Half year results

GB GROUP PLC

("GBG", the "Group" or the "Company")

Half year results for the six months ended 30 September 2025

First half performance reflects strong operational execution, underlying momentum and improved sales pipeline.Confident in delivering full year outlook for FY26

Today, GBG, a global identity technology business enabling safe and rewarding digital lives, announces its unaudited results for the six months ended 30 September 2025.

Commenting, Dev Dhiman, CEO, said:

"We are pleased with our operational execution, which delivered a first half financial performance reflecting underlying momentum and strong profitability and built an improved sales pipeline. We are firmly focused on driving shareholder value with good progress achieved to create a scalable global organisation well-positioned to achieve sustainable growth. Our priorities are to deliver the performance turnaround in the Americas, transition towards GBG Go as our single global platform and unlock synergies from a simpler operating model. We enter the second half reiterating our FY26 financial outlook in line with current market expectation which reflects our confidence in delivering a second half growth acceleration."

1Defined within note 19 to the results. 2See Finance review. 3Defined within note 10 to the results. Growth percentages are calculated with reference to the actual unrounded figures in the primary financial statements and so might not tie directly to the rounded figures found in this release if recalculated.

Operating review

In a world where billions of interactions happen online every day, trust is the foundation that enables people and businesses to connect, transact, and grow with confidence. Today, over 20,000 organisations worldwide use GBG's solutions to verify identities and addresses, prevent fraud, and meet compliance obligations seamlessly to enable safe and rewarding digital lives for genuine people everywhere.

The markets we serve are experiencing structural tailwinds driven by regulatory change, digital transformation, and the rapid adoption of AI. As they look to address these factors, organisations are seeking integrated solutions that deliver speed, security, and compliance at scale. GBG is well positioned to capture these growing opportunities.

Alongside our long-term customer relationships and the structural growth underpinning our core markets, the resilience and visibility of our business is evident in our high-quality, cash-generative business model, delivering 95% repeatable revenue with a mix of subscription and consumption-based models.

Our initial focus areas in FY25 laid strong foundations for our strategy to accelerate growth. We have built upon this in the first half of FY26, prioritising three clear initiatives that will have the biggest impact to drive shareholder value over the medium term:

· Turnaround Americas Identity to build a stronger, sustainable business in our largest market

· Transition to GBG Go to deliver a unified identity platform across our core markets

· Unlock synergies from a simpler operating model by driving scale and efficiency to reinvest in accelerating growth

The progress delivered on these initiatives enabled the execution of our first half financial plan in line with our expectations. Combined with the robust sales pipeline that we have developed for the rest of the year, this underpins the Board's confidence in the delivery of our full-year outlook in line with current market expectations.

Driving the Americas Identity turnaround

The Americas represents GBG's largest market opportunity and is central to our long-term growth ambitions. We are addressing the execution challenges we have faced in this region, and which have constrained growth in recent years, with decisive action taken under new leadership to position the business for sustainable growth.

So far in FY26, we have strengthened our go-to-market (GTM), customer success and data science teams alongside beginning to migrate customers from consumption-based agreements to multi-year subscriptions, improving revenue predictability and deepening customer relationships. We have also shifted the emphasis of our GTM activity and we are pleased with the initial results; with customer stratification based on an assessment of relative size and potential.

These changes are delivering early wins reflecting our increased competitiveness, renewing eight customers with minimum volume commitments, expanding our footprint in the public sector identity space, along with meaningful improvement to our new business and customer growth pipelines, albeit from a low base in the prior year. Additionally, we have continued to strengthen our channel partnerships, particularly government, healthcare and border control, reflecting how our tailored solutions aligned with evolving customer needs and regulatory priorities is driving success.

We are targeting further momentum by integrating our Americas Identity and Location teams under a combined sales structure to unlock cross-sell opportunities across strategic accounts. This structural change will enable greater focus on enterprise accounts and improved growth in sectors where our capabilities are highly relevant, such as financial services, gaming and public sector. Together, we are confident our current actions will result in the Americas returning to growth in the second half.

Transition to GBG Go

The launch of GBG Go - our global identity platform - in April 2025 marked a key milestone as we become a more scalable, efficient, and customer-centric business. This will create an opportunity to rationalise the platforms we operate regionally in the medium term, and we are on track to complete the first two scheduled retirements this year. The platform is differentiated by unifying our best-in-class capabilities to simplify engagement, accelerate innovation, and meet growing demand for integrated onboarding solutions, enabling customers to verify identities, prevent fraud and meet regulatory requirements.

The platform's adaptive architecture and enhanced insights is generating strong market engagement, with 18 new logo wins secured and significant interest from existing logos looking to upgrade and futureproof their strategies, notably a leading European fintech and global remittance provider, among more than 65 qualified opportunities in our pipeline.

The recent launch of a new Digital ID module within GBG Go demonstrates how our partnership with leading industry providers such as Trinsic and MATTR will enable GBG to deliver verification via trusted digital credentials globally. This capability supports government-issued eIDs, mobile driving licences, and BankIDs through a single connection alongside our critical fraud and identity data capabilities, enhancing customer onboarding experiences, and strengthen fraud prevention in our role as a trusted partner as digital identities evolve globally.

Our proprietary solutions remain at the core of our offering, with a clear roadmap to expand the platform's capabilities such as strengthening our data coverage in ten markets and expanding into an additional three countries, and AI-led enhancements to our documents and biometric verification solution. This includes doubling throughput of new document additions for physical verification, delivering a 90% improvement in fraud detection; and AI-driven orchestration of our capabilities powered by advanced analytics. This will help customers optimise their verification workflows through clear recommendations to reduce friction and increase identity match-rate performance.

Progress in our transformation to a simpler operating model

Moving to a global, functional operating model is an important step for GBG to unlock more scale and efficiency over the long-term. By aligning Identity and Location under one structure, we are reducing complexity, driving operational leverage and creating opportunities to reinvest savings into further innovation and growth.

We have continued our shift to this model, delivering early benefits in efficiency and organisational agility. These changes are enabling faster decision-making and improved resource allocation across regions. This includes centralising our product development activities to accelerate delivery of new features within the GBG Go platform, while work is progressing well on the development of a single, global CRM to span the entire group, this will provide a single view of the customer to support cross-sell activity and streamline operational tasks such as billing and contract management.

Ongoing integration, process optimisation and AI adoption are enhancing our ability to execute faster and compete more effectively in our markets. We expect these changes to sustain our profitability, while enabling investment that will create a scalable global organisation ready to meet rising demand for our platform.

Delivering effective capital allocation

Our cash-generative model allows us to enhance shareholder value through disciplined capital deployment. We will continue balancing organic investment with selective M&A and returns to shareholders; having returned £17 million via share buybacks by 30 September, with a further £18 million committed up to 30 November 2025. Today, given the Board's confidence in GBG's long-term outlook, we have announced a further buyback of up to £10 million, taking our total committed to £45 million in FY26. 

On 24 October, we completed the financially attractive bolt-on acquisition of DataTools, a leading provider of address validation and data quality solutions in ANZ for £7.9 million. This acquisition adds scale and creates cross-sell opportunity, deepening our presence where we are already enjoying strong growth to complement our market-leading identity capabilities in the region.

We will continue disciplined capital deployment, assessing opportunities to strengthen our strategic position and deliver attractive financial returns. This includes assessing accretive bolt-on opportunities that can either enhance our platform capabilities or expand our reach in core markets. We also remain committed to returning surplus capital to shareholders where appropriate.

Admission to the Main Market

GBG gained admission to trading on the Main List of the London Stock Exchange on 30 October 2025, a move that reflects the maturity of our business and our ambition to broaden our investor base and enhance our market profile to enable improved liquidity, index inclusion, and a stronger platform for our future growth. As a global business focused on profitable growth with strong cash generation, this move provides us with the platform to support our long-term strategic goals, opens up deeper access to pools of international capital, and will enhance our visibility with all stakeholders.

Good first half progress with underlying momentum building

First half group revenue was £135.5 million, representing 1.8% growth on a constant currency basis. Adjusting for the impacts of last year's exceptionally high project transaction volume for Santander's UK consumer bank, and the retirement of our legacy Compliance platform as part of our strategic actions to drive ongoing simplification, the Group's revenue growth was 4.4%.

Within this, revenue growth in Identity of 0.4% reflects the anticipated short-term factors related to our project work with Santander and planned legacy platform retirement as discussed above. Adjusted for these impacts, Identity achieved underlying growth of 4.5%, primarily driven by EMEA and APAC, supported by their new-logo and NRR trends. Americas Identity was marginally negative as our turnaround plan under a new leadership team appointed from January 2025 is taking hold.

Revenue from our Location solutions continued to deliver good revenue growth of 4.8%, as tariff-related softness in the retail and e-commerce sector during the first quarter of the year was more than offset by growth achieved with channel partners, driven by demand for our master data quality capabilities.

GBG's smallest operating segment, Global Fraud Solutions (GFS), grew 1.4% as strong subscription renewals offset slower new logo growth and professional services activity. We have built on the FY25 strategic review, with new hires strengthening our capabilities across sales, product and technology to enhance our proposition and growth in GFS' addressable markets.

Outlook reiterated with confidence in delivering second half growth acceleration

We are pleased with the strong operational execution that delivered our first half financial performance and built an improved sales pipeline. Underlying momentum, including continued improvement in Americas, underpins the Board's confidence GBG will achieve an acceleration of second half constant currency revenue growth to a mid-single-digit percentage to deliver our FY26 financial performance in line with current market expectations. 

We are excited by the many opportunities in our markets, and as a business we are very clear on the priorities that will have most meaningful impact as we firmly focus on driving shareholder value by delivering the performance turnaround in the Americas and our ongoing transformation towards a single global platform. Good progress has been achieved to date on these priorities to create a scalable global organisation well-positioned for sustainable growth.

Dev Dhiman

Chief Executive Officer

On behalf of the Board

24 November 2025

Finance review

We are pleased with our first half financial results which continue to demonstrate GBG's strong profitability and cash generation, sustaining investment in our strategic priorities. Many areas of our business continue demonstrating good growth, and in Americas our focus on revenue growth acceleration is beginning to have an impact. Having made good progress in the last three financial years on debt repayment, in FY26 we have had increased optionality in our capital allocation which we have utilised during the first half on a share buyback programme and bolt-on M&A to increase shareholder returns.

Revenue and gross margin

Revenue growth in constant currency terms was 1.8%, however reported revenue decreased 1.0% to £135.5 million compared to the first half period of the prior year ("1H FY25"), due to changes in global currency exchange rates. More detail on revenue performance in each of our operating segments is included in the Operating review. In the first half, 94.4% (1H FY25: 94.7%) of our revenue came from the combination of subscription and consumption revenue models which demonstrates GBG's attractive, repeatable and cash-generative business model.

Net revenue retention (NRR) was 97.8% at 30 September 2025 (FY25: 101.4%) and was impacted, as expected, by: high project-driven transaction volume for Santander UK in the first half of FY25; planned retirement of our legacy Compliance platform as part of our strategic simplification; and some tariff-related volume weakness in Q1. Gross customer retention remained strong as our initiatives to drive higher NRR and improve our forward revenue visibility over the medium-term begin to have some positive impact, including action to increase the proportion of revenue from subscriptions in Americas.

We are pleased with our level of new logo success, with growth derived from new customers won in the last 12 months improving to 4.5% (1H FY25: 3.8%), reflecting a diverse range of new customers who have chosen GBG as their partner, which includes one of the largest tech companies in the world. This strong performance benefited from the sales leadership changes we have made over that period and our strong focus on reducing the time to revenue for new wins.

Gross margin increased to 70.0% (1H FY25: 69.6%) reflecting further focus on pricing and prudent management of our data and cloud hosting costs.

Operating profitability and cost management

We have continued to manage operating expenses tightly, leading to a period-on-period increase of only 1.1% in constant currency terms. Within this, the continuation of our drive for increased simplification and global alignment has enabled the necessary investment capacity to focus on improving revenue performance in our Americas Identity business and the ongoing development of our global identity platform, GBG Go.

On a reported basis, operating profit for the six-month period was £6.7 million (1H FY25: £9.4 million), with the decline attributable to the exceptional items of £3.6 million recognised in the current year. Adjusted operating profit increased by 1.9% to £29.5 million (1H FY25: £29.0 million), and on a constant currency basis increased by 4.6%.

*CCY= Constant-currency basis

Normalised and exceptional items

Exceptional items of £3.6 million (1H FY25: £nil), of which £2.2 million were incurred to drive transformation initiatives to accelerate our growth and remove complexity, in addition to £1.4 million in costs incurred by 30 September related to our move from AIM to the Main Market.

Amortisation of acquired intangible assets at £16.5 million was £0.9 million lower than the prior year due to some intangible assets becoming fully amortised and the impact of FX rate differences.

A share-based payment charge of £2.7 million was also recorded in the first half period. This was higher than the prior year (1H FY25: £2.2 million) due to the annualised impact of the increased number of share awards granted in the prior year, which reflected the lower share price.

Net finance costs

The net finance charge of £2.6 million was £1.2 million lower than the prior year, due to lower interest on the variable rate Revolving Credit Facility and a lower average level of debt drawdown following repayments generated from operating cashflows.

Taxation

The tax charge for the six-month period was £2.1 million (1H FY25: £4.1 million). The tax charge on adjusted earnings before tax was £6.2 million (1H FY25: £6.7 million), representing an effective tax rate of 23.0% (1H FY25: 26.5%). The main reason for the decrease in the adjusted effective tax rate is due to a deferred tax credit following the revaluation of US deferred tax assets, which are fully recognised as a discrete item in H1, thereby reducing the overall rate. Our guidance for the full year effective tax rate remains unchanged at approximately 25%.

Earnings per share

Diluted EPS improved to 0.8 pence per share (1H FY25: 0.6 pence per share), with the increase primarily due to the reduction in the finance costs and the overall income tax charge in the current period. 

Adjusted diluted EPS of 8.2 pence per share (1H FY25: 7.3 pence per share) improved 12.6% year on year due to the reported adjusted operating profit increase as well as the reduction in the interest expense costs and effective tax rate explained above.

Cash flow, net debt and capital allocation

During the first six months of the year, the Group's operating activities before tax generated £18.7 million of cash and cash equivalents (1H FY25: £24.5 million), with the reduction due to £3.2 million of exceptional item payments, with £2.3m relating to items accrued for as at 31 March 2025, and movements in working capital due to the payment of bonuses and commissions related to the prior year and the timing of customer and supplier invoicing and payments. The rolling 12-month EBITDA to cash conversion remained strong at 85.8% at 30 September 2025, compared to 83.7% at 30 September 2024.

Overall, net debt at 30 September 2025 increased by £18.1 million since 31 March 2025 to £66.6 million as a result of the £10.9 million full year dividend payment, £17.5 million of share repurchases and associated costs, and exceptional cash costs of £3.2 million. GBG remains focused on maintaining a strong balance sheet to support strategic investment in growth initiatives, while driving improved shareholder returns.

Having begun this current financial year with net debt comfortably below one-times EBITDA, we have had a level of capital allocation optionality not available in recent years. In FY26, we have already returned or committed to return £56 million to shareholders through a combination of our FY25 annual dividend payment and share buyback programmes. In the first half of the year, GBG repurchased and cancelled 7.0 million ordinary shares under the share buyback programme at a total cost of £17.5 million. A further 6.5 million shares have been repurchased and cancelled since 30 September 2025 at a cost of £15.6 million. The unutilised amount of the current programme is £2.2 million, with the programme due to run until 30 November 2025 with a further buyback of up to £10 million announced today.

In addition, on 24 October we completed the financially attractive bolt-on acquisition of DataTools, a leading provider of address validation and data quality solutions in ANZ for AUD $16.0 million (£7.9 million).

Including the ongoing investments we are also making in the transformation of our business via exceptional costs, we expect that our net debt to EBITDA leverage at the end of FY26 will be around one-times EBITDA.

Summary

We are pleased with our progress in the first half of the year; through the combination of strong operational progress, continued free cash flow generation, small bolt-on acquisition, our share repurchase programme and our move from AIM to the Main market we have continued to execute on our strategy that will deliver long-term value for shareholders.

1 Normalised items include: amortisation of acquired intangibles £16,524,000 (2024: £17,400,000) and share-based payment charges £2,706,000 (2024: £2,172,000 charge). Exceptional items total £3,600,000 (2024: £nil) (see note 4).

Condensed Consolidated Statement ofChanges in Equity