The directors present the strategic report for the year ended 31 December 2025.
Founded in 2013, Ometria is a retail-specific customer data (CDP) and cross-channel marketing platform that enables enterprise retailers and retail brands to grow loyal engagement and customer revenue by sending personalised, relevant and precisely targeted marketing messages throughout the customer journey.
2025 marked a defining shift in how retail brands approach technology investment. After years of consolidating tools and cautiously experimenting with AI, enterprise retailers began demanding solutions that go beyond automation and content generation, they want intelligence infrastructure that drives real commercial decisions. The gap between brands that have built a robust data foundation and those still assembling one widened significantly, with the former pulling ahead in customer retention, margin optimisation, and speed of execution.
Against this backdrop, Ometria made the most consequential strategic commitment in the company's history. In 2025, we began building Atlas, an AI-native intelligence and decisioning platform purpose-built for enterprise retail brands, and oriented the entire company around bringing it to market.
Atlas represents the natural evolution of Ometria's decade-long investment in customer data science and AI. Where our CDXP established Ometria as the single source of truth for customer data and marketing execution, Atlas is designed to go further; delivering the predictive intelligence and decisioning layer that will sit at the centre of how the world's best retail brands understand and act on customer behaviour. Atlas is not a campaign tool. It is being built as trusted decision infrastructure that enterprise brands will embed into their operating model, powering customer lifetime value modelling, predictive segmentation, frequency optimisation, and channel decisioning. Our goal is a platform with deep structural switching costs, one that becomes more valuable the longer it operates and the more data flows through it.
This strategic commitment was deliberate. In 2025, Ometria made a clear choice to orient toward enterprise retail brands: organisations with the data complexity, multi-brand portfolios, and decisioning demands that Atlas is purpose-built to serve. Our Customer Advisory Board, consisting of Chief Marketing, Chief Digital, and Chief Technology Officers from world-class retail brands generating over $1 billion in annual revenue, played a central role in shaping the Atlas roadmap and validating its direction. Their input ensures that our product strategy is informed not by market trends in the abstract, but by the concrete operational realities of running customer intelligence at scale.
In North America, 2025 was a year of continued acceleration. We expanded our presence with several high-profile enterprise brands and grew our pipeline significantly, the North American market represents a growing share of total revenue. The competitive dynamic in this region, where enterprise brands are actively looking to move beyond legacy CDPs and point solutions, aligns directly with where Atlas is heading.
On the product side, the work delivered in 2025 laid the foundations for Atlas. Significant investment was made in AI-driven customer intelligence, including advanced customer lifetime value modelling built on established probabilistic frameworks, predictive segmentation that identifies high-value audiences before they self-select, and frequency optimisation that determines not just what to send but how often and through which channel. Each of these capabilities is designed to move Ometria's value proposition upstream, from campaign execution to strategic decisioning, and will form core components of the Atlas platform as it comes to market.
Ometria continued to strengthen its information security and privacy governance during 2025, building on the foundations established in prior years and maintaining alignment with internationally recognised standards and industry frameworks. Our Information Security Management System (ISMS) and Privacy Information Management System (PIMS) remained certified to ISO/IEC 27001 and ISO/IEC 27701 respectively, supporting our ongoing commitment to the secure and responsible processing of data.
During the year, we continued to mature our operational security, privacy and supplier assurance processes across the business. This included the ongoing enhancement of our vulnerability management, secure engineering, incident management, procurement and remote working controls, together with continued employee awareness and governance activities across the organisation.
With the continuing emergence and adoption of large language models (LLMs) and AI-enabled tooling across the technology sector, Ometria also introduced additional AI-focused governance and risk management controls as an overlay to its existing ISMS and PIMS frameworks. These measures are intended to support the responsible evaluation, deployment and use of AI technologies within the business, whilst maintaining alignment with our wider security, privacy and ethical obligations.
Ometria also maintained its engagement with leading industry and professional bodies. We continued as a corporate member of the Cloud Security Alliance (CSA), attaining CSA Trusted Cloud Provider status, and remained an active corporate member of the International Association of Privacy Professionals (IAPP). These memberships support our objective of remaining aligned with evolving industry expectations, regulatory developments and recognised best practice in cloud security, privacy and responsible data governance.
Our voluntary ethics statement, available at https://ometria.com/ethics-statement, continues to outline our commitments in areas including modern slavery prevention, anti-corruption and whistleblowing, reflecting the governance expectations of our enterprise and publicly listed clients.
The group’s outlook for 2026 is robust. Whilst we anticipate the wider economic challenges will remain well into the year, the business will continue to invest in its R&D and new business development activities, embedding further into the retail ecosystem in the UK and other geographies.
The Group made a loss before taxation for the year ended 31 December 2025 of £7,644,664 (2024: £6,264,530) due to our continued focus on significant R&D investment. This result is analysed in more detail below and the directors have also chosen to include a number of industry standard non-GAAP measures of performance.
The recognised revenue for the year increased to £17,563,128 (2024: £14,159,667), an increase of 24.0% year-on-year.
As the business continues to invest heavily in R&D and new business development, resulting in a statutory loss for the year, the Directors also present the profitability of the group’s deployed account (‘Deployed Account EBITDA’). Deployed Account EBITDA is measured as Recurring Revenue less the cost of sales, employee costs and other overheads to service these accounts as well as an allocation of shared general and administration overheads on a reasonable basis. It can be seen as a measure of Ometria’s underlying profit in the event the group ceased its investment in new product development and acquisition of new customers. On this basis, during the year ended 31 December 2025, the group delivered a Deployed Account EBITDA profit of £4,927,076 (2024: £3,979,421) and a Deployed Account EBITDA operating margin of 29% (2024: 28%), illustrating the strong fundamentals of the business.
The board consists of two executive, three non-executive directors and a non-executive chairman. The non-executive directors are appointed by the three largest institutional investors representatives: Infravia Growth Fund, Octopus Ventures and Bright Pixel - Sonae. Together with the chairman, all non-executive directors are experienced directors, responsible for strategic guidance and corporate oversight of multiple companies across different geographies.
The board meets at least eight times a year. The subject of risk is continually discussed at board meetings as well as at the senior management meetings, which occur at least once a week. The principal risks and uncertainties are considered to be as follows:
Risk | Description | Mitigation Strategy |
#1 - Data privacy and information security | Ometria’s core offering is the provision of a hosted software platform (integrated to its clients’ own ecommerce environment) to deliver digital marketing messages to their customers based on each customer’s analysed buying behaviours and preferences.
A breach of privacy law or security breach could lead to regulatory fines, reputational loss, extensive clean-up costs, lost management time, direct loss of turnover, prospect loss and customer churn, competitiveness, claims on insurance and payments to clients for breach of contract. | Ometria invests in
|
#2 - Liquidity | Ometria is a growth stage software-as-a-service (SaaS). Ometria’s management, with the support of the board of directors, is executing a plan under which the group R&D expenditure and investment in new business development exceeds the group’s income for a period of time, giving rise to a historical accounting loss and cash burn. This places reliance on the continued ability of the group to access the fundraising markets.
| The group’s high investment in R&D and new business development activities was planned and supported by the group’s investors. Regular cash flow forecasts are prepared and reviewed by the board.
If spending in R&D and business expansion activities were to be eliminated from the financial results, the group would achieve profitability, due to the existing operational revenues being greater than the costs of maintaining the platform and supporting the customers. |
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 December 2025.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
In May 2026, the company issued 229,091 Senior Preference Shares of £0.0001 each at £17.46 per share, and entered into an agreement to amend the terms of its existing facility agreement as detailed in Note 25.
We have audited the financial statements of Ometria Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for 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
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
As part of our planning process:
We enquired of management the systems and controls the group and parent company has in place, the areas of the financial statements that are mostly susceptible to the risk of irregularities and fraud, and whether there was any known, suspected or alleged fraud.
We obtained an understanding of the legal and regulatory frameworks applicable to the group and parent company. We determined that the following were most relevant: FRS 102, Companies Act 2006, GDPR & Data Protection laws.
We considered the incentives and opportunities that exist in the group and parent company, including the extent of management bias, which present a potential for irregularities and fraud to be perpetuated, and tailored our risk assessment accordingly.
Using our knowledge of the group and parent company, together with the discussions held with the company at the planning stage, we formed a conclusion on the risk of misstatement due to irregularities including fraud and tailored our procedures according to this risk assessment.
The key procedures we undertook to detect irregularities including fraud during the course of the audit included:
Identifying and testing journal entries and the overall accounting records, in particular those that were significant and unusual.
Assessing the extent of compliance, or lack of, with the relevant laws and regulations.
Testing revenue and expenses, in particular cut-off, for evidence of management bias.
Documenting and verifying all significant related party balances and transactions.
Reviewing the financial statement disclosures and determining whether accounting policies have been appropriately applied.
Reviewing and challenging the assumptions and judgements used by management in their significant accounting estimates.
Reviewing documentation such as the company board minutes for discussions of irregularities including fraud.
Testing all material consolidation adjustments.
Obtaining third party confirmation of the material bank and loan balances.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements even though we have properly planned and performed our audit in accordance with auditing standards. The primary responsibility for the prevention and detection of irregularities and fraud rests with those charged with governance of the entity.
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.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £7,064,974 (2024 - £5,924,149 loss).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
Ometria Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Acre House, 11-15 William Road, London, England, NW1 3ER.
The group consists of Ometria Ltd and its subsidiaries Ometria Inc and Ometria GmbH.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated group financial statements consist of the financial statements of the parent company Ometria Ltd together with Ometria Inc and Ometria GmbH.
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.
At the time of approving the financial statements, the directors have a reasonable expectation that the company and group
have adequate resources to continue in operational existence for the foreseeable future. The directors have prepared
forecasts which indicate that based on the additional equity raise of £4m in May 2026, and the continued support of its lender, the group will have sufficient resources, and will be able to meet its bank covenants, so it can continue as a going concern for a period of at least twelve months from the date of approval of these financial statements.
The forecasts are based upon revenue and margin growth assumptions, however they also include a high level of costs which are within the discretionary control of the directors and which are capable of being flexed, dependent upon revenue and margin performance. The directors are therefore confident that they can manage the cashflow requirements of the company and group and therefore continue to adopt the going concern basis of accounting in preparing the financial statements.
Turnover is recognised at the fair value of the consideration receivable for services provided in the normal course of business and is shown net of VAT.
Turnover is recognised when the group has performed services in accordance with the agreed terms with the relevant customer and has obtained a right to consideration for those services.
Where such income has not been billed at the balance sheet date, it has been accrued for in the accounts as accrued income.
Where the customer pays in advance such as an annual/quarterly/monthly fee, the group defers that amount and recognises it as turnover over the period during which the service is performed on a straight line basis.
Where the right to consideration arises from the occurrence of a critical event (stage of deliverables or contract milestone) the turnover is recognised when the event occurs.
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
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 profit and loss account.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries are measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period 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).
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Financial assets are assessed for indicators of impairment at each reporting end date.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities, including creditors are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs.
Share capital represents the nominal value of equity shares that have been issued.
Share premium represents amount subscribed for share capital in excess of nominal value. Any transaction costs associated with the issuing of shares are deducted from share premium.
Profit and loss reserves represent all current and prior period retained profit and losses.
The tax income represents research and development tax credits.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing 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 profit and loss account, 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 if, and only if, there is 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.
The costs of short-term employee benefits are recognised as a liability and an expense.
The cost of any unused holiday entitlement is recognised in the year of employment.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.
Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
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.
In the application of the group’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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
The fair value of share-based payments is determined at the grant date using a Black-Scholes valuation model. The inputs into the model include an assessment of a range of factors, including an expectation of theoretical share price volatility, a risk- free rate and an estimate of the vesting period. The directors consider the above assumptions to be reasonable based on the current size and conditions of the group and the sector it operates in. These factors are disclosed in more detail in Note 19.
Foreign exchange differences arising on monetary items that form part of the Group’s net investment in foreign operations, being its overseas subsidiary, are recognised in other comprehensive income (OCI) and accumulated in the foreign currency translation reserve, in accordance with FRS 102 Section 30.
Management has assessed that this balance is long-term in nature and not expected to be settled in the foreseeable future, and therefore forms part of the net investment. Accordingly, the exchange differences of £776,666 have been recognised in OCI rather than in profit or loss.
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 2).
The actual credit for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:
The company has unutilised tax losses carried forward of £27,427,230 (2024: £24,923,166).
No deferred tax asset has been recognised on this amount as the company cannot be certain that there will be taxable profits arising from which the future reversal of the deferred tax asset could be deducted.
Details of the company's subsidiaries at 31 December 2025 are as follows:
Registered office addresses:
Fixed and floating charges are held over the assets of Ometria Ltd including two bank accounts owned by Ometria Ltd and the company's intellectual properties.
On 5 May, the termination date of the loan facility was extended to 31 July 2027, with an option to extend to 31 December 2027, conditional on certain targets being met as disclosed at Note 25.
In 2023, the company entered into a new revolving facility agreement, which was amended and restated in December 2024. Under the terms of the agreement, the company was entitled to a first milestone drawdown of a maximum of £4,000,000 and a second milestone drawdown of a maximum of £4,000,000 once the group exceeded the agreed upon growth and liquidity requirements. These conditions were met in March 2025 and therefore the partial second drawdown of £3,300,000 took place on 29 April 2025 and a further drawdown of £700,000 took place on 18 September 2025.
The facility is interest-bearing and has a termination date of 28 July 2026.
Interest is accrued at a rate of 5.9% plus the term SOFR reference rate administered by CME Group Benchmark Administration Limited.
The facility agreement was further amended on 5 May 2026, details of which are included at Note 25. The amendments include a change to the termination date to 31 July 2027, extendable to 31 December 2027. Interest accrued will reduce to 4.75% plus the term SOFR.
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
EMI share options
EMI share options have a contractual life of 4 years. First tranche matures 1 year after the start of vesting period, the remaining options vest monthly over the remaining 3 years. The vesting condition is continuous employment. On the occurrence of an exit event, for example, a company reorganisation or sale, an option may be exercised to the extent vested at or within 90 days beginning immediately prior to completion of such event.
Non EMI share options
First tranche of non-EMI share options mature within the first year after the start of vesting period, the remaining options vest monthly over the remaining 3 years. The vesting condition is continuous employment for non-EMI share options granted to the employees of the group. The options will be capable of exercise to the extent vested on an exit event.
The fair value
The fair value of the options is expensed over the vesting period and is arrived at using a Black-Scholes model. The key assumptions inherent in the use of the model are as follows:
Share price at date of grant 2025 tranche £3.67 (2024 tranche £3.67) after consideration of 30% discounts for lack of marketability and a further 70% discount for lack of voting and reduced distribution rights
Expected volatility 2025 tranche 46.86% (2024 tranche 34.26%)
Risk free rate 2025 tranche 4.65% (2024 tranche 4.65%)
Life of the option 2025 tranche 4 years (2024 tranche 4 years)
The options outstanding at 31 December 2025 had an exercise price ranging from £0.0001 to £6.26.
The Series 1 Ordinary shares, Series 2 Ordinary shares and Series B EIS have full voting rights with dividend participation and rights to participate in capital distribution (after payment of sums due to the holders of Series 1 and 2 Seed Preferred shares, Series B VCT shares and Series C shares) including any distribution on winding up. The shares are not redeemable.
During the financial year the company issued the following shares:
1,023 series 1 ordinary shares of £0.0001 each at £3.25 following the exercise of share options.
In June 2020, the company issued a warrant to Wuessen Lending S.a.r.l. to subscribe in cash for 51,725 B VCT shares at £8.12 each. The subscription rights expire 10 years from the date of grant or earlier in the event of an exit. The value of the warrant was fair valued at inception and the charge relating to is expensed over 4 years through profit and loss. Charge expensed during the period £nil (2024: £3,742).
In July 2023, the company issued a warrant to Canadian Imperial Bank of Commerce to subscribe in cash for 9,164 Series C shares at £17.46 each. The subscription rights expire at the earlier of the fifth anniversary of a listing and the date of a share sale. The value of the warrant was fair valued at inception and the charge relating to is expensed over 4 years through profit and loss. Charge expensed during the period £11,138 (2024: £11,138).
In 2023, the company entered into a new revolving facility agreement. The facility agreement was amended and restated in December 2024. Under the terms of the revolving facility agreement, the company was entitled to a second milestone drawdown of a maximum of £4,000,000 once the group exceeded the agreed upon growth and liquidity requirements. These conditions were met in March 2025 and therefore the partial second drawdown of £3,300,000 took place on 29 April 2025 and a further drawdown of £700,000 took place on 18 September 2025.
The facility is interest-bearing and has a termination date of 28 July 2026.
As a result of the above facility, at the year end the first fixed and floating charges were held over the assets of Ometria Ltd, including its intellectual property and the company's trademark.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
The remuneration of key management personnel is as follows.
Directors' remuneration has been disclosed in Note 7 to the accounts.
In May 2026, the company issued 229,091 Senior Preference Shares of £0.0001 each at £17.46 per share. The Senior Preference Shares have full voting rights with dividend participation and rank ahead of the Series C shares (and all other classes of shares in issue) in respect of capital distribution, including any distribution on winding up. The shares are redeemable at the option of the company.
On 5 May 2026, the facility agreement was further amended. The reduced interest rate is accrued at 4.75% plus the term SOFR. The facility termination date is 31 July 2027, extendable to 31 December 2027, once the group exceeds the agreed upon growth and liquidity requirements.