The directors present the strategic report for the year ended 31 December 2025.
AvePoint Inc. provides the most advanced platform for Software-as-a-Service (“SaaS”) and data management to optimize SaaS operations and secure collaboration. Founded in 2001, it is a five-time Global Microsoft Partner of the Year and headquartered in Jersey City, New Jersey. AvePoint Inc. is one of the world’s premier Microsoft trainings providers and was acquired to help advance the mission of providing quality digital training enablement for organizations worldwide. AvePoint UK, Ltd (the "Company") and AvePoint South Africa branch mainly served as the distributors of AvePoint Inc in United Kingdom and Africa areas.
The Company provides a cloud-native software platform that organizations rely on to optimize IT operations, manage critical data and secure the digital workplace. It is a global provider of modern data protection, enabling organizations to secure, govern, and operationalize data at scale across major cloud ecosystems. In a world where data is sprawling across hybrid work environments and generative artificial intelligence (“AI”) technologies are rapidly emerging, AvePoint stands out with its platform-first strategy. By integrating features and solutions to optimize operations, AvePoint delivers more than basic security controls — it redefines how businesses manage their most sensitive data and critical assets. This holistic and automated approach enables organizations to secure the perimeter for sensitive data, strategically govern digital workspaces, and ensure compliance with evolving regulatory requirements.
For the year ended 31 December 2025, the Company’s total revenue increased 28.6% to £21.7 million, primarily driven by continuous increase in SaaS revenue. For the year ended 31 December 2025, SaaS revenue increased 36.6% to £18.5 million attributable to the increasing number of customers, existing Customer's User/Content (SaaS is primarily priced on User or GB/TB basis) and more products supporting diversified platforms and functions. Compared with the previous year, the Company has maintained a relatively stable growth and is gaining commercial traction and increased interest.
Our global go-to-market strategy allows us to efficiently sell to and serve the needs of organizations across market segments and geographies. This strategy, which combines the expertise of our highly trained direct sales force with the leverage of valuable indirect routes to the market, including our strong partner ecosystem, has created a powerful and differentiated go-to-market approach. In addition, our increased investments in our customer success program positions us to continue expanding within our existing customer base, which we believe remains a significant growth opportunity.
While there are exceptional opportunities on these markets, the management of the business and the execution of the Company’s strategy are also subject to a number of risks. The Company is subject to oversight of AvePoint Inc.’s group audit committee and complies with the requirements of Sarbanes Oxley, which are subject to an extensive internal audit. Risks are evaluated in accordance with the group wide basis.
Risk related to competitor
The market in which we operate is characterized by the exponential growth in on-demand, self-support tools, rapid technological advances, changes in customer requirements, frequent new product introductions and enhancements to training and support. Technology is constantly evolving, and competitors may develop new and innovative solutions that can outpace our offerings. Falling behind in terms of technology and features can lead to a loss of market relevance.
However, even if we can anticipate, develop and introduce new products and expand the functionality of our current products, there can be no assurance that enhancements or new training and support will achieve widespread market acceptance. Because if the market is already saturated with competitors offering similar services, it can be challenging to differentiate the Company and gain market share. This can lead to price wars and margin pressures. Competitors may engage in aggressive pricing strategies to win clients or gain market share. This can put pressure on the Company's pricing structure and profitability. Accordingly, our business, results of operations and financial condition could be harmed.
Risks Related to Tax and Accounting
Because we are part of a wider group that uses the US GAAP accounting standards, there remain substantial differences that will require adjustments in the consolidation. Preparing the statutory financial statements of the Company under FRS 101 can have a significant impact on its balance sheet and tax position.
In addition, the process of determining our anticipated tax liabilities and disclosure involves many calculations and estimates that are inherently complex and make the ultimate tax obligation determination uncertain. These estimates involve complex issues, require extended periods of time to resolve, and require us to make judgments, such as anticipating the outcomes of audits with tax authorities and the positions that we will take on tax returns prior to our preparing the returns. Furthermore, our overall effective income tax rate and tax expenses may be affected by various factors in our business, including changes in our entity structure, globally taxation of income and expenses, tax laws, and variations in the estimated and actual level of annual profits before income tax.
Risks Related to International Operations
As a global company, we have become increasingly subject to the risks arising from adverse changes in domestic and global economic and political conditions. Uncertainty in the macroeconomic environment and associated global economic conditions have resulted in volatility in credit, equity, debt, and foreign currency markets. Our international sales and operations are subject to factors that could have an adverse effect on our results of operations.
In addition to facing risks similar to the risks faced by our domestic operations, our international operations are also subject to risks related to the differing legal, political, social and regulatory requirements and economic conditions of many countries, including:
foreign countries may impose additional withholding taxes or otherwise tax our foreign income, impose tariffs or adopt other restrictions on foreign trade or investment, including currency exchange controls.
longer payment cycles for sales in foreign countries and difficulties in collecting accounts receivable.
costs and delays associated with developing solutions in multiple languages.
political unrest, war or acts of terrorism.
We may not continue to succeed in developing and implementing policies and strategies that will be effective in each location where we do business. The occurrence of any of the foregoing factors may have a material adverse effect on our business and results of operations.
For year 2026, the directors saw the further growth in revenues and operating results, and overall was anticipating continued strong performance.
Economic changes and singular effects in individual countries and regions as well as the different market development and demand for support may of course have an opposite impact on revenues and the operating result. The development in the business between 2025 and 2024 was in line with expectations. Maintaining this momentum, we anticipate that 2026 recurring revenue bookings will continue to increase as it has in the current year. Factors that will drive this result include increase in customer base and projected records in 2025.
The directors remain dedicated to our core mission of continually investing in technologies that improve the digital workplace experience. And as the Company moves forward, the goal is to introduce new and adjacent products to extend our current operational and data management story and to improve the functionality of existing products and features, with a particular focus on AI ready solutions that transform and enrich data and span multiple cloud vendors.
The Board reviews key performance indicators (KPIs) across all entities within AvePoint. Further details on the KPIs are provided in the consolidated financial statements of AvePoint Inc.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 December 2025.
The results for the year are set out on page 11.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
In accordance with the company's articles, a resolution proposing that UHY Hacker Young be reappointed as auditor of the company will be put at a General Meeting.
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 financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 company and of the profit or loss of the company for that period.
In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
We have audited the financial statements of AvePoint UK, Ltd (the 'company') for the year ended 31 December 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity 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 Financial Reporting Standard 101 Reduced Disclosure Framework (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 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.
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.
Based on our understanding of the company and the industry in which it operates, we identified that the principal risks of non-compliance with laws and regulations related to UK tax legislation, anti-bribery, corruption and fraud, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to inflated revenue and profit. Audit procedures performed included:
review of the financial statement disclosures to underlying supporting documentation,
enquiries of management,
testing of journals,
testing of deferred revenue and related commission costs,
testing of royalty costs,
testing of stock based compensation,
evaluating whether there was evidence of bias by the Directors that represented a risk of material misstatement due to fraud.
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 company’s member 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 company’s member, those matters we are required to state to the member 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 company and the company’s member, for our audit work, for this report, or for the opinions we have formed.
The notes on pages 15 to 30 form part of these financial statements.
The notes on pages 15 to 30 form part of these financial statements.
AvePoint UK, Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Watchmaker Court, 33 St. John's Lane, London, EC1M 4BJ. The Company's principal activities and nature of its operations are disclosed in the directors' report.
The Company is a wholly owned subsidiary of AvePoint Holding Limited, which its address of its registered office is Watchmaker Court, 33 St. John's Lane, London, EC1M 4BJ. AvePoint South Africa is a branch office of AvePoint UK.
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 £.
As permitted by FRS 101, the Company has taken advantage of the following disclosure exemptions from the requirements of the International Financial Reporting Standards (IFRS):
presentation of a statement of cash flows and related notes;
comparative narrative information;
disclosure of the objectives, policies and processes for managing capital;
disclosure of key management personnel compensation;
disclosure of share-based payments;
related party disclosures for transactions with the parent or wholly owned members of the group.
As the consolidated financial statements of AvePoint, Inc., the Company’s ultimate parent, include the equivalent disclosures, the Company has also taken the exemptions under FRS 101 available in respect of certain disclosures required by IFRS 13 “Fair value measurement” and the disclosures required by IFRS 7 “Financial instruments disclosures”. The group accounts of AvePoint, Inc. are available to the public and can be obtained as set out in note 17.
Perpetual license revenue is recognized upfront upon delivery of the licensed product and/or the utility that enables the customer to access authorization keys, provided that an enforceable contract has been received. While perpetual license revenues today are immaterial, our perpetual licenses are typically sold with post-contract support (PCS), which includes unspecified technical enhancements and customer support. Revenue from PCS is classified as maintenance revenue and is recognized over the term of the contract, which is typically one year.
Additionally, maintenance revenue is expected to continue declining as we have shifted away from the sale of perpetual licenses and towards SaaS and term licenses.
Services revenue includes revenue derived primarily from the implementation of software, training, consulting, and migrations. Services revenue from implementation, training, consulting, migration, and license customization is recognized by applying a measure of progress, such as labour hours to determine the percentage of completion of each contract. Services revenue from managed services is recognized on a straight-line basis over the contract term.
The timing of revenue recognition may differ from the timing of invoicing to customers. The Company records an unbilled receivable, which is included within accounts receivable on consolidated balance sheets, when revenue is recognized prior to invoicing. The Company records deferred revenues on the consolidated balance sheets when cash is collected or invoices before revenue is earned. The standard payment terms are generally net 30 days but may vary. Invoices for subscription and maintenance are generally issued annually in advance or when the license is made available for customer use. Invoices for license contracts are generally issued when the license is available for the customer for download. Services are generally invoiced in advance or as the services are performed.
Revenue arrangements generally include standard warranty or service level provisions that arrangements will perform and operate in all material respects as defined in the respective agreements, the financial impacts of which have historically been and are expected to continue to be insignificant. Arrangements generally do not include a general right of return relative to the delivered products or services.
The Company recognizes revenues net of any taxes collected from customers, which are subsequently remitted to governmental authorities.
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:
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.
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.
The Company recognises financial debt when the Company 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, 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.
Financial liabilities are derecognised when, and only when, the Company’s obligations are discharged, cancelled, or they expire.
Equity instruments issued by the 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 at the discretion of the company.
The tax expense represents the sum of the tax currently payable and deferred tax.
The cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate valuation model. The cost is recognised, together with a corresponding increase in other capital reserves in equity, over the period in which performance and/or service conditions are fulfilled employee benefits expense. The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the company’s best estimate of the number of equity instruments that will ultimately vest.
The statement of profit and loss expense or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period and is recognised in employee benefit expense. No expense is recognised for awards that do not ultimately vest, except for equity-settled transactions for which vesting is conditional upon a market or non-vesting condition. These are treated as vesting irrespective of whether or not the market or non-vesting condition is satisfied, provided that all other performance and /or service conditions are satisfied.
The company engages in equity settled share-based payment transactions in respect of services received from certain employees. The fair value of the services received is measured by reference to the fair value of the shares or share options on the grant date. This cost is then recognised in the statement of comprehensive income over the vesting period, with a corresponding credit to equity. The fair value of the options granted is determined using option pricing models, which take into account the exercise price of the option, the last issue share price, the risk-free rate of interest, the expected volatility of the company’s share price over the life of the award and other relevant factors.
Under IFRS 16, the Company recognises a right-of use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the company recognise the lease payments as an operating expense on a straight line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the company uses its incremental borrowing rate.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and reducing the carrying amount to reflect the lease payments made.
Right-of use assets are measured at cost and are depreciated over the shorter period of the lease term and useful life of the underlying asset.
The average monthly number of persons (including directors) employed by the company during the year was:
Their aggregate remuneration comprised:
No remuneration was paid to the directors in 2024 or 2025.
The charge for the year can be reconciled to the profit per the income statement as follows:
Property, plant and equipment includes right-of-use assets, as follows:
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.
The company renewed a lease in respect of corporate housing during the year. The previous leases have since expired.
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.
The company will not recognise the deferred tax asset related to losses unless it can be demonstrated that it is highly probable the asset will be recovered. When there is a clear visibility of the profits, the company will recognise the deferred tax asset. Accumulated trading tax losses carried forward are £2,755,423 (2024: £2,693,170).
Deferred revenues 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:
The above note includes the following reclassification which had no impact on reported profit or loss, total assets, total liabilities, net assets, equity, cash flows or earnings per share. The adjustment affects only the presentation of liabilities within the statement of financial position.
During the current year, management identified that a portion of deferred income recognised at 31 December 2024 relates to performance obligations that are expected to be satisfied more than twelve months after the reporting date. In the prior year financial statements, the entire deferred income balance was presented within current liabilities.
Accordingly, comparative information has been reclassified to separately present the non-current portion of deferred income. The deferred income balance was recognised and measured in accordance with applicable accounting standards.
During the years ended 31 December 2022 to 31 December 2024, the Company operated a stock compensation plan of: 1) share option plan for which employees were granted share option rights in the parent company AvePoint, Inc ("Options"), and 2) restricted share units of the parent company AvePoint, Inc ("RSU", and together "Awards"). The Awards vest over a four-year service period. The options can be exercised at any time from the date of vesting to ten years from the date of grant, if still performing services for the Company.
As of 31 December 2025, there were 63,640 Options and 187,812 RSU options remain outstanding to 26 employees. As of 31 December 2024, there were 71,623 Options and 219,876 RSU remain outstanding to 32 employees. During the year ended 31 December 2025, 7,983 options were exercised and 108,102 RSU vested; the weighted average share price at the date of exercise was £12.80 ($16.88) for share options exercised. As of 31 December 2025, the range of exercise prices of share options outstanding was from £1.01 to £2.96 (from $1.34 to $3.90).
As a 100% subsidiary undertaking of AvePoint, Inc., the Company has taken advantage of the exemption in the FRS 101 from disclosing transactions with other wholly owned members of the group headed by AvePoint, Inc.
Transactions have taken place with the following related parties which are members of the AvePoint group which are not wholly owned until May 2025: