Company registration number 10298457 (England and Wales)
118 GROUP HOLDINGS LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
118 GROUP HOLDINGS LTD
COMPANY INFORMATION
Directors
P Spinks
D J Campbell
E R Seward
S Smith
S A Holmes
Company number
10298457
Registered office
62 Anchorage Road
Sutton Coldfield
West Midlands
B74 2PG
Auditor
Gravita Audit II Limited
Aldgate Tower
2 Leman Street
London
United Kingdom
E1 8FA
Business address
62 Anchorage Road
Sutton Coldfield
West Midlands
B74 2PG
118 GROUP HOLDINGS LTD
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 6
Independent auditor's report
7 - 10
Group statement of comprehensive income
11
Group statement of financial position
12 - 13
Parent company statement of financial position
14
Group statement of changes in equity
15
Parent company statement of changes in equity
16
Group statement of cash flows
17
Notes to the group financial statements
18 - 43
118 GROUP HOLDINGS LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

Business review

The Group continued to invest in developing new products and technologies, together with expanding its sales and marketing initiatives and the ongoing maintenance and enhancement of its data from the Group's UK call centre.

118 Data Resource Limited

The above business is known in the market as "118 Information" and continues to be the pre-​eminent licensor of high quality and GDPR compliant business information in the UK. Amongst its customers are a number of the world's most recognisable brands.

 

Powered by our own in-​house developed systems which incorporates strong verification and quality control processes we deliver a high-​quality data universe to a wide cross section of industries. Revenues decreased by 18% year on year as a result of reduced customer demand caused by changes in their markets. The Group remains focused on ensuring the quality of its database of business information will result in meeting the changing demands of its customer base.

Market Location Limited

Market Location Limited is the UK’s leading B2B data service and email marketing provider. This business continues to target and attract an increasing number of quality organisations to its customer base.

 

Revenues are not only derived from attracting new customers but also from existing customers who, over time, purchase a wider array of services and bespoke datasets. Strong account management has ensured that every year the Company attain an excellent renewal rate across all the related service areas within its portfolio. The Company experienced revenue growth of 3% year on year

 

The Group remains confident of sustainable long term growth in this business and has invested in not only new sales resource but expansion of its data sets and marketing initiatives to realise these opportunities across a broad spectrum of business sectors.

 

Financial performance

Turnover for the year was £9.6m (2024: £10.3m) generating an EBITDA of £3.4m (2024: £4.1m) before exceptional charges and other income. Operating losses for the year were £224k (2024: £11.0m) after making a goodwill impairment charge of £14.6m (2024: £15.0m). The loss for the year, after taxation, amounted to £23.7m (2024: £22.5m) and is after charging £11.9m (2024: £10.9m) of interest on the debt structure, of which £0.37m (2024: £0.8m) was cash paid interest, the balance being the unpaid capitalised interest on the loan structure, not due until redemption.

In the year the Group generated £3.3m (2024: £3.9m) of cash from operating activities. An overall outflow in cash was incurred during the year £5.2m (2024: £0.37m) after payment of borrowings, interest and tax.

 

118 GROUP HOLDINGS LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Principal risks and uncertainties

 

Competitive and business risks

 

These comprise:

•    adverse changes in the general economic environment and, more specifically, in the UK;

•    changes to the Group's customers' markets or demand for data as a result of technological changes;

•    the ability of the Group to recruit and retain high quality personnel;

•    the Company’s current and potential competitors operate in similar business areas;

•    changes in the nature or scope of data protection regulation imposed by UK and European law;

•    changes in the competitive environment in the market for UK business data and data services; and

•    inflationary impacts on the operating cost base of the Group.

 

 

In order to mitigate the above risks, the Group maintains a close and regular scrutiny of the markets in which it operates, and senior management meet regularly to review such issues and determine appropriate responses.

 

Senior management also co-operate with and participate in a variety of industry groups and trade associations in order to input into the decision-making process and learn more about current market developments. The Group engages employment agencies to recruit qualified personnel.

 

Cyber risk

 

The Company is at risk of cyber-attacks causing IT systems failure which would potentially significantly disrupt its operations and potentially result in the loss, theft or corruption of data. The Company has a high level of cyber security protection and comprehensive IT security protocols and policies in place.

 

Trading risk

 

The Group’s loans are subject to covenants some of which are linked to the Group’s EBITDA, a key driver of which is revenue. The Group seeks to mitigate the risk of further revenue slippage as a result of further economic downturn and other factors outside the Groups’ control by pursuing a low investment growth strategy and developing cost reduction contingency plans in the event of a sustained downturn in activity.

 

Financial risks

 

Credit risks exist when customers have a financial obligation to the Group, normally arising from the provision of data and services on credit terms. The Group mitigates this risk through active credit control policies and procedures that limit credit risk exposure and seek to mitigate the impact of adverse credit events if and when they arise.

 

Liquidity and cash flow risk is the risk that an entity will encounter difficulty in meeting obligations associated with

financial liabilities. The Group manages this risk through its financial and liquidity management processes, including the regular review of projected cash flow requirements.

 

118 GROUP HOLDINGS LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
Development and performance

Management use a range of performance measures to monitor and manage the business including monitoring

turnover, earnings before interest tax depreciation and amortisation (EBITDA), and net cash.

 

 

2025

2024

 

£m

£m

Turnover

9.6

10.3

EBITDA

3.4

4.1

Net cash

1.4

1.9

 

 

Outlook

The market remains challenging in a low growth economy. However, future projections are in line with the Board’s expectations. The Group remains focussed on its strategy to deliver sustainable growth in the longer term by leveraging its increased investment in technology, sales resource and product development.

On behalf of the board

S A Holmes
Director
3 September 2026
118 GROUP HOLDINGS LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the group continued to be that of database licensing and direct marketing services which includes data cleansing, customer analytics, email marketing and customer acquisition services.

 

The principal activity of the company is that of a holding company.

Results and dividends

The results for the year are set out on page 11.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

P Spinks
D J Campbell
M L Fioramonti
(Resigned 25 June 2026)
S Smith
A P Weatherstone
(Resigned 30 November 2025)
K Preston
(Resigned 8 July 2026)
S A Holmes
(Appointment 1 June 2026)
E R Seward
(Appointment 25 June 2026)

Employees

The Group’s policies are designed to provide for the welfare and health and safety of its employees.

The Group is committed to ensuring there are equal opportunities for all employees regardless of gender, race, age, disability, religion or sexual orientation where it is reasonable and practicable within existing legislation.

 

The Group offers training to employees enabling them to enhance their skill base and assist in the future development of the business.

 

During the year, the Company provided employees systematically with information on matters of concern to them as employees. Employees are consulted on a regular basis so that their views can be taken into account in making decisions which are likely to affect their interests.

118 GROUP HOLDINGS LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -

Going concern

These Financial Statements have been prepared on a going concern basis, which assumes the Group will continue to be able to meet its liabilities as they fall due for at least 12 months following the date of approval of these Financial Statements. In considering the Group's ability to continue as a going concern the Directors have taken into account the maturity and terms of its loan facilities and have produced trading and cash flow forecasts together with assessments of compliance with debt terms. The Directors consider the relationship with its investors to be strong which is supported by the track record of flexibility around the terms of the facilities. The Group complied with all terms and financial covenants during the year ended 31 December 2025. Covenants were reset in August 2026 following repayment of the senior loan facility and based on updated financial projections for the business.

 

At 31 December 2025 the Group’s borrowings were repayable during 2026 but the repayment date was subsequently extended to 2028.

 

The Directors are of the view that the Group has sufficient liquidity, financial performance and support of its investors and have consequently prepared the Financial Statements on a going concern basis.

 

Directors' indemnities

The Company has granted an indemnity to its Directors against liability in respect of proceedings brought by third parties, subject to the conditions set out in the Companies Act 2006. Such qualifying third-party indemnity provisions were in place during the financial year and at the date of this report.

Statement of directors' responsibilities

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom. Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and parent company, and of the profit or loss of the group for that period.

In preparing these financial statements, International Accounting Standard 1 requires that directors:

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group's and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent company, and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

Each director in office at the date of approval of this annual report confirms that:

 

This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

118 GROUP HOLDINGS LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -
On behalf of the board
S A Holmes
Director
3 September 2026
118 GROUP HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF 118 GROUP HOLDINGS LTD
- 7 -
Opinion

We have audited the financial statements of 118 Group Holdings Ltd (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 31 December 2025 which comprise the consolidated statement of comprehensive income, the consolidated and company statement of financial position, the consolidated and company statement of changes in equity, the consolidated statement of cash flows and the consolidated and company notes to the financial statements, including significant accounting policies.

 

The financial reporting framework that has been applied in their preparation is applicable law and UK adopted international accounting standards.

In our opinion:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

118 GROUP HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF 118 GROUP HOLDINGS LTD
- 8 -

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the group's and parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

118 GROUP HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF 118 GROUP HOLDINGS LTD
- 9 -

The extent to which the audit was considered capable of detecting irregularities including fraud

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

We assessed the susceptibility of the company’s and group's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

To address the risk of fraud through management bias and override of controls, we:

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the parent company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the parent company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

118 GROUP HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF 118 GROUP HOLDINGS LTD
- 10 -
Sarah Wilson FCA (Senior Statutory Auditor)
For and on behalf of Gravita Audit II Limited, Statutory Auditor
Chartered Accountants
Aldgate Tower
2 Leman Street
London
E1 8FA
United Kingdom
5 September 2026
118 GROUP HOLDINGS LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
2025
2024
Notes
£
£
Revenue
5
9,572,438
10,336,914
Cost of sales
(413,595)
(420,955)
Gross profit
9,158,843
9,915,959
Other operating income
-
566
Administrative expenses
(5,787,821)
(5,942,409)
Impairment of goodwill
4
(14,646,000)
(15,000,000)
Operating loss
6
(11,274,978)
(11,025,884)
Investment revenues
11
25,326
32,192
Finance costs
12
(11,891,630)
(10,864,529)
Loss before taxation
(23,141,282)
(21,858,221)
Income tax expense
14
(579,415)
(657,877)
Loss and total comprehensive income for the year
35
(23,720,697)
(22,516,098)
Loss for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
118 GROUP HOLDINGS LTD
GROUP STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2025
31 December 2025
- 12 -
2025
2024
Notes
£
£
Non-current assets
Goodwill
16
16,260,933
30,906,933
Intangible assets
16
199,381
199,381
Property, plant and equipment
17
807,683
480,315
17,267,997
31,586,629
Current assets
Trade and other receivables
18
1,276,949
1,399,374
Current tax recoverable
4,379
-
0
Cash and cash equivalents
1,399,621
1,928,075
2,680,949
3,327,449
Current liabilities
Trade and other payables
22
792,478
758,253
Current tax liabilities
274,544
325,623
Borrowings
27
100,383,409
2,828,264
Lease liabilities
24
13,875
109,780
Deferred revenue
25
1,638,906
1,869,924
103,103,212
5,891,844
Net current liabilities
(100,422,263)
(2,564,395)
Non-current liabilities
Borrowings
27
-
0
88,890,511
Lease liabilities
24
837,519
402,811
Deferred tax liabilities
30
41,212
41,212
878,731
89,334,534
Net liabilities
(84,032,997)
(60,312,300)
Equity
Called up share capital
31
3,985
3,985
Share premium account
32
4,800
4,800
Capital redemption reserve
33
4,957
4,957
Other reserves
34
50,859
50,859
Retained earnings
35
(84,097,598)
(60,376,901)
Total equity
(84,032,997)
(60,312,300)
118 GROUP HOLDINGS LTD
GROUP STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT
31 DECEMBER 2025
31 December 2025
- 13 -
The financial statements were approved by the board of directors and authorised for issue on 3 September 2026 and are signed on its behalf by:
S A Holmes
Director
Company registration number 10298457 (England and Wales)
118 GROUP HOLDINGS LTD
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 14 -
2025
2024
Notes
£
£
Non-current assets
Investments
15
1
1
Current assets
Trade and other receivables
19
179,026
12,633,128
Current tax recoverable
4,379
-
0
Cash and cash equivalents
9,304
9,416
192,709
12,642,544
Current liabilities
Trade and other payables
23
172,787
142,127
Borrowings
28
51,853,182
-
0
52,025,969
142,127
Net current (liabilities)/assets
(51,833,260)
12,500,417
Non-current liabilities
Borrowings
28
-
0
45,145,506
Net liabilities
(51,833,259)
(32,645,088)
Equity
Called up share capital
3,985
3,985
Share premium account
4,800
4,800
Capital redemption reserve
4,957
4,957
Other reserves
50,859
50,859
Retained earnings
(51,897,860)
(32,709,689)
Total equity
(51,833,259)
(32,645,088)

As permitted by s408 Companies Act 2006, the company has not presented its own income statement and relatedtrue notes. The company’s loss for the year was £19,188,171 (2024 - £11,417,687 loss).

The financial statements were approved by the board of directors and authorised for issue on 3 September 2026 and are signed on its behalf by:
03 September 2026
S A Holmes
Director
Company registration number 10298457 (England and Wales)
118 GROUP HOLDINGS LTD
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
Share capital
Share premium account
Capital redemption reserve
Other reserves
Retained earnings
Total
£
£
£
£
£
£
Balance at 1 January 2024
3,985
4,800
4,957
50,859
(37,860,803)
(37,796,202)
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
-
-
(22,516,098)
(22,516,098)
Balance at 31 December 2024
3,985
4,800
4,957
50,859
(60,376,901)
(60,312,300)
Year ended 31 December 2025:
Loss and total comprehensive income
-
-
-
-
(23,720,697)
(23,720,697)
Balance at 31 December 2025
3,985
4,800
4,957
50,859
(84,097,598)
(84,032,997)
118 GROUP HOLDINGS LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
Share capital
Share premium account
Capital redemption reserve
Other reserves
Retained earnings
Total
£
£
£
£
£
£
Balance at 1 January 2024
3,985
4,800
4,957
50,859
(21,292,002)
(21,227,401)
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
-
-
(11,417,687)
(11,417,687)
Balance at 31 December 2024
3,985
4,800
4,957
50,859
(32,709,689)
(32,645,088)
Year ended 31 December 2025:
Loss and total comprehensive income
-
-
-
-
(19,188,171)
(19,188,171)
Balance at 31 December 2025
3,985
4,800
4,957
50,859
(51,897,860)
(51,833,259)
118 GROUP HOLDINGS LTD
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
41
3,340,771
3,958,326
Interest paid
(1,909)
(7,262)
Income taxes paid
(634,873)
(595,679)
Net cash inflow from operating activities
2,703,989
3,355,385
Investing activities
Purchase of property, plant and equipment
(13,072)
(26,371)
Interest received
25,326
32,192
Net cash generated from investing activities
12,254
5,821
Financing activities
Repayment of borrowings
(2,800,000)
(2,828,264)
Payment of lease liabilities
(65,565)
(143,208)
Interest paid
(372,581)
(768,712)
Net cash used in financing activities
(3,238,146)
(3,740,184)
Net decrease in cash and cash equivalents
(521,903)
(378,978)
Cash and cash equivalents at beginning of year
1,928,075
2,312,340
Effect of foreign exchange rates
(6,551)
(5,287)
Cash and cash equivalents at end of year
1,399,621
1,928,075
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 18 -
1
Accounting policies
Company information

118 Group Holdings Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 62 Anchorage Road, Sutton Coldfield, West Midlands, B74 2PG. The company's principal activities and nature of its operations are disclosed in the directors' report.

 

The group consists of 118 Group Holdings Ltd and all of its subsidiaries.

1.1
Accounting convention

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with the requirements of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

The financial statements are prepared in sterling, which is the functional currency of the group. Monetary amounts in these financial statements are rounded to the nearest £.

The separate financial statements of the Company are presented as required by the Companies Act 2006. The Company meets the definition of a qualifying entity under Financial Reporting Standard 100 (FRS 100) issued by the Financial Reporting Council. Accordingly, the financial statements have therefore been prepared in accordance with Financial Reporting Standard 101 (FRS 101) “Reduced Disclosure Framework” as issued by the Financial Reporting Council.

 

As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions available under that standard in relation to share-based payments, cashflow, financial instruments, capital management, presentation of comparative information in respect of certain assets and certain related party transactions. Where required, equivalent disclosures are given in the consolidated financial statements.

 

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Business combinations

The cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill.

The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date.

 

Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company 118 Group Holdings Ltd together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -

The group has elected not to apply IFRS 3 to past business combinations that occurred before 1 January 2020.

 

IFRS 3 Business Combinations has not been applied to either acquisitions of subsidiaries that are considered businesses under IFRS that occurred before 1 January 2020. Use of this exemption means that the FRS 102 carrying amounts of assets and liabilities, that are required to be recognised under IFRS, are their deemed cost at the date of the acquisition. After the date of the acquisition, measurement is in accordance with IFRS. Assets and liabilities that do not qualify for recognition under IFRS are excluded from the opening IFRS statement of financial position. The Group did not recognise any assets or liabilities that were not recognised under FRS 102 or exclude any previously recognised amounts as a result of IFRS recognition requirements.

 

IFRS 1 also requires that the FRS 102 carrying amount of goodwill must be used in the opening IFRS statement of financial position (apart from adjustments for goodwill impairment and recognition or derecognition of intangible assets). In accordance with IFRS 1, the Group has tested goodwill for impairment at the date of transition to IFRS. There was no impairment recognised on goodwill at 1 January 2020.

1.4
Going concern

These financial statements have been prepared on a going concern basis, which assumes the Group will continue to be able to meet its liabilities as they fall due for at least 12 months following the date of approval of these financial statements. The Group remained in compliance with all terms and financial covenants of its loan note agreements during the year ended 31 December 2025. Covenants were revised in August 2026 to reflect the current plans of the business.true

 

At 31 December 2025 the Group’s borrowings were repayable during 2026 but the repayment date was subsequently extended to 2028 in March 2026.

 

The Directors have prepared and reviewed forecasts and projections for a period of not less than 12 months from the date of approval of these financial statements. These are based upon detailed assumptions in particular regarding the key risks and uncertainties. The Board also has taken account of reasonable possible changes in trading performance to determine whether the Group has sufficient liquidity and be able to operate with the headroom on the revised financial covenants.

 

In the event, should actual performance fall below the current forecasted levels in this period the Group has a number of mitigating factors available to it and the Board have the necessary monitoring and controls in place to be able to put the necessary actions in place if they see a need to do so.

 

The Directors have at the time of approving the financial statements after taking into account the factors noted above concluded that the Group has adequate financial resources to continue in operational existence for the foreseeable future.

 

For this reason, the Directors continue to adopt the going concern basis.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -
1.5
Revenue

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The group recognises revenue when it transfers control of a product or service to a customer.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

 

The Group recognises revenue under IFRS 15, which recognises revenue based on the transfer of control rather than the transfer of risks and rewards and employs a 5 step model to recognising revenue:

(1)    Identify the contract with a customer:

Licensing revenue, brokered lists, solution sales, analytics and list sales are covered by license agreements which detail the enforceable rights and obligations of in respect of which the Group can expect to receive money.

(2)    Identify the performance obligations in the contract

IFRS 15 employs the concept of performance obligations. The Group recognises its revenue by reference to type of revenue stream.

(3)    Determine the transaction price:

The license agreements detail the agreed fees to be paid. The fees may be fixed in price and/or variable. Where variable, the amount of consideration to which the Group becomes entitled and the related conditions are detailed in the agreement.

(4)    Allocate the transaction price to the performance obligations:

The transaction price is determined by the licensing agreement. In respect of licensing fees, the fee rated detailed in the agreement usually is applied based on the databases and services provided to the customer. No significant management judgement is required to allocate the transaction price as the pricing approach is detailed in the transaction price.

(5)    Recognising revenue when the performance obligation is satisfied:

By nature of the service provided, the provision of services is deemed to be simultaneously received and consumed by customer and on this basis fees are accrued through the contract period on the basis of the fee rate agreement in the licensing agreement. At regular periods throughout the year, either annually, quarterly or monthly depending on the agreement, the accrued fees will be adjusted to the actual fee earned during the period at the time the invoice is issued.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 21 -
1.6
Goodwill

Goodwill represents the excess of the cost of acquisition of businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less impairment losses.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not subsequently reversed.

1.7
Intangible assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

 

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

 

Software                   33.33% straight line

 

Brand intangible asset has an indefinite useful economic life.

1.8
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Right of use asset
Over the term of the lease
Fixtures and fittings
20%-33% straight line
Computers and office equipment
20%-33% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

 

The assets’ residual values and useful lives are reviewed, and adjusted, if appropriate, at the end of each reporting period. The effect of any change is accounted for prospectively.

1.9
Non-current investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the parent company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 22 -
1.10
Impairment of tangible and intangible assets

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

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

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

 

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

1.11
Cash and cash equivalents

Cash and cash equivalents include cash in hand.

1.12
Financial assets

Financial assets are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets at fair value through profit or loss

When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 23 -
Impairment of financial assets

Financial assets carried at amortised cost are assessed for indicators of impairment at each reporting end date.

 

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

 

For trade receivables, the simplified approach permitted by IFRS 9 is applied, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.13
Financial liabilities

The group recognises financial debt when the group becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the group’s obligations are discharged, cancelled, or they expire.

1.14
Equity instruments

Equity instruments issued by the parent company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer payable at the discretion of the company.

1.15
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

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

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 24 -
Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the group has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.16
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or non-current assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.17
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.18
Leases

At inception, the group assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the group recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

 

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of other property, plant and equipment. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 25 -

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the group is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in: future lease payments arising from a change in an index or rate; the group's estimate of the amount expected to be payable under a residual value guarantee; or the group's assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The group has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

1.19
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.20

Fair value measurement

IFRS 13 establishes a single source of guidance for all fair value measurements. IFRS 13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under IFRS when fair value is required or permitted. The resulting calculations under IFRS 13 affected the principles that the company uses to assess the fair value, but the assessment of fair value under IFRS 13 has not materially changed the fair values recognised or disclosed. IFRS 13 mainly impacts the disclosures of the company. It requires specific disclosures about fair value measurements and disclosures of fair values, some of which replace existing disclosure requirements in other standards.

2
Adoption of new and revised standards and changes in accounting policies

In the current year, the following new and revised standards and interpretations have been adopted by the group and have an effect on the current period or a prior period or may have an effect on future periods:

IAS 21 - Exchangeability
Effective date 1 January 2025*
Standards which are in issue but not yet effective

At the date of authorisation of these financial statements, the following standards and interpretations, which have not yet been applied in these financial statements, were in issue but not yet effective (and in some cases had not yet been adopted by the EU):

IFRS  1  - First-time  Adoption of  International
Financial Reporting Standards
Effective date 1 January 2026*
IFRS 7 - Financial Instruments: Disclosures
Effective date 1 January 2026+
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
2
Adoption of new and revised standards and changes in accounting policies
(Continued)
- 26 -
IFRS 9 - Financial Instruments
Effective date 1 January 2026+
IFRS 10 - Consolidated Financial Statements
Effective date 1 January 2026+
IFRS 17 - Insurance Contracts
Effective date 1 January 2027*
IAS 7 - Statement of Cash Flows
Effective date 1 January 2026+
IFRS 18 - Presentation and Disclosure in Financial
Statements
Effective date 1 January 2027+
IFRS 19 - Subsidiary without Public Accountability:
Disclosures
Effective date 1 January 2027*
IAS 21 The Effects of Changes in Foreign Exchange Rates
Effective date 1 January 2027*

Standards and amendments marked with an asterisk (*) are not applicable to the company and therefore have no impact on the reported position.

 

Standards and amendments marked with '+' indicate that there are multiple amendments relating to the same standard with different effective dates, some of which are not yet endorsed for use in the UK. In each instance, all amendments have been reviewed and none are applicable to the company and therefore have no impact on the reported position. The effective date shown is that of the first amendment to come into effect after the accounting year.

 

Standards and amendments marked with '/' indicate that these have not yet been endorsed for use in the UK.

 

For all of the other standards and amendments listed above, the directors do not expect any material impact.

3
Critical accounting estimates and judgements

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

The key assumptions concerning the future, and other key sources of estimation uncertainty, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below:

Key sources of estimation uncertainty
Impairment of goodwill

The value in use calculation used to test for impairment of goodwill involves an estimation of the present value of future cash flows. The future cash flows are based on annual budgets and forecasts, as approved by the Board, which include management’s expectation of growth. The present value is then calculated based on management’s estimate of future discount and long-term growth rates. The Board reviews these key assumptions (market-share, long-term growth rates, and discount rates) and the sensitivity analysis around these assumptions.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
3
Critical accounting estimates and judgements
(Continued)
- 27 -
Impairment of intangible assets

The recoverability of intangible assets: at each balance sheet date, the Group reviews the carrying amounts of its intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. Estimated future cash flows deriving from these assets must be determined and an appropriate discount rate applied to calculate present value.

IFRS 16 - Lease liability and right of use asset

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, the lessee’s incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.

 

To determine the incremental borrowing rate, the company used a rate used by senior lending on a capital amount equivalent to the total future lease payments.

Recoverability of intercompany balances

Management performs impairment reviews of the balances by reference to the performance of the group as a whole. These forecasts include assumptions around future sales (including existing and expected new customers) which are not realised at the date of approval of the accounts.

4
Exceptional items
2025
2024
£
£
Expenditure
Goodwill impairment
14,646,000
15,000,000
5
Revenue

The Group considers it has only one class of business that being the licensing of data and ancillary services.

2025
2024
£
£
Revenue analysed by geographical market
United Kingdom
8,931,653
9,374,949
Rest of Europe
216,554
510,008
Rest of the World
424,231
451,957
9,572,438
10,336,914
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 28 -
6
Operating profit/(loss)
2025
2024
Operating loss for the year is stated after charging/(crediting):
£
£
Exchange losses
6,551
5,287
Depreciation of property, plant and equipment
111,077
134,325
Profit on disposal of property, plant and equipment
(73,511)
-
7
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
11,500
10,600
Audit of the financial statements of the company's subsidiaries
44,685
42,250
56,185
52,850
For other services
Tax services
10,000
10,000
8
Employees - Group

The average monthly number of persons (including directors) employed by the group during the year was:

2025
2024
Number
Number
Directors
6
6
Commercial
25
24
Operations and support
59
59
Total
90
89

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
3,885,396
4,040,768
Social security costs
480,557
456,868
Pension costs
89,451
92,472
4,455,404
4,590,108
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 29 -
9
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2025
2024
Number
Number
Directors
6
6
10
Directors' remuneration
Group
2025
2024
£
£
Remuneration for qualifying services
504,527
659,733
Company pension contributions to defined contribution schemes
6,300
4,622
510,827
664,355
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
239,000
200,000
11
Investment income
Group
2025
2024
£
£
Interest income
Financial instruments measured at amortised cost:
Bank deposits
25,326
30,108
Other interest income on financial assets
-
0
2,084
Total interest revenue
25,326
32,192

Income above relates to assets held at amortised cost, unless stated otherwise.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 30 -
12
Finance costs
Group
2025
2024
£
£
Interest on loan notes
11,837,215
10,823,839
Interest on lease liabilities
52,506
33,428
Other interest payable
1,909
7,262
Total interest expense
11,891,630
10,864,529
13
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Address
Principal activities
Class of
% Held
shares held
Direct
Indirect
118 Group Investments Ltd
1
Holding company
Ordinary
100.00
-
118 Group Limited
1
Holding company
Ordinary
0
100.00
Market Location Limited
1
Data processing, hosting and related activities
Ordinary
0
100.00
118 Data Resource Limited
1
Data processing, hosting and related activities
Ordinary
0
100.00
Market Location Secure Ltd
1
Dormant
Ordinary
0
100.00
Eloc@tion Limited
1
Dormant
Ordinary
0
100.00
Direct Research Company Ltd
1
Dormant
Ordinary
0
100.00
Cardwell Marketing Limited
1
Dormant
Ordinary
0
100.00
IDS Data Services Limited
2
Dormant
Ordinary
0
100.00
118 Business Information Ltd
1
Dormant
Ordinary
0
100.00
118 Sales Limited
1
Dormant
Ordinary
0
100.00
118 Information Limited
1
Dormant
Ordinary
0
100.00

Registered office addresses (all UK unless otherwise indicated):

1
62 Anchorage Road, Sutton Coldfield, West Midlands, B74 2PG
2
58 Morrison Street, Edinburgh, Scotland, EH3 8BP
14
Income tax expense
Group
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
579,415
667,510
Adjustments in respect of prior periods
-
0
(9,633)
Total UK current tax
579,415
657,877
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
14
Income tax expense
Group
2025
2024
(Continued)
- 31 -

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

2025
2024
£
£
Loss before taxation
(23,141,282)
(21,858,221)
Expected tax credit based on a corporation tax rate of 25.00% (2024: 25.00%)
(5,785,321)
(5,464,555)
Effect of expenses not deductible in determining taxable profit
(1,924)
(16,995)
Under/(over) provided in prior years
-
(9,633)
Tax at marginal rate
(479)
(809)
Interest adjustments
2,723,634
2,403,115
Over provision of corporation tax
3,454
-
Under provision of corporation tax
-
(3,246)
Impairment of goodwill
3,640,051
3,750,000
Taxation charge for the year
579,415
657,877
15
Investments
Company
Current
Non-current
2025
2024
2025
2024
£
£
£
£
Investments in subsidiaries
-
0
-
0
1
1
Fair value of financial assets carried at amortised cost

Except as detailed below the directors believe that the carrying amounts of financial assets carried at amortised cost in the financial statements approximate to their fair values.

Investment in subsidiary undertakings

Details of the company's principal operating subsidiaries are included in Note 13.

16
Intangible assets
Group
Goodwill
Software
Brand
Total
£
£
£
£
Cost
At 1 January 2024
63,062,150
404,728
319,000
63,785,878
Disposals
-
0
(102,500)
-
(102,500)
At 31 December 2024
63,062,150
302,228
319,000
63,683,378
At 31 December 2025
63,062,150
302,228
319,000
63,683,378
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
16
Intangible assets
Group
Goodwill
Software
Brand
Total
(Continued)
- 32 -
Amortisation and impairment
At 1 January 2024
17,155,217
404,722
119,625
17,679,564
Impairment loss
15,000,000
-
0
-
15,000,000
Eliminated on disposals
-
0
(102,500)
-
(102,500)
At 31 December 2024
32,155,217
302,222
119,625
32,577,064
Impairment loss
14,646,000
-
0
-
14,646,000
At 31 December 2025
46,801,217
302,222
119,625
47,223,064
Carrying amount
At 31 December 2025
16,260,933
6
199,375
16,460,314
At 31 December 2024
30,906,933
6
199,375
31,106,314
At 31 December 2023
45,906,932
6
167,475
46,106,313

Other intangible assets

As per IAS 36 intangible assets with an indefinite useful life must be tested annually for impairment irrespective of whether there is an indication of impairment. An impairment test is required additionally if there are indicators of impairment. Brand intangible asset has an indefinite useful life and has been tested for impairment.

 

Goodwill

On 24th March 2017 the Group purchased 100% of 118 Group Limited for purchase consideration of £62,456,769, giving rise to goodwill of £59,858,125, being the excess of consideration paid over the fair value of net assets acquired.

 

On 6 October 2017 the Group purchased Cardwell Marketing Limited for a consideration net of reduction in deferred contingent consideration of £485,247 giving rise to goodwill of £329,269, being the excess of consideration paid over the fair value of net assets acquired.

 

On 30 November 2017 the Group purchased IDS Data Services Limited for a consideration of £2,639,818, net of reduction in deferred contingent consideration, giving rise to goodwill of £2,869,275, being the excess of consideration paid over the fair value of net assets acquired.

 

The resulting total goodwill was the subject to amortisation and impairment charges totalling £17,149,737 to give a net book balance of £45,906,932 as at 1st January 2020, the date on which the Company transitioned to preparing its accounts under International Financial Reporting Standards (‘IFRS’). IFRS1 requires that the FRS 102 carrying amount of £45,906,932 must be used as the opening IFRS statement of financial position.

2025
2024
£
£
Goodwill
16,260,933
30,906,932
16,260,933
30,906,932
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
16
Intangible assets
(Continued)
- 33 -

Impairment testing for goodwill

 

Goodwill values have been tested for impairment by comparing them against the “value in use” in perpetuity of the relevant CGU group. The value in use calculations were based on projected cash flows, derived from the latest forecasts prepared by management and budgets approved by the Board, discounted at, risk adjusted, discount rates to calculate their net present value.

 

Key assumptions used in “value in use” calculations

 

The calculation of “value in use” is most sensitive to the CGU specific operating and growth assumptions, that are reflected in management forecasts for the five years to December 2030. Operating assumptions are applicable to the forecasted cash flows and relate to revenue forecasts and forecast operating margins of the CGU and are based on the strategic plans for the Group. These assumptions include consistent sales for the 5 year period, with no forecasted revenue growth.

 

The revenue growth rates used in the cash flow forecast are based on management’s expectations of the future opportunities for the Group’s products and services and the ability to upsell to existing customers. The forecasts include the costs associated with expansion of the sales resources, which are directly linked to the forecast sales growth.

 

Discount rates are based on estimations of the cost of capital being provided by its investors which approximates to 9.6% per annum.

 

Based on the forecasts, the carrying value was determined to be higher than its recoverable amount and an impairment loss of £14,646,000 (2024: £15,000,000) was recognised and included in other expenses.

 

There are no intangible assets individually held by the parent company.

17
Property, plant and equipment
Right of use asset
Fixtures and fittings
Computers and office equipment
Total
£
£
£
£
Cost
At 1 January 2024
987,930
74,207
226,061
1,288,198
Additions
-
0
-
0
26,371
26,371
Disposals
-
0
(29,242)
(185,541)
(214,783)
At 31 December 2024
987,930
44,965
66,891
1,099,786
Additions
864,453
-
0
13,072
877,525
Disposals
(987,930)
-
0
-
0
(987,930)
At 31 December 2025
864,453
44,965
79,963
989,381
Accumulated depreciation and impairment
At 1 January 2024
439,080
73,259
187,590
699,929
Charge for the year
109,770
948
23,607
134,325
Eliminated on disposal
-
0
(29,242)
(185,541)
(214,783)
At 31 December 2024
548,850
44,965
25,656
619,471
Charge for the year
86,445
-
0
24,632
111,077
Eliminated on disposal
(548,850)
-
0
-
0
(548,850)
At 31 December 2025
86,445
44,965
50,288
181,698
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
17
Property, plant and equipment
Right of use asset
Fixtures and fittings
Computers and office equipment
Total
£
£
£
£
(Continued)
- 34 -
Carrying amount
At 31 December 2025
778,008
-
29,675
807,683
At 31 December 2024
439,080
-
41,235
480,315

Property, plant and equipment includes right-of-use assets, as follows:

Right-of-use assets
2025
2024
£
£
Net values at the year end
Property
778,008
439,080
Depreciation charge for the year
Property
86,445
109,770

The Group leases 62 Anchorage Road Anchorage Road, Sutton Coldfield, England, B74 2PG (Sutton Coldfield Office)which is occupied by the group. This was originally leased under a 9 year lease signed on 24 January 2020. On 1st January 2026, the Group entered into an extended 10 year lease on the same property, terminating on 31 December 2034.

 

The Group has recognised a lease liability in respect of the Sutton Coldfield lease for lease payments due.

 

Right of use assets are measured at cost comprising of the amount of the initial measurement of lease liability and any lease payments made at or before the commencement date less any lease incentives received.

 

The right of use asset is subject to depreciation through the profit and loss, with the estimated useful economic life calculated as the term of the lease.

There is no Property, plant and equipment individually held by the parent company.

18
Trade and other receivables- Group
2025
2024
£
£
Trade receivables
1,146,159
1,175,069
Provision for bad and doubtful debts
(102,654)
(73,440)
1,043,505
1,101,629
VAT recoverable
-
288
Other receivables
6
69
Prepayments
233,438
297,388
1,276,949
1,399,374
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
18
Trade and other receivables- Group
(Continued)
- 35 -

An impairment loss of £102,654 (2024: £73,440) was recognised against trade debtors at the period end.

19
Trade and other receivables - Company
2025
2024
£
£
VAT recoverable
-
290
Amounts owed by subsidiary undertakings
179,026
12,632,838
179,026
12,633,128

Amounts owed by subsidiary undertakings are interest free, unsecured and repayable on demand.

20
Trade receivables - credit risk
Fair value of trade receivables

The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

21
Fair value of financial liabilities

The directors consider that the carrying amounts of financial liabilities carried at amortised cost in the financial statements approximate to their fair values.

22
Trade and other payables
2025
2024
£
£
Trade payables
139,302
105,001
Accruals
339,162
301,736
Social security and other taxation
288,594
327,848
Other payables
25,420
23,668
792,478
758,253
23
Trade and other payables- Company
2025
2024
£
£
Trade payables
1
1,740
Amounts owed to subsidiary undertakings
172,786
140,386
Other payables
-
1
172,787
142,127
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
23
Trade and other payables- Company
(Continued)
- 36 -

Amounts owed to subsidiary undertakings are interest free, unsecured and repayable on demand.

24
Lease liabilities
Group
2025
2024
Maturity analysis
£
£
Within one year
65,565
143,208
In two to five years
524,520
429,624
In over five years
524,520
-
Total undiscounted liabilities
1,114,605
572,832
Future finance charges and other adjustments
(263,211)
(60,241)
Lease liabilities in the financial statements
851,394
512,591

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2025
2024
£
£
Current liabilities
13,875
109,780
Non-current liabilities
837,519
402,811
851,394
512,591
2025
2024
Amounts recognised in profit or loss include the following:
£
£
Interest on lease liabilities
52,506
33,428

Under IFRS 16 lease liabilities, leases are measures at the present value of the remaining lease payments, discounted using the lessee's incremental borrowing rate as of 1 January 2025. A single incremental borrowing rate is used across the Group. The borrowing rate applied to the lease liabilities recognised on 1 January 2025 was 6.25%.

There are no lease liabilities in the parent company.

25
Deferred revenue
Group
2025
2024
£
£
Arising from Licensing revenue
1,638,906
1,869,924
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
25
Deferred revenue
(Continued)
- 37 -
All deferred revenues are expected to be settled within 12 months from the reporting date.

There is no deferred revenue in the parent company.

26
Liquidity risk

The following table details the remaining contractual maturity for the group's financial liabilities with agreed repayment periods. The contractual maturity is based on the earliest date on which the group may be required to pay.

Within 1 year
1 - 5 years
5+ years
Total
£
£
£
£
At 31 December 2024
Trade and other payables
708,181
-
-
708,181
Current tax liabilities
338,141
-
-
338,141
Borrowings
2,828,264
88,890,511
-
91,718,775
Lease liabilities
109,780
402,811
-
512,591
Deferred revenue
1,869,924
-
-
1,869,924
5,854,290
89,293,322
-
95,147,612
At 31 December 2025
Trade and other payables
792,478
-
-
792,478
Current tax liabilities
333,978
-
-
333,978
Borrowings
100,376,527
-
-
100,376,527
Lease liabilities
13,875
368,198
469,321
851,394
Deferred revenue
1,638,906
-
-
1,638,906
103,155,764
368,198
469,321
103,993,283
Liquidity risk management

Responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for the management of the company's funding and liquidity management requirements. The company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

27
Borrowings - Group
Current
Non-current
2025
2024
2025
2024
£
£
£
£
Borrowings held at amortised cost:
Other loans
100,383,409
2,828,264
-
88,890,511
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
27
Borrowings - Group
(Continued)
- 38 -

On 24 March 2017 senior loan notes of £19,000,000 were issued by 118 Group Investments Limited.

Interest is charged at a coupon rate of SONIA plus 4.75% per annum, paid quarterly. The loan notes are

secured against all present and future assets of the group. Under the initial terms, the facility was being repaid in quarterly instalments of £475,000 commencing 31 May 2018 with a final redemption payment of £9,975,000 due on 28 February 2023.

 

The senior loan note agreement contains an accordion facility of £2,000,000 of committed funds and

£6,000,000 of uncommitted funds. £500,000 of committed funds have been drawn down under the accordion

facility and are being repaid in quarterly instalments of £12,500 with interest terms the same as the senior

loan notes. The accordian facility was subsequently cancelled and the outstanding balance consolidated

within the senior loan note liability resulting in the quarterly instalment increasing to £487,500.

 

On 24 March 2017 senior subordinated loan notes of £12,500,000 were issued by 118 Group Investments

Limited. Interest is charged at a coupon rate of 14% per annum with 12% per annum paid in cash and 2%

per annum capitalised. The senior subordinated loan notes are secured against all present and future assets

of the group and are due to be repaid in full on 24 March 2024.

 

On 24 March 2017 Investor Junior and Management Junior loan notes were issued by 118 Group

Investments Limited with a total value of £12,267,000. Interest is charged on these loan notes at 8% per

annum, with 4% paid in cash and 4% capitalised. The loan notes are secured against all present and future

assets of the group and are due to be repaid in full on 24 September 2025.

 

In December 2020, the terms of the above facilities were amended, revising financial covenants, and reducing

the amounts of interest paid under the Senior subordinated, Investor Junior and Management loan notes by

50% should certain financial liquidity measures not be met.

 

In September 2022, the terms of the above facilities were revised including amending the redemption date of

the senior loan notes to March 2024 and amending the redemption date of the senior subordinated loan notes

to March 2025. Also, interest paid under the Senior subordinated and investor junior loan notes was reduced

to £nil until the Senior loan notes have been fully repaid.

 

In July 2023 the terms were again revised amending the redemption dates of the senior loan notes to March

2026 and the subordinated loan and other loan notes to September 2026. The senior loan note quarterly instalment was increased to £700,000 with effect from August 2023 together with a bi-annual additional repayment of 50% of any excess cash generated in the preceding six months subject to maintaining a minimum liquidity of £2,000,000. The coupon rate on the senior loan notes has also been revised to SONIA plus 7% per annum.

 

The senior loan was repaid in full in March 2026. In September 2026 the terms were revised amending the redemption dates of the subordinated loan and other loan notes to September 2028.

 

Series A2 and B2 unsecured loan notes were issued by 118 Group Investments Limited on 24 March 2017 at

initial value of £nil and £1,127,307 respectively. These loan notes in aggregate have a maximum principal

value of £1,127,307, however, value moves between the instruments depending on certain EBITDA targets

being achieved by the group headed by 118 Group Limited. Interest is charged at 8% per annum, payable at

redemption.

 

Series A unsecured loan notes of £19,148,093 were issued by the company. Interest is charged at 8% per

annum payable at redemption.

 

Series B unsecured loan notes were issued by the company for nil consideration. These loan notes have a principal repayment value of £7,907,298. Interest is accrued at 8% per annum payable at redemption.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
27
Borrowings - Group
(Continued)
- 39 -

 

The unsecured loan notes fall due for repayment on the earlier of the sale of the group or repayments of all amounts due under the senior, subordinated, investment junior and management loan notes.

 

The carrying value of loan notes is reduced by acquisition costs capitalised of £3,285,163 which are being released during the loan note term in accordance with the effective interest rate method.

 

The Group remained in compliance with all of its financial covenants during the year ended 31 December 2025. The principal covenants, comprising cash flow cover, rolling EBITDA and minimum liquidity levels, are tested quarterly. These covenants were reset in August 2026 based on updated plans for the business. On the basis of the new covenants and business forecasts, management believes the risk of the new covenants being breached within the next 12 months to be low.

28
Borrowings - Company
Current
Non-current
2025
2024
2025
2024
£
£
£
£
Borrowings held at amortised cost:
Other loans
51,853,182
-
-
45,145,506
29
Market risk
Market risk management

The Group is exposed primarily to the financial risks of changes in interest rates. The Group has no active strategies to manage its exposure to interest rate changes. The exposure to foreign exchange risk is insignificant.

 

There has been no change to the Group's exposure to market risks of the manner in which these risks are managed and measured.

Interest rate risk

The carrying amounts of financial liabilities which expose the group to cash flow interest rate risk are as follows:

2025
2024
£
£
Senior loans
963,504
3,791,769

Whilst the group takes steps to minimise its exposure to cash flow interest rate risk, changes in interest rates will have an impact on profit.

 

The effect of an 1% increase in the interest rate on the loan principal at the reporting date on the variable rate debt carried at that date would, all other variables being held constant, have resulted in a decrease of the group's post-tax profit for the year of £9,635.

 

An 1% decrease in the interest rate on the loan principal would, on the same basis, have increased post-tax profit by £9,635.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 40 -
30
Deferred taxation
Liabilities
2025
2024
£
£
Deferred tax balances
41,212
41,212

The following are the major deferred tax liabilities and assets recognised by the group and movements thereon during the current and prior reporting period.

ACAs
Provisions
Revaluation of intangible assets
Total
£
£
£
£
Liability at 1 January 2025 and 31 December 2025
(2,402)
(10,616)
54,230
41,212

There is no deferred tax provisions in the parent company.

31
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A1 shares of 10p each
26,042
26,042
2,604
2,604
Ordinary A3 shares of 50p each
2,316
2,316
1,158
1,158
Ordinary A4 shares of 10p each
1,532
1,532
153
153
Ordinary A6 shares of 50p each
136
136
68
68
Ordinary B1 shares of 1p each
22,400
22,400
2
2
Ordinary B2 shares of 1p each
3,200
3,200
-
-
Ordinary C1 shares of 1p each
1
1
-
-
55,627
55,627
3,985
3,985

All shares rank pari passu for dividends and capital repayments.

 

A1 shares hold 22.5% of the voting rights of the company.

 

A3 shares hold 5% of the voting rights of the company.

 

C1 shares hold 23% of the voting rights of the company.

 

B1 and B2 shares rank pari passu in the remaining voting rights of the company.

 

The Company has granted to the holders of the B1 and B2 ordinary shares an option under which they have the right to require the Company to purchase all of their shares at any time from 24 March 2024 or the repayment of the subordinated Secured Loan Notes issued by 118 Group Investments Limited or a change of control of the Company at a price based on the fair market value of the Group.

 

There have been no change to shares in issue during the year.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 41 -
32
Share premium account
2025
2024
£
£
At the beginning and end of the year
4,800
4,800

Share premium represents the additional value paid by shareholders above nominal value for shares in the company.

33
Capital redemption reserve
2025
2024
£
£
At the beginning and end of the year
4,957
4,957

Capital redemption reserve represents the nominal value of shares repurchased by the company.

34
Other reserves
2025
2024
£
£
At the beginning and end of the year
50,859
50,859

Other reserves comprise a merger reserve that represents share premium on shares issued to previous shareholders as part of the acquisition of 118 Group Limited. This was treated as a share for share exchange for merger relief purposes.

35
Retained earnings

Profit and loss account

The profit and loss account records the historic profits and loss for group and company.

36
Retirement benefit schemes - Group
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
89,451
92,472

The group operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

37
Capital risk management

The group is not subject to any externally imposed capital requirements.

38
Events after the reporting date

Post year end, the Group has entered into agreements regarding loans provided by affiliates of PGIM Private Capital under which the repayment date has been extended from September 2026 to September 2028.

118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 42 -
39
Controlling party

There is no overall controlling party of 118 Group Holdings Limited (as detailed in Note 31), as no one party holds more that 50% of the Companies voting rights. After 118 Group Holdings Limited's purchase of own shares on 15 November 2021, PCP V Cayman AIV, L.P. held a temporary controlling interest until 10 January 2023. There is no party who holds more than 25.4% in PCP V Cayman AIV, L.P.

40
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel, including directors, is set out below in aggregate for each of the categories specified in IAS 24 Related Party Disclosures.

2025
2024
£
£
Short-term employee benefits
564,406
740,012
118 GROUP HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
40
Related party transactions
(Continued)
- 43 -
Other information

In 2017 the group issued loan notes with a principal value of £54,077,005 to shareholders of the company. Interest of £9,010,391 (2024: £8,208,396) was charged of which £62,220 (2024: £59,334) was paid to shareholders during the period in respect of these loan notes.

 

In 2017 the group issued loan notes with a principal value of £19,000,000 to Prudential Insurance Company of America Inc, a company with common participators. Interest of £295,855 (2024: £636,956) was charged of which £310,362 (2024: £679,014) was paid to this company during the period in respect of these loan notes.

 

During the year, the group incurred £62,501 (2024: £100,000) in respect of fees charged by Pricoa Capital Group Limited, a shareholder of the group.

41
Cash generated from group operations
2025
2024
£
£
Loss for the year before taxation
(23,141,282)
(21,858,221)
Adjustments for:
Finance costs
11,891,630
10,864,529
Investment income
(25,326)
(32,192)
Gain on disposal of property, plant and equipment
(73,511)
-
Amortisation and impairment of intangible assets
14,646,000
15,000,000
Depreciation and impairment of property, plant and equipment
111,077
134,325
Foreign exchange gains on cash equivalents
6,551
5,287
Decrease in provisions
-
(140,002)
Movements in working capital:
Decrease in trade and other receivables
122,425
148,870
Increase/(decrease) in trade and other payables
34,225
(120,966)
Decrease in deferred revenue outstanding
(231,018)
(43,304)
Cash generated from operations
3,340,771
3,958,326
2025-12-312025-01-01falseCCH SoftwareCCH Accounts Production 2026.200P SpinksD J CampbellM L FioramontiS SmithA P WeatherstoneK PrestonfalseNot eligible for members have not required the company to obtain an auditCompany not entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companiesCompany not entitled to exemption from audit under section 479A of the Companies Act 2006 relating to small companiesCompany not entitled to exemption from audit under section 490 of the Companies Act 2006 relating to dormant companiesAccounts have not been prepared in accordance with the provisions of the small companies regimedirectors acknowledge their responsibilities under the Companies Act 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