Financial position

Assets

The cash balance as at 31 December 2024 was £1.0m (2023: £0.9m).

Current assets at 31 December 2024 include trade and other receivables of £0.7m (2023: £1.1m). 

Non-current assets were £5.6m (2023: £5.8m) relating principally to: £4.0m for goodwill and assets acquired (2023: £4.2m) and £1.6m (2023: £1.4m) for capitalised development costs.

Liabilities

As at 31 December 2024, KRM22's principal liabilities were:

· £4.5m convertible loan owed to TT plus accrued interest of £0.8m.

· £2.8m of deferred revenue; contracted and paid services that will be released in a future period.

· £0.5m (US$0.6m) deferred consideration for earn out payments for the acquisition of Object+. The deferred consideration can be satisfied in either cash or Company Ordinary Shares in KRM22 at the Company's discretion.

· £0.2m (US$0.3m) for the right of use assets relating to all future payments of leased-office rentals under IFRS16 'Leases' whereby such lease payments are provided for at today's value. At 31 December 2024, KRM22 did not have any leased-office rentals remaining under IFRS16 however the liability relates to an office lease that expired in 2022.

Investors

As an AIM quoted business, a large proportion of KRM22's shareholders are professional investment funds. In addition, the Directors together owned 3,876,543 shares at the year end, representing 10.8% of the Company's issued share capital.

Funding

At 31 December 2024, the Company had a £5.0m convertible loan facility (the "TT Convertible Loan") with TT, the Company's largest shareholder, of which KRM22 had drawn down £4.5m of the total facility amount. The interest rate payable on the TT Convertible Loan is the average 90 day Secured Overnight Financing Rate ("SOFR") and a margin of 5.5%, subject to a minimum aggregate percentage rate per annum of 9.25%. Interest is payable quarterly in arrears however KRM22 had the ability to defer interest payments in the initial 18 months (the "Initial Interest Period"), with the total deferred interest in the Initial Interest Period being due on the calendar quarter ending after the 21st month anniversary of the facility, i.e. 31 March 2025. TT can convert the TT Convertible Loan into new ordinary shares at any time at a conversion price of £0.46. TT has the right to prevent any conversion which would trigger a Rule 9 event under the Takeover Code.

The TT Convertible Loan is secured on certain KRM22 assets and includes covenants based on the Group's financial performance including ARR, revenue recognition and solvency.

Since the year end, the Company has amended the terms of the TT Convertible Loan to reduce the total facility to £4.5m, i.e. the value of the loan that had been drawn down at 31 December 2024, and defer all interest payments in the initial three year term until the three year maturity date in June 2026. The deferral of the interest payments conserves cash for the Group over the next 12 months

Use of cash in the year

Net cash inflow from operating activities in the year was £1.4m, with £1.1m used for capitalised development.

Going concern

The financial statements have been prepared on a going concern basis based on a range of cashflow forecasts and scenarios covering a period of at least twelve months from the date of this report. The time to close new customers and the value of each customer, which are deemed individually as high value and low volume in nature, is key to the forecast being achieved. Even if the forecast is achieved, KRM22 is required to operate within the financial covenants associated with the TT Convertible Loan. Further analysis of KRM22's going concern position is detailed in note 2 (notes to the financial information).

Shareholdings and Earnings per share

As at 31 December 2024, KRM22 had 35,960,729 shares in issue and this was also the undiluted weighted average number of shares for the period. The resulting Earning per Share ("EPS") is a 3.6p loss per share (2023: loss of 13.0p). Due to the loss made by the Company in the year, the diluted EPS is the same as EPS.

Conclusion

The financial performance of KRM22 in 2024, both in terms of the increase in total revenue recognised by 28.3% and the movement to an adjusted EBITDA profit of £1.0m from adjusted EBITDA loss position of £1.3m in 2023 demonstrates that KRM22 has made significant progress in moving towards becoming a profitable business. The growth in ARR to £6.6m at 31 December 2024 which, at the date of this report, has further increased to £7.4m, together with the significant sales pipeline opportunities, both from direct selling opportunities and through the TT distribution agreement, puts KRM22 in a solid position to continue this strong financial performance in 2025 and beyond as it becomes a cash generative and profitable business.

Kim Suter

CFO

1. Accounting basis

The financial information set out in this document does not constitute the Group's statutory accounts for the years ended 31 December 2023 or 2024. Statutory accounts for the years ended 31 December 2023 and 31 December 2024, which were approved by the Directors on 16 May 2025, have been reported on by the Independent Auditors. The Independent Auditor's Reports on the Annual Report and Financial Statements for each of 2023 and 2024 were unqualified, did draw attention to a matter by way of emphasis, being going concern and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006.

Statutory accounts for the year ended 31 December 2023 have been filed with the Registrar of Companies. The statutory accounts for the year ended 31 December 2024 will be delivered to the Registrar of Companies in due course and will be posted to shareholders shortly, and thereafter will be available from the Company's registered office at 8th Floor, Capital House, 84 - 86 King William Street, London, EC4N 7BL and from the Company's website: https://krm22.com/investors/.

The financial information set out in these results has been prepared using the recognition and measurement principles of International Accounting Standards, International Financial Reporting Standards and Interpretations in conformity with the requirements of the Companies Act 2006. The accounting policies adopted in these results have been consistently applied to all the years presented and are consistent with the policies used in the preparation of the financial statements for the year ended 31 December 2024, except for those that relate to new standards and interpretations effective for the first time for periods beginning on (or after) 1 January 2023. There are deemed to be no new standards, amendments and interpretations to existing standards, which have been adopted by the Group, that have had a material impact on the financial statements.

The Group's financial information has been presented in Pounds Sterling (GBP). Amounts are rounded to the nearest thousand, unless otherwise stated.

2. Going concern

These financial statements have been prepared on the going concern basis. The Directors have reviewed KRM22's going concern position taking into account of its current business activities, budgeted performance and the factors likely to affect its future development, which are set out in this Annual Report, and include KRM22's objectives, policies and processes for managing its capital, its financial risk management objectives and its exposure to credit and liquidity risks.

The Directors have undertaken a significant assessment of the cashflow forecast covering a period of at least twelve months from the date of approval of the financial statements. Cashflow forecasts have been prepared based on a range of scenarios including, but not limited to, existing customer churn at different churn rates, no new contracted sales revenue, delayed sales and a combination of these different scenarios.

Having assessed the sensitivity analysis on cashflows, the key risks to KRM22 remaining a going concern and not being in breach of the financial covenants associated with the TT Convertible Loan is existing customers paying on payment terms and within 45 days of invoice, customer churn or up to 10%, conversion of some of the sales opportunities that are currently at contract negotiation stage and maintaining control of the cost base.

The time to close new customers and the value of each customer, which are deemed individually as high value and low volume in nature, is key to the forecast being achieved and KRM22 continuing to operate within its existing facilities. However, even if the forecast is achieved, there remains a material uncertainty around KRM22 operating within the financial covenants associated with TT Convertible Loan. The TT Convertible Loan includes financial covenants, reported at the end of each quarter, based on the Group's financial performance and there is a risk that KRM22 breaches the Cash Covenant, which requires KRM22 to retain a minimum amount of cash, on the 31 December 2025 and 31 March 2026 measurement dates. Failure to comply with a financial covenant will result in an Event of Default which may result in TT withdrawing the TT Convertible Loan with all accrued amounts becoming immediately due and payable which would result in KRM22 becoming insolvent. 

TT have previously been very supportive of KRM22 in amending the terms of the TT Convertible Loan, as demonstrated by the revisions agreed in December 2024, March 2025 and April 2025, to ensure that KRM22 did not breach the Cash Covenants. Past practice provides no guarantee that TT would be amenable to making future changes however KRM22 and TT are in early discussion on the longer-term plans for the TT Convertible Loan, noting that the three year term of the facility ends in June 2026. As part of these discussions, and where there is a risk to the Cash Covenant, amendments could include, but are not limited to, reducing the value of the Cash Covenant at each measurement date so that KRM22's cash exceeds the minimum cash requirement on each measurement date, conversion of the TT Convertible Loan or refinancing the TT Convertible Loan with a new debt facility. If the TT Convertible Loan was not amended, converted or a debt refinance is not completed, KRM22 would be obliged to seek alternative resolution including implementing extensive cost reduction measures, and in addition the Group is reliant upon the ability to raise additional funds to ensure it could meet its future liabilities as they fall due.

The Directors have concluded that the circumstances set forth above indicates the existence of a material uncertainty that may cast significant doubt on KRM22's ability to continue as a going concern. However, given KRM22's forecast, visible sales pipeline, working capital needs and continued support and open dialogue with TT, the Directors have considered it appropriate to prepare the financial statements on a going concern basis and the financial statements do not include the adjustments that would be required if KRM22 were unable to continue as a going concern.

3. Segmental reporting

The Board of Directors, as the chief operating decision maker in accordance with IFRS 8 Operating Segments, has determined that KRM22 have identified two areas of risk management as operating segments, together with a third segment where the two areas of risk management are not easily separable, however for reporting purposes into a single global business unit and operates as a single operating segment, as the nature of services delivered are common.

The internal management accounting information has been prepared in accordance with IFRS but has a non-GAAP 'Adjusted EBITDA' as a profit measure for the overall group. This amount is reported on the face of the income statement.

KRM22's revenue from external customers and information about its non-current assets, excluding deferred tax, by geography is detailed below:

The Directors consider that the business has two areas of risk management: Trading Risk and Corporate Risk as is described in the Strategic Report. Within these segments, there are two revenue streams with different characteristics, which are generated from the same assets and cost base.

One customer generated more than 10% of total revenue recognised during the year ended 31 December 2024. The total revenue received from this customer was £1.2m (2023: £0.7m) and is included within the USA segment. No customer generated more than 10% of revenue in the year ended 31 December 2023.

Non-current assets include goodwill and intangible assets recognised on consolidation and are classified by reference to the geographical location of the KRM22 group company which initially acquired the acquiree.

Recurring revenue is recognised over the period of time and non-recurring revenue is recognised at a point in time.

4. Loss per share

Basic earnings per share is calculated by dividing the loss attributable to the equity holders of KRM22 by the basic weighted average number of shares in issue during the year.

KRM22 has dilutive ordinary shares, this being warrants, restricted stock awards and share options granted to employees. As KRM22 has incurred a loss in the year, the diluted loss per share is the same as the basic earnings per share as the loss has an anti-dilutive effect.

5. Intangible assets

6. Events after the reporting date

On 10 January 2025, the Company issued 70,093 new ordinary shares of 10 pence each in the Company and on 21 March 2025, the Company issued a further 70,093 new ordinary shares of 10 pence each in the Company. Both share issue transactions were at a price of 85 pence per Ordinary Share and were as consideration for a partial settlement of the deferred consideration payable in respect of the historical acquisition of Object+ Holding B.V. 

On 31 March 2025, the Company amended the terms of the TT Convertible Loan to defer the interest payment that was due for payment on that date to 30 April 2025. On 28 April 2025, the terms of the TT Convertible Loan were further amended to reduce the total facility amount from £5.0m to £4.5m, marginally increase the interest rate by 0.25% rising from 5.5% to 5.75% over SOFR, and resulting in a minimum aggregate rate of 9.5% (previously 9.25%), and defer all interest payments until 30 June 2026.

7. Cautionary statement

This document contains certain forward-looking statements relating to KRM22. KRM22 considers any statements that are not historical facts as "forward-looking statements". They relate to events and trends that are subject to risk and uncertainty that may cause actual results and the financial performance of the Company to differ materially from those contained in any forward-looking statement. These statements are made by the Directors in good faith based on information available to them and such statements should be treated with caution due to the inherent uncertainties, including both economic and business risk factors, underlying any such forward-looking information.