PensionBee Group plc
|
Incorporated in England and
Wales
|
Registration Number:
13172844
|
LEI: 2138008663P5FHPGZV74
|
ISIN: GB00BNDRLN84

|
12
March 2025
PensionBee Group
plc
Full Year Results for the
year ended 31 December 2024
A Transformational Year of
Great Opportunity and Delivery
Strong performance in 2024,
Driven by Successful Strategy Execution
Group achieves Adjusted
EBITDA breakeven, supported by UK Adjusted EBITDA
profitability
PensionBee Group plc ('PensionBee'
or the 'Company'), a leading online retirement account provider,
today announces its audited full year results for the year ended 31
December 2024.
Summary1
●
Assets under Administration increased by 34% year on year to £5.8bn
(2023: £4.4bn), underpinned by strong Net Flows from new and
existing customers, and supportive markets. As a result, Revenue
increased by 39% year on year to £33.2m (2023: £23.8m). Annual Run
Rate Revenue increased by 36% to £38m (2023: £28m).
●
PensionBee's customer proposition continued to make retirement
planning for its customers straightforward and enjoyable. The
Invested Customer base increased by 16% year on year to 265,000
(2023: 229,000), driven by continued brand awareness of 57% (2023:
50%). The Customer Retention Rate (>95%) remained high and
stable (2023: >95%).
● In
the UK, our brand awareness grew, we continued to innovate our
product offering and we maintained our industry-leading customer
service. We invested in our ongoing operational scalability,
including through the introduction of AI.
● In
the US, we laid the foundations for our long-term growth through
our partnership with State Street and our rapid product launches,
backed by our UK technology stack and deep expertise.
●
Adjusted EBITDA breakeven for the Group was achieved for the full
year of 2024 (FY 2024: £0.4m and FY 2023: £(8.2)m)), with an
Adjusted EBITDA Margin of 1% (FY 2023: (35)%). UK Adjusted EBITDA
was positive for the full year of 2024, recording an Adjusted
EBITDA Margin of 7%, marking a significant milestone, delivered in
line with guidance.
●
Profit/(Loss) before Tax narrowed to £(3.1)m in 2024 as compared to
£(10.7)m in 2023, an improvement of 71%, reflecting progress made
and showcasing the operating leverage in the business model.
Correspondingly Basic Earnings per Share narrowed to (1.38)p (2023:
(4.73)p).
Romi Savova, Chief Executive Officer of PensionBee,
commented:
"We are pleased to report strong full year results for 2024,
reaching approximately £6 billion in Assets under Administration on
behalf of 265,000 Invested Customers. Coinciding with our ten year
anniversary since inception, we launched our US business, taking an
important step in creating a global leader in the consumer
retirement market.
In
this transformative year, we were pleased to achieve significant
Revenue growth, ending the year with Annual Run Rate Revenue of
£38m. We fulfilled our long-standing ambition of achieving Adjusted
EBITDA profitability in the UK, and also achieved Adjusted EBITDA
breakeven for the Group in conjunction with making a significant
investment in our US business.
In
the UK, we continued to execute on our growth strategy, optimising
our marketing expenditure while growing our brand awareness,
continuing to innovate our product offering, delivering exceptional
customer service, and investing in automation to drive operational
scalability, including through the introduction of
AI.
In
the US, we laid the foundations for our long-term growth through
our partnership with State Street. We established our diversified
multi-medium marketing strategy, laid the foundations for rapid
product iteration backed by our UK technology stack and our deep
expertise, and launched our native mobile app in December. Our £20
million capital raise will enable us to accelerate the growth of
our US business in the coming years.
Looking forward to 2025, the opportunities for PensionBee are
considerable. Now able to serve 85% of the global Defined
Contributions retirement market, we remain dedicated to building
retirement confidence for our customers across the UK and the US,
to achieve our long-held vision: a world where everyone can enjoy a
happy retirement."
Group Financial Guidance
Framework1
The Company is pleased to confirm
that the guidance relating to 2024 has been achieved within the
guidance framework previously presented at its Capital Markets
Day.
Revenue
Objectives:
●
PensionBee expected Revenue for the Group to exceed £30m for the
full year 2024
○
Delivered: PensionBee
achieved Revenue of £33.2m for the Group.
●
Ambition to reach >£100m of Revenue for the Group in the short
to medium term (by year 5), with a longer term (5 to 10 years)
ambition to exceed £250m.
Profitability
Objectives:
●
PensionBee expected to reach Adjusted EBITDA breakeven for the
Group for the full year 2024.
○
Delivered: PensionBee
achieved Adjusted EBITDA breakeven for the Group of
£0.4m.
●
Ambition to reach Adjusted EBITDA Margin for the Group of
approximately 20% in the short to medium term (by year 5), with a
longer term (5 to 10 years) ambition to reach c.50%.
Looking Forward to 2025
In the UK, PensionBee has begun
increasing its marketing expenditure and, assuming supportive
markets throughout the year, will continue to do so. PensionBee is
introducing further enhancements to its customer experience and a
simplification of its plan range to align with customer segments.
Over 2025, PensionBee will further operationalise its proprietary
AI bot, 'Beetrix', which is currently supporting internal
operations.
In the US, PensionBee will continue
laying the core foundations for the offering, establishing brand
awareness and customer acquisition capabilities, automating the
sources of net inflows, offering the required products to absorb
net inflows and launching functionality to attract customers at
scale.
Group Financial Highlights1
|
|
As at Year
End
|
Group Metrics (unless otherwise
stated)
|
Dec-2022
|
Dec-2023
|
Dec-2024
|
2023-24
YoY
|
Revenue
(£m)
|
17.7
|
23.8
|
33.2
|
39%
|
Adjusted EBITDA (£m)2
|
(19.5)
|
(8.2)
|
0.4
|
n/m
|
Adjusted EBITDA Margin (% of
Revenue)
|
(110)%
|
(35)%
|
1%
|
+36ppt
|
Profit/(Loss) before Tax
(£m)
|
(22.4)
|
(10.7)
|
(3.1)
|
71%
|
Profit/(Loss) before Tax
Margin (% of Revenue)
|
(127)%
|
(45)%
|
(9)%
|
+36ppt
|
Basic Earnings per
Share
|
(9.97)p
|
(4.73)p
|
(1.38)p
|
71%
|
|
|
As at Year
End
|
|
Dec-2022
|
Dec-2023
|
Dec-2024
|
2023-24
YoY
|
UK Revenue
(£m)
|
17.7
|
23.8
|
33.4
|
44%
|
UK Adjusted EBITDA
(£m)3
|
(19.5)
|
(8.2)
|
2.4
|
n/m
|
UK Adjusted EBITDA Margin (%
of Revenue)
|
(110)%
|
(35)%
|
7%
|
+41ppt
|
|
|
As at Year
End
|
|
Dec-2022
|
Dec-2023
|
Dec-2024
|
2023-24
YoY
|
US Revenue (£m)
|
nil
|
nil
|
nil
|
n/m
|
US Adjusted EBITDA
(£m)4
|
nil
|
nil
|
(1.9)
|
n/m
|
US Adjusted EBITDA Margin (%
of Revenue)
|
nil
|
nil
|
n/a
|
n/m
|
Non-Financial Highlights
|
|
As at Year
End
|
Group Metrics (unless otherwise
stated)
|
Dec-2022
|
Dec-2023
|
Dec-2024
|
2023-24 YoY
|
AUA
(£m)
|
3,025
|
4,350
|
5,841
|
34%
|
AUA Retention Rate (% of
AUA)
|
97%
|
96%
|
96%
|
stable at
>95%
|
Invested Customers
(thousands)
|
183
|
229
|
265
|
16%
|
Customer Retention Rate (% of
IC)
|
97%
|
96%
|
96%
|
stable at
>95%
|
Cost per Invested Customer
(£)5
|
248
|
241
|
242
|
within
threshold
|
Revenue Margin (% of
AUA)
|
0.63%
|
0.64%
|
0.64%
|
Stable
|
|
|
As at Year
End
|
Group Metrics (unless otherwise
stated)
|
Dec-2022
|
Dec-2023
|
Dec-2024
|
2023-24 YoY
|
Opening AUA
(£m)
|
2,587
|
3,025
|
4,350
|
44%
|
Gross Inflows
(£m)
|
1,060
|
1,174
|
1,334
|
14%
|
Gross Outflows
(£m)
|
(197)
|
(318)
|
(459)
|
45%
|
Net Inflows (£m)
|
863
|
857
|
876
|
2%
|
Market Growth
and Other (£m)
|
(424)
|
468
|
615
|
n/m
|
Closing AUA (£m)
|
3,025
|
4,350
|
5,841
|
34%
|
Notes:
1. For
definitions, see Operating and Financial Review section and
Measuring our Performance section.
2. Adjusted
EBITDA is the Operating Profit/(Loss) for the period before
Taxation, Finance Costs, Finance Income, Depreciation and
Amortisation Expense, Share-based Payments and Expansion
Costs.
3. UK
Adjusted EBITDA includes Other Income of £1.2m arising from
inter-company transactions with PensionBee US. All inter-company
transactions are calculated on an arm's length basis.
4. US
Adjusted EBITDA includes Technology Platform Costs & Other
Operating Expenses of £1.2m arising from inter-company transactions
with PensionBee UK. All inter-company transactions are calculated
on an arm's length basis.
5. Cost per
Invested Customer ('CPIC') means the cumulative UK Advertising and
Marketing Expenses incurred since PensionBee commenced trading up
until the relevant point in time divided by the cumulative number
of UK Invested Customers at that point in time. This measure
monitors cost discipline of customer acquisition. PensionBee's
desired UK CPIC threshold is £200-£250. At present, this metric
relates only to the UK business. Due to the early stage of the US
business, CPIC is not yet indicative of its long-term
potential.
ppt - A ppt is a percentage point. A
percentage point is the unit for the arithmetic difference of two
percentages.
* PensionBee's Key Performance
Indicators include an alternative performance measure ('APM') which
is Adjusted EBITDA. APMs are not defined by International financial
Reporting Standards ('IFRS') and should be considered together with
the Group's IFRS measurements of performance. PensionBee believes
this APM assists in providing greater insight into the underlying
performance of PensionBee and enhances comparability of information
between reporting periods.
Analyst, Investor and Press
Presentation
A copy of the 2024 Full Year Results
announcement and presentation will be made available post-market
close on 12 March 2025 for download at pensionbee.com/investor-relations. A recording of the
presentation will follow.
Investor Meet Company Presentation
Romi Savova and Christoph J. Martin
will also provide a live presentation relating to the Full Year
Results via Investor Meet Company on 12 March 2025 at 5:00pm UK
(GMT) / 1.00pm US (EST).
The presentation is open to all
existing and potential shareholders.
Investors can sign up to the
Investor Meet Company for free and add to meet PensionBee
via:
investormeetcompany.com/pensionbee-group-plc/register.
Investors who already follow the
Company on the Investor Meet Company platform will automatically be
invited.
Enquiries
Press
Steven Kennedy
press@pensionbee.com
+44 20 3557 8444
Analysts and Investors
investor@pensionbee.com
About PensionBee
PensionBee is creating a global
leader in the consumer retirement market with £6 billion in assets
on behalf of more than 265,000 customers.
Founded in 2014, we aspire to make
as many people as possible pension confident so that everyone can
enjoy a happy retirement. We help our customers to combine their
retirement savings into a new online account, which they can manage
from the palm of their hand.
PensionBee accounts are invested by
the world's largest investment managers, collectively looking after
more than $10 trillion in savings between them. Each PensionBee
customer has a personal account manager ("BeeKeeper") to guide them
through their savings and retirement journey. PensionBee has an
"Excellent" Trustpilot rating based on 11,500 reviews.
As a public company, we aspire to
the highest standards in everything we do because our customers
deserve peace of mind. Our team of approximately 204 professionals,
based in London and New York, has one focus: you, our
customer.
PensionBee is listed on the London
Stock Exchange (LON:PBEE).
Forward Looking Statements
Statements that are not historical
facts, including statements about PensionBee's or management's
beliefs and expectations, are forward-looking statements. The
results contain forward-looking statements, which by their nature
involve substantial risks and uncertainties as they relate to
events and depend on circumstances which will occur in the future
and actual results and developments may differ materially from
those expressly stated or otherwise implied by these
statements.
These forward-looking statements are
statements regarding PensionBee's intentions, beliefs or current
expectations concerning, among other things, its results of
operations, financial condition, prospects, growth, strategies and
the industry and markets within which it operates.
These forward-looking statements
relate to the date of these results and PensionBee does not
undertake any obligation to publicly release any revisions to these
forward-looking statements to reflect events or circumstances after
the date of the results.
This announcement is not the
Company's statutory accounts. The statutory accounts dealing with
the financial year 2024 which this announcement purports to deal
with have been delivered to the registrar. An audit report has been
made on the Company's statutory accounts for the financial year
2024 with the report containing an unmodified opinion.
Chief Executive Officer's Review
"2024 marked a decade of PensionBee and was a year of
phenomenal opportunity. We cemented our position as a pension
provider of choice in the United Kingdom and laid the foundations
for substantial additional growth with our entry in the United
States
…we
are excited to be creating a global leader in the consumer
retirement market."
Dear fellow shareholder,
2024 marked a decade of PensionBee
and was a year of phenomenal opportunity. We cemented our position
as a pension provider of choice in the United Kingdom ('UK') and
laid the foundations for substantial additional growth with our
entry in the United States ('US'). With the UK and the US
representing over 85% of global Defined Contribution ('DC') pension
assets, we are excited to be creating a global leader in the
consumer retirement market.1
Cementing our Position in the United Kingdom
In the United Kingdom, 2024 marked a
decade since our founding. I distinctly remember sketching out the
vision for a consumer champion in the pension market over the
Christmas break of 2014, a company that would help everyday savers
navigate the complexity of the financial services market and
prepare for a happy retirement. The name 'PensionBee' emerged (a
suggestion from my dad), symbolising the hard work of saving for
the future and the combination of disparate accounts in one
place.
And what a journey it has been. From
a plan on a piece of paper to national recognition, PensionBee has
achieved brand awareness of 57% in the UK2, built
through a significant marketing investment of over £64m since
founding.3 2024 saw us continue our sponsorship of
'extra time' at the Premier League's Brentford Football Club. Extra
time is exactly what we aspire to give our customers in the later
years of their lives. In honour of our roots and nature, we also
continued our sponsorship of National Geographic. We continued
creating engaging content for our customers and the broader public,
reaching an audience of 258,000 4 through our Pensions
Explained Center and blog, while hitting a milestone of more than
250,000 downloads5 of our Pension Confident Podcast.
Building trust and awareness was accompanied by diligent
optimisation of our performance marketing channels, with a
particular emphasis on search. The results of our diversified
approach to marketing expenditure were evident in the growth of our
Assets under Administration ('AUA'), which rose by 34% to £5.8bn
and the growth of our customers, which exceeded a quarter of a
million.6
In many ways 2024 was also a year of
preparation for the next 10 years, as we continued to innovate on
our approach to product, technology and customer service.
PensionBee's business model is rooted in efficiency and harnesses
the power of technology to deliver an excellent product and service
to our customers while maintaining cost discipline. Core to our
technological evolution in 2024 has been the adoption of cutting
edge technologies to optimise and accelerate the release of new
features that our customers love. Low-code tools, web-standards
based mobile app development and harnessing the promise of AI,
enable us to take advantage of the latest best practices in
software development. Over the coming years, we expect our
customers' experience of PensionBee to be elevated through
modernised visual and functional enhancements that support our
industry-leading 4.7★ service quality and differentiate our offering
further.7
As we look forward to 2025, our
position has been significantly bolstered by the achievement of UK
Adjusted EBITDA profitability, in line with the guidance we gave at
the time of our IPO. We have always been transparent about our
growth ambition in our home market and we intend to deploy surplus
cash generated in the UK towards our marketing expenditure to
further grow our customer base. This year saw the UK business
significantly optimise its marketing budget, delivering a 2%
year-on-year increase in Net Flows with a 6% reduction in overall
marketing expenditure, highlighting the efficiency and impact of
our marketing investments. This represents a very efficient base
from which to increase our marketing expenditure over the coming
years, with a view to growing our UK business to reach one million
customers over the long-term.
Our
Entry into the United States, the World's Largest
Market
When considering the next ten years,
there is much to be said about our expansion to the US, the world's
largest Defined Contribution 'DC' pension market with over £22tr in
assets.8In 2024, we entered the US market in
collaboration with our long-standing partner and one of the world's
largest money managers, State Street Global Advisors ('State
Street'). Despite its size, the US market faces significant
challenges in retirement confidence, particularly among mass-market
consumers who are vastly underserved. Similar to the UK, Americans
frequently change jobs, with the average person expected to hold 12
jobs over their lifetime.9 This frequent job switching
dynamic, coupled with low workplace saving enrollment, has led to a
growing issue of proliferating dormant retirement accounts. In the
2010s, dormant savings accounted for 22% of all workplace accounts;
today, this figure has risen to 32%, representing 30m dormant
workplace accounts.10 Simultaneously, Individual
Retirement Account ('IRA')11 penetration remains
limited, with only a third of households holding traditional IRAs;
and these accounts are predominantly held by older, wealthier and
married individuals.12 Individuals with less wealth
often feel less confident in selecting and managing
investments13, which is why it's no surprise that six
out of ten Americans wish they could simply press an 'easy button'
to delegate their retirement planning to someone
else.14
Our US customer proposition offers
the antidote: a straightforward way to consolidate old retirement
accounts into a new IRA, helping customers prepare for a happy
retirement. Using our unique technological architecture and
in-house expertise gained over the last decade, we were able to
efficiently lay the foundations for our future US growth. Over the
course of 2024, we finalised our commercial arrangement with State
Street, registered as an investment adviser with the Securities and
Exchange Commission, released a functioning platform and onboarded
our very first customers. The year culminated in the release of our
native mobile application in the Google Play and Apple App stores
in December.
We have also laid the foundations
for our multichannel, diversified marketing approach in the US. We
have activated our core channels, including search, social media,
mobile app campaigns, email nurturing and public relations. The
results are promising. The costs to attract new consumers and
navigate them through our sign up journey are relatively low and
over time can likely be optimised further. Indeed, we believe that
in a market of 64m active retirement savers,15 the
marketing opportunities are enormous. Whilst we are moving with
speed in the US, we remain focused on our long term vision. We are
steadily building our brand name in the US, recognising from past
experience, the long-term returns of creating awareness among mass
market consumers.
2025: the Year of Capitalising on Opportunity and
Growth
We were delighted when our
shareholders supported our plans to invest in and accelerate the
development of our US venture through a £20m fundraise in October
2024. To achieve our long-term ambitions, our focus on market
adaptation in 2025 will be relentless. Enhancing our product
offering through US-customised features, such as provider-specific
transfer journeys, Roth Individual Retirement Accounts and
tax-programmed calculators will unlock further potential among US
consumers and enable us to accelerate our marketing expenditure and
further customer acquisition opportunities, such as our Safe Harbor
Individual Retirement Account.16 By offering a
consumer-oriented solution to employers seeking a new home for
former employees' accounts, PensionBee can acquire a significant
amount of new customers with relatively smaller accounts and offer
them the opportunity to consolidate additional accounts into their
new IRA while making tax-advantaged contributions.
In the UK, the need for customers to
save for retirement through an efficient and scalable platform has
never been greater and the opportunity for PensionBee remains vast.
We have evolved from the disruptor in our home market to our
current position as a recognised pension provider of choice for
many in the UK. This transformation reflects our commitment to
delivering accessible and effective pension solutions to the mass
market. With the significant milestone of UK Adjusted EBITDA
profitability reached,17 we look forward to continuing
to build on this position of strength. The competitive moat that we
have developed over the last decade around our scalable technology
platform, our innovative product offering, our excellent customer
service and our purpose-built investment solutions that reflect
customers' needs, remains robust. The strength of our marketing
capability together with an increased marketing budget, should see
us continue to acquire customers efficiently and capture increasing
market share, as we prepare for the 1 million customer mark over
the long-term.
Overall, as we look forward to 2025,
it seems the opportunities for PensionBee are considerable. Our
fantastic team is energised and motivated to achieve PensionBee's
long-held vision: a world where everyone can enjoy a happy
retirement. Onwards we continue!
Romi Savova
Chief Executive Officer
12 March 2025
Notes:
1. Sources:
ICI Releases Quarterly Retirement Market Data Third Quarter 2024.
Global Pension Assets Study 2025, Willis Towers Watson. Total
global pensions market estimated for 2023. PensionBee calculations
of the UK DC Market based on, Master Trust League Table 2024, PPI
Asset Allocation Report and historic growth levels from ONS
statistics and PensionBee's market calculations in the 2023 Annual
Report (Overall UK DC market of £1.5tn is aligned with the FCA's
latest figure).
2.
PensionBee prompted brand awareness tracker, January 2025. Prompted
brand awareness measured through a consumer survey asking 'Which of
the following have you heard of?' with respect to UK financial
services brands: Aviva 85%, Scottish Widows 75% Standard Life 68%,
PensionBee 57%, Hargreaves Lansdown 50%, Vanguard 44%, AJ Bell 43%,
Nutmeg 40%, Interactive Investor 18%.
3. £64m of
cumulative UK marketing expenditure since inception.
4. 257,567
unique visits to our Pensions Explained Centre and Blogs,
recorded from our Looker analytics platform on 31 December
2024.
5. 250,829
downloads of our Pension Confident Podcast recorded from Libsyn and
Youtube on 31st December 2024.
6. See
definitions in the Measuring our Performance section.
7.
Trustpilot score of 4.7★ out of 5 (based on 11,486 reviews)
recorded as at 7 January 2025.
8. US DC
Market Data: ICI Releases Quarterly Retirement Market Data Third
Quarter 2024. Exchange rate of 1 USD = 0.799 GBP applied, as of 31
December 2024.
9. Source:
2020 report from the US Bureau of Labor Statistics.
10. US data based
on PensionBee calculations using data from 'Private Pension Plan
Bulletin' September 2023, Version 1.0, United States Department of
Labor.
11. An individual
retirement account ('IRA') is a tax-advantaged retirement savings
account into which an individual can contribute either pre- or
post-tax money and which grows on either a tax-deferred or tax-free
basis.
12. 'The Role of
IRAs in US Households' Saving for Retirement, 2023.
13. Economic
Well-Being of US Households in 2023, Board Of Governors Of The
Federal Reserve System.
14. 2024 Defined
Contribution Plan Participant Survey Findings, JP
Morgan.
15. Source: US
data based on PensionBee calculations using data from 'Private
Pension Plan Bulletin' September 2023, Version 1.0, United States
Department of Labor.
16. A Roth
Individual Retirement Account ('Roth IRA') is a retirement savings
account that allows an individual to contribute post-tax money, and
then withdraw money tax-free after certain conditions are met. A
Safe Harbor Individual Retirement Account is a specialised IRA,
established when a qualified retirement savings plan elects to
'force out' small-balance participants (<$7,000) after they have
left employment.
17.
See definitions in the Measuring our Performance
section.
Operating and Financial Review1
Successful execution of our strategy, together with strong
growth and business scalability, resulted in the delivery of a key
milestone this year: Adjusted EBITDA breakeven for the Group,
supported by Adjusted EBITDA profitability in the
UK
PensionBee is a predictable and
scalable business, evident in the compounding nature of our Assets
under Administration ('AUA'), predictable and recurring Revenue,
and Adjusted EBITDA Margin improvement achieved through our
scalable cost base2.
Trading in 2024 was strong and in
line with guidance, with significant growth achieved across our key
performance indicators ('KPIs'), leading to the achievement of one
of our long standing core financial objectives: Adjusted EBITDA
profitability in our UK business for the full year. In addition to
this, whilst making a significant investment in our new US
business, we achieved Adjusted EBITDA breakeven at a Group level.
This important profitability milestone was delivered through growth
in new Invested Customers, strong net inflows from both new and
existing customers, the scalability of our technology platform, and
our unwavering focus on cost discipline.
We are proud to have achieved
another year of strong growth, with AUA reaching £5.8bn, an
increase of 34% from £4.4bn in 2023. This growth highlights the
success of our strategic focus in 2024 on acquiring customers with
higher account balances while still expanding our overall customer
base. As a result, the number of Invested Customers ('IC') grew by
16% to 265,000 (2023: 229,000). Moreover, this success was
amplified by a supportive market environment.
This transformative year reflects a
decade of consistent progress, combining strong Revenue growth with
business scalability, resulting in the delivery of our Adjusted
EBITDA profitability milestone for our UK business for the full
year. Revenue for 2024 increased by 39% to £33.2m (2023: £23.8m),
driven by robust Net Flows of £876m (2023: £857m). This Revenue
growth was delivered whilst holding the cost
base3 flat in the UK at £32.0m (2023: £32.0m), enabling the Group to
reach Adjusted EBITDA breakeven of £0.4m (2023: £(8.2)m).
Profit/(Loss) before Taxation for 2024 narrowed to
£(3.1)m (2023: £(10.7)m). These
accomplishments position us well for continued success and growth
as we deliver on our mission to build pension confidence and to
make retirement simple and accessible for everyone.
Driving Customer Growth through Investment in Brand Awareness
and Data-Driven Acquisition
|
As at Year
End
|
|
Dec-2024
|
Dec-2023
|
YoY
|
Advertising and Marketing Expenses (£m)
|
(9.9)
|
(9.7)
|
2%
|
Of which UK Advertising and
Marketing Expenses (£m)
|
(9.1)
|
(9.7)
|
(6)%
|
Of which US Advertising and
Marketing Expenses (£m)
|
(0.8)
|
nil
|
n/a
|
|
|
|
|
Other Income: Marketing Reimbursement
(£m)4
|
0.8
|
nil
|
n/a
|
Net
Advertising and Marketing Expense (£m)
|
(9.1)
|
(9.7)
|
(6)%
|
|
|
|
|
Cost per Invested Customer (£)5
|
242
|
241
|
Within
threshold
|
Invested Customers (thousands)
|
265
|
229
|
16%
|
PensionBee has an efficient
marketing growth strategy that leverages our strong brand and
utilises a data-driven customer acquisition approach. In 2024, we
drove a strong return on our marketing investment in the UK, while
making a longer-term investment in the US to build a solid
foundation for expansion in 2025 and beyond.
In the UK, we continued to optimise
the power of our in-house Data Platform to drive impactful,
data-led marketing strategies that delivered efficient customer
acquisition while optimising spend. The Data Platform's
capabilities have been instrumental in guiding our multi-channel
approach, enhancing our ability to allocate resources effectively.
We have scaled cost-efficient channels, including social media
platforms. Educational initiatives deployed through our successful
'Pension Confident Podcast' in the UK, YouTube shorts and Tik Tok
clips have helped us to reach millions of consumers. Our Data
Platform's sophisticated analytics, combined with a rich data
repository encompassing a decade of pension trends and customer
behavior, enables us to optimise our customer acquisition
strategies and deliver strong returns. In the UK, Cost per Invested
Customer ('CPIC') remained steady at £242 (2023: £241), and we
achieved a corresponding 2% year-on-year increase in Net
Flows despite a 6% reduction in UK marketing expenditure,
highlighting the efficiency of our marketing spend and the impact
of our historical cumulative investment of £64m in the
UK.
In addition to our data-driven
acquisition capabilities, we have continued to invest in our
brand-building efforts, underpinned by the success of high-impact
brand partnerships and other activities, such as press and customer
advocacy, TV and radio. These initiatives have collectively
supported making PensionBee a household name in the UK, with brand
awareness reaching 57% (2023: 50%).6
On 18 July 2024, PensionBee
announced the launch of its US business, entering into a strategic
partnership with its long-standing money manager provider and
trusted partner, State Street Global Advisors ('State Street'). Our
approach in the US has been to make long-term investments to
effectively translate and adapt the product and brand, ensuring a
successful introduction and adaptation to the US market. With 70%
of our marketing channels operating internationally and our deep
in-house expertise, we are well-positioned to launch successful
marketing campaigns in the US and reach millions of prospective
customers. We have focused our early efforts in the US on
establishing channels such as organic and paid search, organic and
paid social, PR and brand advertising, with the calibration of
these channels underway. Channels are demonstrating a positive
early consumer response. Marketing support for the US business in
2024 was a total of £0.8m (2023: £nil). This entire amount was
fully reimbursed by our partner, State Street. They will continue
to provide meaningful marketing support to PensionBee as it uses
its data-led, multi-channel customer acquisition approach to
attract new customers. Under the terms of the agreement with State
Street, the annual amount of the marketing support is variable,
based on the achievement of certain net new asset thresholds. For
example, in 2025 the marketing spend is expected to be
approximately $5m. Marketing support is expected to continue for
5-7 years.
By employing a strong, data-driven
approach and our reputable brand, we have successfully expanded our
Invested Customer base by 16% to 265,000 by the end of the year
(2023: 229,000), whilst applying cost discipline to marketing
expenditure. Across the Group, the Net Advertising and Marketing
Expense totalled £9.1m (2023: £9.7m), which excluded the £0.8m that
was reimbursed through our US partnership with State Street. This
efficiency is key to our strategy of delivering sustainable growth.
As we continue to scale, we are well-positioned to replicate our
success in the US market, driving growth and further strengthening
the PensionBee brand globally.
Strong Asset Growth Momentum driven by High Retention Rates
and Cost Disciplined Acquisition
|
As at Year
End
|
|
Dec-2024
|
Dec-2023
|
YoY
|
Customer Retention Rate (% of
IC)7
|
96%
|
96%
|
Stable at
>95%
|
AUA
Retention Rate (% of AUA)8
|
96%
|
96%
|
Stable at
>95%
|
|
|
|
|
Opening AUA (£m)
|
4,350
|
3,025
|
44%
|
Gross
Inflows (£m)
|
1,334
|
1,174
|
14%
|
Gross
Outflows (£m)
|
(459)
|
(318)
|
45%
|
Net
Flows (£m)9
|
876
|
857
|
2%
|
Market
Growth/(Contraction) and Other (£m)
|
615
|
468
|
n/m
|
Closing AUA (£m)
|
5,841
|
4,350
|
34%
|
|
|
|
|
Net
Flows (£m)
|
876
|
857
|
2%
|
Of which
Net Flows from New Customers (£m)
|
709
|
729
|
(3)%
|
Of which
Net Flows from Existing Customers (£m)
|
167
|
127
|
31%
|
PensionBee is a business with a high
degree of predictability (assuming stable capital markets) owing to
our efficient customer acquisition approach, and consistently high
Customer Retention Rate and AUA Retention Rate, which support our
growing AUA base.
In 2024, we achieved 34%
year-on-year growth in our AUA base, increasing it to £5.8bn (2023:
£4.4bn), marking another strong year of growth. Our success was
driven by strong customer acquisition efforts, supported by our
data-led marketing approach and a commitment to becoming the
pension provider of choice for our customers. Our product continues
to empower customers with innovative tools, features and content
that build trust and help them feel more 'Pension Confident' as
they plan for retirement.
During the year, we acquired 36,000
Invested Customers (2023: 46,000), generating £709m in Net Flows
from New Customers (2023: £729m). Our strategic focus on
profitability meant a focus on acquiring customers with higher
account balances, thereby generating a higher return on our
marketing investment. This strategy has proven successful, as
customers came onto our platform with higher pension balances,
translating into the Net Flows from New Customers increasing from
an average of £16,000 per customer in 2023 to £20,000 in 2024.
These results, within our UK business, were delivered owing to our
robust brand awareness and the enhanced capabilities of our
in-house Data Platform, enabling us to focus on customers with
higher account balances. This strategy was successfully executed
against a reduced marketing expenditure (6% lower in 2024 than in
the previous year), demonstrating our focus on sustainable,
cost-effective growth.
Our existing customers have
continued to place their trust in us by selecting PensionBee as
their primary pension provider, as they transferred more
pensions and made regular contributions into their retirement
savings accounts. Growth from existing customers accounted for
£167m of AUA in 2024 (2023: £127m). Our commitment to ongoing
product development, which plays a key role in customer engagement,
and the continuous adaptation of our technology platform to cater
for individual customer requirements, have significantly
contributed to this growth. Our app is designed to simplify pension
management, providing a comprehensive content experience that
guides customers in making informed decisions about their
retirement planning, such as determining optimal contribution
amounts. We provide customers with a tailored journey across
multiple channels, including email, push notifications, in-app
messages and SMS. This multi-channel approach effectively
stimulates contributions and consolidation behaviour, making it
easier for customers to add to their balances and remain satisfied
with an engaging service. This translates to higher retention rates
and higher customer satisfaction. Since inception, we have
consistently maintained high Customer Retention and AUA Retention
Rates of over 95%, a trend that has remained throughout
2024.
As is customary in the industry, the
majority of our customers' retirement savings are invested in
global equity capital markets, meaning AUA movements are linked to
market performance. Given that global equity markets prospered this
year, we saw positive Market Growth contribute £615m to the overall
AUA growth (2023: £468m), further supporting our strong
performance.
Net Flows by Customer Cohorts
(£m)
|

|
Resilient Revenue Margin drove an Overwhelming Majority of
Recurring Revenue
|
As at Year
End
|
|
Dec-2024
|
Dec-2023
|
YoY
|
Revenue Margin (% of
AUA)10
|
0.64%
|
0.64%
|
+0bp
|
Revenue (£m)
|
33.2
|
23.8
|
39%
|
PensionBee maintains high quality
Revenue owing to our resilient Revenue Margin that converts
compounding AUA into predictable and recurring Revenue.
Since the vast majority of our
Revenue is derived from annual management fees charged as a
percentage of AUA, the high retention of Invested Customers and AUA
makes the overwhelming majority of our Revenue recurring and
predictable in nature. Revenue is also inclusive of revenue
generated from other activities, including our partnership in the
UK with intermediaries such as Lifesearch, as well as ad-hoc
income, although this currently represents an immaterial portion of
our overall Revenue.
In 2024, we delivered 34%
year-on-year growth in AUA (2023: 44%). This translated into 39%
year-on-year growth in Revenue, which reached £33.2m (2023:
£23.8m), underpinned by our resilient Revenue Margin (the annual
management fee charged to our customers after discounts) of 0.64%
(2023: 0.64%).
Efficient Investment in our Industry Leading Technology
Platform, People and Product
|
As at Year
End
|
|
Dec-2024
|
Dec-2023
|
YoY
|
Money Manager Costs (£m)
|
(4.3)
|
(3.2)
|
33%
|
Employee
Benefits Expense
(excluding Share-based Payments)
(£m)
|
(12.6)
|
(12.3)
|
3%
|
Other
Operating Expenses (£m)
|
(6.7)
|
(6.8)
|
(1)%
|
Technology Platform Costs & Other Operating Expenses
(£m)
|
(19.3)
|
(19.1)
|
1%
|
PensionBee is a highly scalable
business as demonstrated by its increasingly improving Adjusted
EBITDA Margin profile.11
Our Money
Managers
Money Manager Costs increased to
£(4.3)m in 2024 (2023: £(3.2)m), demonstrating a lower rate of
change than the increase in Revenue, due to the maintenance of
competitive institutional rates on our investment solutions.
Our People
We continued to invest in automation
and therefore our workforce remained relatively stable with
approximately 204 employees in 2024 (2023: 206)12,
while the associated Employee Benefits Expense increased to
£(12.6)m for 2024 (2023: £(12.3)m. This reflects our commitment to
advancing the capabilities of our team and supporting employees
during a high-inflation environment, while streamlining people
costs through our technology platform's scalability and
efficiency.
In the UK, we focused on refining
specialised roles within customer service and other key areas, such
as marketing and technology. By leveraging automation and
integrated systems, our customer service team maintained high
levels of efficiency while continuing to deliver exceptional
support as evidenced by our rapid response rates and an 'Excellent'
Trustpilot score. People development in the Technology team has
further driven innovation, reinforcing the scalability of our
platform and strengthening our ability to meet evolving customer
needs.
In the US, we operated with a small
but focused team in 2024. Our hiring approach prioritised
operational roles to support the launch and growth in this new
market, while drawing on our UK Technology team and other global
resources to ensure alignment and efficiency. This strategy allowed
us to remain flexible while leveraging the expertise of our
established teams to accelerate development and adapt the product
to the US market.
Overall, this streamlined and
balanced approach to staffing has enabled us to scale our
operations effectively while supporting employees across both
markets. By combining automation with targeted hiring and fostering
a collaborative global team, we continue to make retirement simple
and accessible for everyone.
Our Scalable Technology
Platform
In 2024, we continued to strengthen
and grow our technology platform, building on ten years of
experience in solving the challenges of combining retirement
savings. Our technology platform's advanced features, such as
custom connections with pension providers and a deep understanding
of transfer processes, gives us a strong and scalable
foundation.
In the US, this has included
tailoring product features to support rollovers from 401(k)s,
broadening our terminology and adapting our visual brand identity
to resonate with our US consumer market. This has allowed
PensionBee to improve cost efficiency and scalability, as
highlighted by the achievement of a year-on-year decrease in
Technology Platform Costs & Other Operating Expenses as a
percentage of Revenue from (80)% in 2023 to (58)% in 2024. This
improvement was primarily driven by Revenue growth, while
maintaining a stable cost base13 at £32.8m (2023:
£32.0m) and Other Operating Expenses decreasing to £(6.7)m (2023:
£(6.8)m).
Continuing on this trajectory of
improving cost efficiency is central to driving long-term operating
leverage. One of the ways we measure productivity is through the
Invested Customers per Staff Member metric, which saw an
improvement of 20% year-on-year, from 1,112 in 2023 to 1,333 in
2024. Our ongoing focus on automation, integration and data
security has not only helped us lower costs, but has set the stage
for long-term growth. These efforts played a key role in achieving
Adjusted EBITDA profitability for the Group in 2024, placing us in
a strong position for success in 2025 and beyond.
Profitability Metrics
|
As at Year
End
|
|
Dec-2024
|
Dec-2023
|
YoY
|
UK
Adjusted EBITDA (£m)14
|
2.4
|
(8.2)
|
n/m
|
UK Adjusted EBITDA Margin (%
of UK Revenue)
|
7%
|
(35)%
|
+41ppt
|
|
|
|
|
US
Adjusted EBITDA (£m)15
|
(1.9)
|
nil
|
n/a
|
US Adjusted EBITDA Margin (%
of US Revenue)
|
n/a
|
n/a
|
n/a
|
|
|
|
|
Adjusted EBITDA (£m)
|
0.4
|
(8.2)
|
n/m
|
Adjusted EBITDA
Margin (% of Revenue)
|
1%
|
(35)%
|
+36ppt
|
|
|
|
|
Profit/(Loss) before Tax (£m)
|
(3.1)
|
(10.7)
|
71%
|
In 2024, consistent with our IPO
public market guidance, we achieved Adjusted EBITDA profitability
in the UK, a significant milestone for the business. We also
reached Adjusted EBITDA breakeven at a Group level for the full
year, in line with the Guidance Framework introduced at our Capital
Markets Day in October 2024. This transformative year was driven by
effective deployment of our discretionary marketing budget,
continued cost discipline, and operating leverage from our scalable
technology platform.
United Kingdom
For the UK business16 we
achieved our long standing objective of full year profitability, by
delivering Adjusted EBITDA of £2.4m17
(2023: £(8.2)m). The results highlight the
inherent resilience and scalability of our business model, together
with the ability of our team to continue to execute successfully on
our strategy. The well-established efficient customer acquisition
approach, our brand awareness across the UK market, together with
efficiencies gained through automation and targeted investment have
contributed to this success.
United States
The US business18 is
currently in its investment phase, building out capabilities to
capitalise on the US market opportunity. The US reported Adjusted
EBITDA of £(1.9)m19 (2023: £nil). The results
demonstrate disciplined financial management, leveraging the
expertise and scalable technology developed in the UK.
Group
On a consolidated basis, the Group
achieved Adjusted EBITDA of £0.4m (2023: £(8.2)m), marking a
pivotal achievement in our journey. The 2024 full year Adjusted
EBITDA Margin improved from (35)% in 2023 to 1% in 2024. Adjusted
EBITDA captures Advertising and Marketing Expenses but excludes the
Share-based Payments and Expansion Costs.
This milestone underscores the
strength of our financial model, driven by a scalable technology
platform and disciplined cost management. As we continue to grow
and expand, our focus remains on delivering profitability while
advancing our mission to help build pension confidence and make
retirement simple and accessible for everyone.
|
As at Year
End
|
|
Dec-2024
|
Dec-2023
|
YoY
|
Adjusted EBITDA (£m)
|
0.4
|
(8.2)
|
n/m
|
Depreciation and Amortisation Expense (£m)
|
(0.3)
|
(0.3)
|
n/m
|
Share-based
Payments (£m)
|
(3.2)
|
(2.2)
|
44%
|
Expansion
Costs (£m)
|
(0.2)
|
-
|
100%
|
Profit/(Loss) before Tax (£m)
|
(3.1)
|
(10.7)
|
71%
|
|
|
|
|
Taxation (£m)
|
nil
|
0.1
|
n/m
|
|
|
|
|
Basic Earnings per Share
|
(1.38)p
|
(4.73)p
|
71%
|
Depreciation and Amortisation
Expense remained flat year-on-year at £(0.3)m (2023:
£(0.3)m).
Share-based Payments increased
during the period to £(3.2)m (2023: £(2.2)m).
Expansion Costs related solely to
PensionBee's entry into the US market, totalling £(0.2)m (2023:
£nil).
Profit/(Loss) before Tax narrowed to
£(3.1)m for 2024 from £(10.7)m in 2023, reflecting our progress and
showcasing the operating leverage in our model as we continue to
grow.
Taxation included enhanced tax
credits in relation to routine Research and Development refunds. No
deferred tax asset was recognised with respect to the carried
forward losses.
Basic Earnings per Share ('EPS') was
(1.38)p for 2024 (2023: (4.73)p).
Financial Position
The Group's balance sheet remains
strong. As of 31 December 2024, following the Company's capital
raise, the balance of Cash and Cash Equivalents was £35.0m (2023:
£12.2m) and the Group had no borrowings.
In October 2024, PensionBee
conducted a non-pre-emptive cash placing to raise approximately
£20m of primary capital from new and existing institutional
investors, by issuing new ordinary shares. The funds will be used
to accelerate the Company's growth in the US market: enhancing
marketing efforts, developing adapted product features and
exploring employer opportunities for account transfers. PensionBee
Group plc issued 10,810,811 new ordinary shares representing
approximately 4.8% of its current share capital, at a price of 185
pence per share.
Regulatory Capital and Financial
Resources
PensionBee Limited, a subsidiary of
the Company, is authorised and regulated by the Financial Conduct
Authority ('FCA') and therefore adheres to capital requirements set
by the FCA. As of December 2024, the capital resources stood at
£14.2m (unaudited) as compared to a capital resource requirement of
£1.8m (unaudited), resulting in coverage of 7.9x. We have
maintained a healthy surplus over our regulatory capital
requirement throughout the year and continue to manage our
financial resources prudently.
PensionBee Inc. is registered with
the U.S. Securities and Exchange Commission ('SEC') and is not
subject to any capital resource requirements.
Summary Financial Highlights*
|
As at Year
End
|
|
Dec-2024
|
Dec-2023
|
YoY
|
Revenue (£m)
|
33.2
|
23.8
|
39%
|
|
|
|
|
Money
Manager Costs (£m)20
|
(4.3)
|
(3.2)
|
33%
|
Technology
Platform Costs &
Other
Operating Expenses (£m)21
|
(19.3)
|
(19.1)
|
1%
|
Net
Advertising and Marketing Expense (£m)
|
(9.1)
|
(9.7)
|
(6)%
|
|
|
|
|
Adjusted EBITDA (£m)**
|
0.4
|
(8.2)
|
n/m
|
Adjusted EBITDA Margin
(% of Revenue)
|
1%
|
(35)%
|
+36
ppt
|
|
|
|
|
Depreciation and
Amortisation Expense (£m)
|
(0.3)
|
(0.3)
|
n/m
|
Share-based
Payments (£m)
|
(3.2)
|
(2.2)
|
44%
|
Expansion Cost
(£m)
|
(0.2)
|
-
|
100%
|
|
|
|
|
Profit/(Loss) before Tax (£m)
|
(3.1)
|
(10.7)
|
71%
|
|
|
|
|
Basic Earnings per Share
|
(1.38)p
|
(4.73)p
|
71%
|
*
|
See definitions in
the Measuring our Performance
section.
|
**
|
PensionBee's Key Performance
Indicators include an alternative performance measure ('APM'),
which is Adjusted EBITDA. APMs are not defined by International
Financial Reporting Standards ('IFRS') and should be considered
together with the Group's IFRS measurements of performance.
PensionBee believes this APM assists in providing additional
insight into the underlying performance of PensionBee and aids
comparability of information between reporting periods. A
reconciliation to the nearest IFRS number is provided in Note
28 of the Financial Statements 'Alternative
Performance Measure'.
|
Notes:
1. See the
Measuring our Performance section.
2. Cost base
is defined as Operating Costs less Share-based Payments,
Depreciation and Amortisation Expense and Expansion
Costs.
3. Cost base
is defined as Operating Costs less Share-based Payments,
Depreciation and Amortisation Expense and Expansion
Costs.
4. Other
Income refers to reimbursements from State Street for US
Advertising and Marketing Expenses.
5. Cost per
Invested Customer ('CPIC') means the cumulative UK Advertising and
Marketing Expenses incurred since PensionBee commenced trading up
until the relevant point in time divided by the cumulative number
of UK Invested Customers at that point in time. This measure
monitors cost discipline of customer acquisition. PensionBee's
desired UK CPIC threshold is £200-£250. At present, this metric
relates only to the UK business. Due to the early stage of the US
business, CPIC is not yet indicative of its long-term
potential.
6.
PensionBee prompted brand awareness tracker, January 2025. Prompted
brand awareness measured through a consumer survey asking 'Which of
the following have you heard of?' with respect to UK financial
services brands: Aviva 85%, Scottish Widows 75% Standard Life 68%,
PensionBee 57%, Hargreaves Lansdown 50%, Vanguard 44%, AJ Bell 43%,
Nutmeg 40%, Interactive Investor 18%.
7. See the
Measuring our Performance section.
8. See the
Measuring our Performance section.
9. See the
Measuring our Performance section.
10. See the
Measuring our Performance section.
11. See the
Measuring our Performance section.
12.
As of 31 December 2024. The total workforce of 204
includes 191 UK employees, 6 overseas contractors and 7 US
employees.
13. Cost base is
defined as Operating Costs less Share-based Payments, Depreciation
and Amortisation Expense and Expansion Costs.
14. UK Adjusted
EBITDA includes Other Income of £1.2m arising from inter-company
transactions with PensionBee US. All inter-company transactions are
calculated on an arm's length basis.
15. US Adjusted
EBITDA includes Technology Platform Costs & Other Operating
Expenses of £1.2m arising from inter-company transactions with
PensionBee UK. All inter-company transactions are calculated on an
arm's length basis.
16. PensionBee UK
consists of PensionBee Limited and PensionBee Group plc parent
company costs and PensionBee Trustees Limited (the subsidiary is
non-operational).
17. See the
Measuring our Performance section.
18. PensionBee US
consists of PensionBee Inc.
19. See the
Measuring our Performance section.
20. Money Manager
Costs are variable costs paid to PensionBee's money
managers.
21. Technology
Platform Costs & Other Operating Expenses comprises Employee
Benefits Expense (excluding Share-based Payments) and Other
Operating Expenses.
Measuring our Performance
When considering the overall
performance of PensionBee, we use a range of key performance
indicators ('KPI's) to monitor and assess our progress against our
strategy.
Financial Performance Measures
Revenue
|
2024: £33.2m
2023: £23.8m
|
39%
|
Revenue means the income generated
from the asset base of PensionBee's customers, essentially annual
management fees charged on the AUA, together with a minor revenue
contribution from other services.
|
Adjusted EBITDA*
|
2024: £0.4m
2023: £(8.2)m
|
n/m
|
Adjusted EBITDA is the Operating
Profit/(Loss) for the year before Taxation, Finance Costs, Finance
Income, Depreciation and Amortisation Expense, Share-based Payments
and Expansion Costs. This measure is a proxy for operating cash
flow.
|
Adjusted EBITDA Margin
|
2024: 1%
2023: (35)%
|
+36
ppt1
|
Adjusted EBITDA Margin means
Adjusted EBITDA as a percentage of Revenue for the relevant
year.
|
Profit/(Loss) before
Tax ('PBT')
|
2024: £(3.1)m
2023: £(10.7)m
|
71%
|
Profit/(Loss) before Tax is a
measure that looks at PensionBee's profit or losses for the year
before it has paid corporate income tax.
|
Basic Earnings per Share ('EPS')
|
2024: (1.38)p
2023: (4.73)p
|
71%
|
Basic Earnings per Share is
calculated by dividing the profit or loss attributable to ordinary
equity holders of the Group by the weighted average number of
ordinary shares in issue during the period.
|
Net
Cash Flow
|
2024: £22.8m
2023: £(9.1)m
|
n/m
|
Net Cash Flow is the sum of cash
generated by operations, investments and financing activities, less
cash used in operations, investments and financing
activities.
|
* PensionBee's Key Performance
Indicators include an alternative performance measure ('APM'),
which is Adjusted EBITDA. APMs are not defined by International
Financial Reporting Standards ('IFRS') and should be considered
together with the Group's IFRS measurements of performance.
PensionBee believes this APM assists in providing additional
insight into the underlying performance of PensionBee and aids
comparability of information between reporting periods. A
reconciliation to the nearest IFRS number is provided in Note 28 of
the Financial Statements 'Alternative Performance
Measures'.
Non-Financial Performance Measures
Assets under Administration ('AUA')
|
2024: £5.8bn
2023: £4.4bn
|
34%
|
Assets under Administration is the
total invested value of pension assets within PensionBee's Invested
Customers' pensions. It measures the new inflows less the outflows
and records a change in the market value of the assets. This KPI
has been selected because AUA is a measurement of the growth of the
business and is the primary driver of Revenue.
|
AUA
Retention Rate
(% of AUA)
|
2024: 96%
2023: 96%
|
Stable at
>95%
|
AUA Retention measures the
percentage of retained PensionBee AUA from transfers out over the
average of the year. High AUA retention provides more certainty of
future Revenue. This measure can also be used to monitor customer
satisfaction.
|
Net
Flows
|
2024: £876m
2023: £857m
|
2%
|
Net Flows measures the cumulative
inflow of PensionBee AUA from consolidation and contribution
('Gross Inflows'), less the outflows from withdrawals and transfers
out ('Gross Outflows') over the relevant period.
|
Invested Customers
('IC')
|
2024: 265k
2023: 229k
|
16%
|
Invested Customers is defined as an
individual who has transferred pension assets or made a
contribution to one of PensionBee investment plans and has an
active balance.
|
Cost per Invested Customer ('CPIC')
|
2024: £242
2023: £241
|
Within
threshold
|
Cost per Invested Customer means the
cumulative advertising and marketing costs incurred since
PensionBee commenced operations up until the relevant point in time
divided by the cumulative number of Invested Customers at that
point in time. This measure monitors cost discipline of customer
acquisition. PensionBee's desired CPIC threshold is
£200-£250.
At present, this metric relates only
to the UK business. Due to the early stage of the US business, CPIC
is not yet indicative of its long-term potential.
|
Customer Retention Rate (% of IC)
|
2024: 96%
2023: 96%
|
Stable at
>95%
|
Customer Retention Rate measures the
percentage of retained PensionBee Invested Customers over the
average of the year. High customer retention provides more
certainty of future Revenue. This measure can also be used to
monitor customer satisfaction.
|
Revenue Margin
(%
of AUA)
|
2024: 0.64%
2023: 0.64%
|
+0bp
|
Revenue Margin expresses the
recurring Revenue over the average quarterly AUA held in
PensionBee's investment plans over the period.
|
Notes:
1. A ppt is
a percentage point. A percentage point is the unit for the
arithmetic difference of two percentages.
Principal Risks and Uncertainties
Principal Risks
We have identified six top-level
risks which could potentially have a material adverse impact on the
Company's business or long-term performance, and if not
appropriately mitigated they could result in unfavourable public
perceptions of the Company's business prospects and cause
significant reputational damage. These risks could arise from
internal or external events, acts or omissions. The risks
summarised below do not purport to be exhaustive, as there may be
additional risks that the Company has not yet identified or has
deemed to be immaterial.
Regulatory
Risk
Our business is subject to risks
relating to changes in government policy and applicable
regulations. Whilst we have historically been beneficiaries of
favourable regulatory changes, any regulatory changes which are
negative for our business could have a material adverse effect on
our business prospects.
PensionBee's operations are subject
to regulation from the Financial Conduct Authority ('FCA') and
relevant rules and guidance from HMRC and the Information
Commissioner's Office ('ICO') in the UK. In the US, PensionBee Inc.
is subject to regulation from the Securities and Exchange
Commission ('SEC'). PensionBee Inc. also adheres to relevant
Financial Industry Regulatory Authority ('FINRA') guidance and
Department of Labor ('DOL') rules.
PensionBee may fail, or be held to
have failed, to comply with regulations. Such regulations and
approvals may change, making compliance more onerous and costly. If
the regulators concluded that PensionBee had breached applicable
regulations, this could result in a public reprimand, fines,
customer redress or other regulatory sanctions.
In addition, we may be subject to
complaints or claims from customers and third parties in the normal
course of business. If a large number of complaints, or complaints
resulting in substantial customer and third party related losses,
were upheld against PensionBee, it could have a material adverse
effect on our business and financial condition.
Information Security
Risk
PensionBee faces various risks
related to the confidentiality, availability and integrity of our
IT systems.
We are required to handle
confidential and personal data in compliance with strict data
protection and privacy laws in the UK and US, including the Data
Protection Act, GDPR, US state-specific data privacy and data
protection requirements and applicable safeguarding regulations.
The loss or misuse of data could result in a material loss of
business, financial losses, regulatory enforcement actions and
significant harm to our reputation. If our information security
policies, procedures and processes relating to personal data are
not fully implemented and adhered to by our employees, or if any of
our third party service providers fail to manage data in a
compliant manner, we could face financial sanctions and
reputational damage.
Furthermore, our operations are
susceptible to cyber crime and loss or theft of data. Failure to
prevent such actions, including circumvention of our information
security policies, procedures and processes, could result in
financial losses, business interruption and unauthorised access or
disclosure of personal data.
There is also a risk of ineffective
controls, or control failures, that are in place to ensure our
technology architecture is fit for purpose, including the
infrastructure required to support applications, networking,
hardware and software, resulting in our inability to meet the
standards required to deliver to internal and external user
expectations.
Operational
Risk
During the regular course of
business, we may be exposed to adverse financial or reputational
impact due to inadequate or failed internal processes, people
performance or IT systems, or due to third-parties or external
events. Key operational process risks are linked to our customer
service, banking, finance, marketing and change implementation.
Operational Risk also includes our risks in the areas of human
resource management, enterprise risk management and internal
governance.
PensionBee is dependent on the
third-party providers for the provision of asset management,
banking and technology services. Any termination, interruption or
reduced performance of the services provided by these third parties
could negatively impact our business operation and have a material
adverse effect on our reputation and profitability.
Our operational infrastructure and
business continuity may be affected by other failures or
interruptions, some of which are events beyond our control. Our
systems and the systems of our third-party providers may be
vulnerable to fire, flood or other natural disasters; power loss,
telecommunications or data network failures; improper or negligent
operation by employees or service providers; unauthorised physical
or electronic access or other factors. There is no guarantee that
our preventative measures would protect us from all potential
damage arising from the events described above.
Financial
Risk
Market Risk
Our business may be adversely
affected by negative sudden or prolonged fluctuations in global
capital markets. We generate the majority of Revenue in the form of
fees charged on a recurring basis, calculated by reference to the
value of our Assets under Administration. Our Revenue and
profitability are therefore directly influenced by the health of
the global capital markets. A deterioration in the global economy
and a resulting decline in capital markets, or an increase in
volatility, may have a negative impact on the value of our
customers' pensions and their overall confidence to make new
contributions or to consolidate new pensions into their PensionBee
pension.
Credit Risk
PensionBee is dependent on
third-party financial services providers for the provision of asset
management and banking services. We are reliant upon these third
parties for the safekeeping of our own and our customers' assets. A
default by one of these third parties would have a material adverse
effect on our reputation and financial position.
Strategic
Risk
The pensions market is competitive
and there is no guarantee that we will be able to continue to
maintain the growth levels we have achieved to date, nor that we
will be able to maintain our financial performance either at
historical or anticipated future levels. Our competitors include a
variety of financial services firms and our market is characterised
by ongoing technological progression, including of the underlying
infrastructure and user experience. There is no guarantee that we
will continue to outpace our competitors. In addition, the pension
market remains cost-sensitive and competitors could materially
undercut our fees, thereby generating pressure on our revenues. Any
failure to maintain our competitive position could lead to a
reduction in revenue and profitability, as well as reduced future
growth.
We are dependent upon the
experience, skills and knowledge of our Directors and our Executive
Management Team to implement our strategy. The loss of a
significant number of Directors, Executive Management and/or other
key employees, or the inability to recruit suitably experienced,
qualified and trained staff as needed, may cause significant
disruption to our business and the ability to achieve our strategic
objectives.
Climate
Risk
As climate change intensifies,
dangerous weather events are becoming more frequent and more
severe. More frequent and intense droughts, storms, heat waves, as
well as the rising sea levels, melting glaciers and warming of the
oceans, can directly harm life, reduce the value of assets and
income streams, and wreak havoc on people's livelihoods and
communities.
These significant shifts in the
global climate have a potential to adversely affect our employees,
customers and other stakeholders, and have broader implications on
economic, social and cultural assets. Through impacting
productivity growth, climate change can influence monetary policy,
resulting in the changes in economic variables such as inflation,
economic growth and employment. Any of these changes could in turn
have a material adverse effect on our business and financial
position.
Summary of Risks and Mitigations
Through the application of our
robust risk management framework, we have taken the appropriate
steps in order to manage risk within the Board's risk appetite.
Summary of Principal Risks and the corresponding key mitigating
factors is presented below.
Principal Risk
|
Risk Definition
|
Key
Mitigations
|
Regulatory Risk
|
The risk of regulatory sanctions,
material financial loss or reputational damage the Company could
suffer as a result of its failure to comply with applicable laws,
regulations, rules, or related internal standards and codes of
conduct
|
● Maintaining a robust risk
management framework and a set of internal policies which are
reviewed periodically
● Adequate staff training and
communication for key policies and procedures
● Comprehensive second line
assurance programme providing oversight over the effectiveness of
regulatory compliance and related controls
● Robust change management
governance requiring regulatory compliance sign-off
● Regulatory capital and liquidity
planning and monitoring through the Finance function
● Regular interactions with industry
bodies to proactively monitor trends
● Values-based culture and strategy
centred around Consumer Duty
|
Information Security Risk
|
The risk of data loss, theft or
disruption of information systems both internally and throughout
the supply chain, which impacts confidentiality, integrity and
availability
|
● Regular data back-up and
restoration testing to allow for recovery in the event of a cyber
attack or corruption of data
● Regular user access reviews and
recertifications
● Proactive technical vulnerability
assessments and mitigation
● Monitoring key third-party
services and performance metrics
● Ongoing infrastructure assessments
against business requirements
● Compliance and certification to
ISO 27001 and Cyber Essentials Plus
● Monitoring of compliance with
applicable regulation and legislation in respect of data
protection
● Maintaining a robust policy set
and controls to keep information secure
● Frequent training for all
employees to promote a culture of security awareness
● Continuing to invest in the
information security programme in order to mitigate the evolving
cyber risks
● Periodically testing business
continuity plans for critical assets and functions
● 24x7 / 365 proactive threat
detection and response for critical assets to prevent malicious
behaviour
|
Operational Risk
|
The risk of loss, disruption of
business or adverse regulatory action resulting from inadequate or
failed internal processes, people performance, systems, or due to
third parties or external events
|
● Effective internal governance to
adequately oversee, challenge and escalate the risk
positions
● A comprehensive set of operational
policies and procedures
● Periodic Operational Risk and
related key control assessments
● Implementing automation to reduce
manual processing
● Automated Consumer Duty dashboard,
monitoring customer outcomes
● Robust third-party supplier
selection and due diligence process with ongoing monitoring of key
suppliers
● Periodic training for all
employees and specialised training for Customer Success and other
teams
● Structured performance management
for all employees and formalised succession planning for key
roles
● Maintaining a risk-aware corporate
culture based on accountability and transparency
|
Financial Risk
|
The risk of the Company's inability
to fulfil its financial obligations or internal objectives due to
loss of revenue resulting from adverse price movements in the
capital markets, or the impact of worsening creditworthiness or
default of a key financial partner
|
● Geographic and asset class
diversification of investment plans
● Recurring Revenue from
long-duration assets
● Financial planning based on
scenario analysis
● Maintaining adequate financial
reserves
● Internal controls in place
monitoring capital quality and reserve levels
● Partnering only with large and
reputable asset managers and banking institutions
● Robust controls in place to ensure
the integrity of financial data
|
Strategic Risk
|
The risk of failures in strategic
planning and execution leading to the Company not achieving its
core objectives
|
● Core objectives calibrated using
customer and regulatory feedback
● Continuously assessing competitor
landscape and industry trends
● Employing agile product
development and deployment cycles
● Robust strategic centralised
change management process
● Prioritising talent acquisition
and retention
● Encouraging a culture of
innovation
|
Climate Risk
|
The risk of negative impact of
climate change or its broader economic, financial and societal
consequences on the Company, or the Company's failure to meet
sustainability requirements from a commercial, regulatory or
stakeholder perspective
|
● Small physical footprint, remote
working, cloud-based technology
● Risk transfer policies in
place
● ESG screenings applied in our
investment plans to reduce harmful exposures
● Using third parties that have
robust business continuity plans in place
● Clearly defined climate risk
management roles and responsibilities
● Monitoring climate risks faced
today and under future scenarios
|
Viability Statement
In accordance with provision 31 of
the UK Corporate Governance Code, the Board has assessed the
viability of PensionBee Group plc and its subsidiaries (together
the 'Group') for the four-year period to December 2028, considering
this to be an appropriate period over which to assess the Group's
strategy and its capital requirements, considering the investment
needs of the business and the potential risks and uncertainties
that could impact the Group's ability to meet its strategic
objectives. The Board considers a four-year period to be an
appropriate time frame because this would likely capture the length
of a potential downside business cycle and provide sufficient time
to identify and execute mitigating actions required to address the
stress test scenarios as outlined below.
This assessment has been made giving
consideration to the financial position, regulatory capital and
liquidity requirements of the Group (as set out on the Operating
and Financial Review within the Strategic Report), in the context
of the Company's strategy, business model and medium-term business
plan, together with an assessment of the principal risks and
uncertainties (as set out on the Managing our Risks section of the
Strategic Report). Such risks have been categorised into Regulatory
Risk, Information Security Risk, Operational Risk, Financial Risk,
Reputational Risk, Strategic Risk and Climate Risk, in accordance
with our risk management framework.
PensionBee Limited is an FCA
regulated entity and therefore is required to hold appropriate
levels of own funds which are at all times in excess of its Liquid
Capital Requirement and other capital requirements. PensionBee Inc.
is registered with the U.S. Securities and Exchange Commission
('SEC') and is not subject to any capital resource
requirements.
The Board-approved medium-term plan
assumes the business continues to grow Invested Customers and
Assets under Administration through continued investment in its
customer proposition, marketing, people and technology. It is
assumed that there are no significant or prolonged market movements
in underlying asset values from the time the plan was approved by
the Board.
The Board has also considered the
potential impact of the following stress test scenarios, which
together represent a severe and unlikely, but possible scenario.
The stress test scenarios would impact the plan from 2025
onwards:
●
Financial Risk (Market
Risk) - A material reduction in global equity markets as a
result of global macroeconomic uncertainty (such as geopolitical
disruptions, persistent inflation and a high interest rate
environment) and prolonged equity market volatility has been
assumed over the forecast period. More specifically, the analysis
assumed a significant decline in the global equity markets, falling
by 50% in 2025 and remaining depressed until the end of the year,
with a linear recovery to the pre-crisis level assumed for the
remainder of the forecast period.
●
Information Security Risk -
The materialisation of a confidentiality, availability or integrity
event that undermines our reputation and reduces conversion and
reduces average retirement account sizes. The analysis assumed a
material reduction in the customer conversion rate and average
retirement account size of newly acquired customers over the
forecast period, whereby they would decrease Assets under
Administration by 10%.
In the event that such modelled
scenarios were to manifest, the Board has identified a number of
potential mitigating actions that management could take. The
primary lever for consideration would be the reduction of
discretionary marketing expenditure and the implementation of fixed
cost savings. The Board considers this approach to be reasonable,
especially given that the Group's financial position strengthened
further over 2024 (in light of it achieving ongoing Adjusted EBITDA
breakeven for the Group supported by Adjusted EBITDA profitability
in the UK) and given the strength of PensionBee's positioning
within the UK competitive landscape, the strength of its balance
sheet (including £20m of primary capital raised). The consideration
of the US market opportunity has been accounted for by excluding
associated US business revenue and other income. However,
associated potential US operating costs and short-term funding
requirements remain factored into the group's overall financial
resource calculations. The results of the modelling confirmed
that the Group would be able to withstand the adverse financial
impact of these aforementioned scenarios occurring together over
the four-year assessment period and that it would continue to be
able to meet its liabilities and capital requirements.
The Group's medium-term plan
underwent rigorous review and was approved by the Board in December
2024. The stress test scenarios and associated mitigating actions
were reviewed in February 2025 and were subsequently approved in
March 2025. The Directors confirm that they have a reasonable
expectation that the Group will be able to continue to operate and
meet its capital requirements and liabilities as they fall due over
the four-year period to December 2028.
The Strategic Report was approved by
the Board on 12 March 2025 and signed on its behalf by:
Romi Savova
Chief Executive Officer
12 March 2025
Statement of Directors' Responsibilities
The Directors are responsible for
preparing the Annual Report and Financial Statements 2024 in
accordance with applicable law and regulations.
Company law requires the Directors
to prepare Financial Statements for each financial year. Under that
law, they are required to prepare the Group Financial Statements in
accordance with International Financial Reporting Standards
('IFRS') as adopted by the UK in conformity with the requirements
of the Companies Act 2006 and have elected to prepare the Parent
Company Financial Statements in accordance with UK Accounting
Standards, including FRS 102, the Financial Reporting Standard
applicable in the UK and Republic of Ireland. 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 the
Company and of their profit or loss for that period.
In preparing each of the Group
and Parent Company Financial Statements, the Directors are required
to:
●
Select suitable accounting policies and then apply them
consistently;
● Make
judgements and estimates that are reasonable, relevant, reliable
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 a going concern basis unless it
is inappropriate to presume that the Group and the Company will
continue in business.
The Directors are responsible for
keeping adequate accounting records that are sufficient to show and
explain the Group's and the Company's operations and disclose with
reasonable accuracy at any time the financial position of the Group
and the Company and that enable them to ensure that its Financial
Statements comply with the Companies Act 2006. They are responsible
for such internal control as they determine is necessary to enable
the preparation of Financial Statements that are free from material
misstatement, whether due to fraud or error, and have general
responsibility for taking such steps as are reasonably open to them
to safeguard the assets of the Group and the Company and to prevent
and detect fraud and other irregularities.
Under applicable law and
regulations, the Directors are also responsible for preparing a
Strategic Report, Directors' Report, Directors' Remuneration Report
and Corporate Governance Report that complies with that law and
those regulations. The Directors are responsible for the
maintenance and integrity of the corporate and financial
information included on the Company's website. Legislation in the
UK governing the preparation and dissemination of Financial
Statements may differ from legislation in other
jurisdictions.
We confirm that to the best of our
knowledge:
● The
Financial Statements, prepared in accordance with the applicable
set of accounting standards, give a true and fair view of the
assets, liabilities and financial position of the Group and the
Company and profit or loss of the Group and the undertakings
included in the consolidation taken as a whole; and
● The
Strategic Report includes a fair review of the development and
performance of the business and the position of the issuer and the
undertakings included in the consolidation taken as a whole,
together with a description of the principal risks and
uncertainties that it faces.
We consider that the Annual Report
and Financial Statements 2024, taken as a whole, is fair, balanced
and understandable and provides the information necessary for
shareholders to assess the Group's and the Company's position and
performance, business model and strategy.
Approved by the Board of Directors
on 12 March 2025 and signed on its behalf by:
Romi Savova
Chief Executive
Officer
12 March 2025
Results for the Year
Consolidated Statement of Comprehensive
Income
For
the year ended 31 December 2024
|
|
|
2024
|
2023
|
|
Note
|
£ 000
|
£ 000
|
|
|
|
|
Revenue
|
4
|
33,203
|
23,817
|
Employee Benefits Expense
(excluding Share-based
Payments)
|
6
|
(12,618)
|
(12,301)
|
Share-based Payments
|
6,
24
|
(3,150)
|
(2,182)
|
Depreciation and Amortisation
Expense
|
14,
16
|
(289)
|
(288)
|
Advertising and
Marketing
|
|
(9,880)
|
(9,718)
|
Other
Expenses
|
8
|
(11,034)
|
(10,017)
|
Other
Income
|
9
|
767
|
-
|
Expansion Costs
|
28
|
(222)
|
-
|
Operating Profit/(Loss)
|
|
(3,223)
|
(10,689)
|
|
|
|
|
Finance Income
|
10
|
102
|
6
|
Finance
Costs
|
10
|
(26)
|
(36)
|
Profit/(Loss) before Tax
|
|
(3,147)
|
(10,719)
|
|
|
|
|
Taxation
|
12
|
11
|
150
|
Profit/(Loss) for the Period
|
|
(3,136)
|
(10,569)
|
|
|
|
|
Total Comprehensive Profit/(Loss) for the Period wholly
attributable to Equity Holders of the Parent
Company
|
|
(3,136)
|
(10,569)
|
|
|
|
|
Earnings per Share (pence per Share)
|
|
|
|
Basic and
Diluted
|
13
|
(1.38)
|
(4.73)
|
|
|
|
|
The above results were derived from
continuing operations.
The notes form an integral part of
these financial statements.
|
|
|
|
| |
Consolidated Statement of Financial Position
|
As
at 31 December 2024
|
|
|
2024
|
2023
|
|
Note
|
£ 000
|
£ 000
|
Assets
|
|
|
|
|
|
|
|
Non-current Assets
|
|
|
|
Property, Plant and
Equipment
|
14
|
276
|
305
|
Intangible Assets
|
15
|
264
|
-
|
Right of Use Assets
|
16
|
270
|
412
|
Financial Assets
(Deposits)
|
|
243
|
147
|
|
|
1,053
|
864
|
|
|
|
|
Current Assets
|
|
|
|
Trade and Other
Receivables
|
17
|
5,224
|
4,347
|
Cash and Cash Equivalents
|
|
34,995
|
12,214
|
|
|
40,219
|
16,561
|
|
|
|
|
Total Assets
|
|
41,272
|
17,425
|
|
|
|
|
Equity and
Liabilities
|
|
|
|
|
|
|
|
Equity
|
|
|
|
Share
Capital
|
18
|
236
|
224
|
Share
Premium
|
19
|
72,445
|
53,218
|
Share-based Payment
Reserve
|
19,
24
|
15,547
|
12,397
|
Foreign Currency Translation
Reserve
|
|
(46)
|
-
|
Retained
Earnings
|
19
|
(53,831)
|
(50,694)
|
Total Equity
|
|
34,351
|
15,145
|
|
|
|
|
Non-current Liabilities
|
|
|
|
Lease
Liability
|
20
|
125
|
292
|
Provisions
|
21
|
53
|
49
|
|
|
178
|
341
|
Current Liabilities
|
|
|
|
Lease
Liability
|
20
|
167
|
106
|
Trade and Other
Payables
|
22
|
6,576
|
1,833
|
|
|
6,743
|
1,939
|
|
|
|
|
Total Liabilities
|
|
6,921
|
2,280
|
|
|
|
|
Total Equity and Liabilities
|
|
41,272
|
17,425
|
The notes form an integral part of
these financial statements.
Approved by the Board on 12 March
2025 and signed on its behalf by:
Christoph J. Martin
Chief Financial Officer
PensionBee Group plc
Company registered number:
13172844
Consolidated Statement of Changes in Equity
For
the year ended 31 December 2024
|
|
|
Share
Capital
|
Share
Premium
|
Share-based Payment
Reserve
|
Foreign Currency Translation
Reserve
|
Retained
Earnings
|
Total
|
|
Note
|
£ 000
|
£ 000
|
£ 000
|
£ 000
|
£ 000
|
£ 000
|
|
|
|
|
|
|
|
|
At 1 January 2023
|
|
223
|
53,218
|
10,215
|
-
|
(40,124)
|
23,532
|
Profit/(Loss) for the
Year
|
|
-
|
-
|
-
|
-
|
(10,569)
|
(10,569)
|
|
|
|
|
|
|
|
|
Total Comprehensive
Profit/(Loss)
|
|
-
|
-
|
-
|
-
|
(10,569)
|
(10,569)
|
Share-based Payment
Transactions
|
|
-
|
-
|
2,182
|
-
|
-
|
2,182
|
Exercise of Share
Options
|
24
|
1
|
-
|
-
|
-
|
(1)
|
-
|
At
31 December 2023
|
|
224
|
53,218
|
12,397
|
-
|
(50,694)
|
15,145
|
|
|
|
|
|
|
|
|
At 1 January 2024
|
|
224
|
53,218
|
12,397
|
-
|
(50,694)
|
15,145
|
Profit/(Loss) for the
Year
|
|
-
|
-
|
-
|
-
|
(3,136)
|
(3,136
|
|
|
|
|
|
|
|
|
Total Comprehensive
Profit/(Loss)
|
|
-
|
-
|
-
|
-
|
(3,136)
|
(3,136)
|
Share-based Payment
Transactions
|
|
-
|
-
|
3,150
|
-
|
-
|
3,150
|
Issue of Share
Capital
|
18
|
11
|
19,989
|
-
|
-
|
-
|
20,000
|
Transaction Costs on Issue of Share
Capital
|
18
|
-
|
(762)
|
-
|
-
|
-
|
(762)
|
Exercise of Share
Options
|
24
|
1
|
-
|
-
|
-
|
(1)
|
-
|
Currency Translation
Adjustment
|
|
-
|
-
|
-
|
(46)
|
-
|
(46)
|
At
31 December 2024
|
|
236
|
72,445
|
15,547
|
(46)
|
(53,831)
|
34,351
|
The notes form an integral part of
these consolidated financial statements.
Consolidated Statement of Cash Flows
For
the year ended 31 December 2024
|
|
2024
|
2023
|
|
|
Note
|
£ 000
|
£ 000
|
|
Cash Flows from Operating
Activities
|
|
|
|
|
Profit/(Loss) for the
Year
|
|
(3,136)
|
(10,569)
|
|
Adjustments for:
|
|
|
|
|
Depreciation and
Amortisation
|
|
289
|
288
|
|
Finance Costs
|
10
|
26
|
36
|
|
Unrealised Foreign
Exchange
|
|
(85)
|
-
|
|
Share-based Payments
|
|
3,150
|
2,182
|
|
Taxation
|
12
|
(11)
|
(150)
|
|
Operating Cash Flows before movements in Working
Capital
|
|
233
|
(8,213)
|
|
|
|
|
|
|
Working Capital Movements
|
|
|
|
|
Increase in Financial Assets
(Deposits)
|
|
(118)
|
(147)
|
|
Increase in Trade and Other
Receivables
|
17
|
(994)
|
(1,406)
|
|
Increase in Trade and Other
Payables
|
22
|
4,745
|
318
|
|
Cash generated from/(used in) Operations
|
|
3,866
|
(9,448)
|
|
|
|
|
|
|
Income Taxes Received
|
12
|
150
|
623
|
|
Net
Cash Inflow/(Outflow) from Operating Activities
|
|
4,016
|
(8,825)
|
|
|
|
|
|
|
Cash Flows from Investing
Activities
|
|
|
|
|
Payment for Equipment
|
14
|
(117)
|
(96)
|
|
Payment for Intangible
Assets
|
15
|
(267)
|
-
|
|
Net
Cash Outflow from Investing Activities
|
|
(384)
|
(96)
|
|
|
|
|
|
|
Cash Flows from Financing
Activities
|
|
|
|
|
Proceeds from Issue of Ordinary
Share
Capital
|
18
|
20,000
|
-
|
|
Transaction Costs on Issue of Share
Capital
|
18
|
(762)
|
-
|
|
Payment of Principal of Lease
Liabilities
|
20
|
(106)
|
(153)
|
|
Payment of Interest of Lease
Liabilities
|
20
|
(22)
|
(33)
|
|
Net
Cash Inflow/(Outflow) from Financing Activities
|
|
19,110
|
(186)
|
|
|
|
|
|
|
Net
Decrease in Cash and Cash Equivalents
|
|
22,742
|
(9,107)
|
|
|
|
|
|
|
Cash and Cash Equivalents at 1 January
|
|
12,214
|
21,321
|
|
Effects of Exchange Rate Changes on
Cash and Cash Equivalents
|
|
39
|
-
|
|
|
|
|
|
|
Cash and Cash Equivalents at 31 December
|
|
34,995
|
12,214
|
|
Changes in the Group's liabilities
arising from financing activities, including both cash and non-cash
changes have been disclosed in Note 20 to the financial
statements.
The notes form an integral part of
these consolidated financial statements.
|
Notes to the Consolidated Financial
Statements
For
the year ended 31 December 2024
|
1. General
Information
PensionBee Group plc (the 'Company')
is the parent company of PensionBee Limited, PensionBee Trustees
Limited and PensionBee Inc. (the 'Subsidiaries') (together the
'Group'). The Company is a public company, whose shares are traded
on the Main Market of the London Stock Exchange ('LSE'), and is
incorporated and domiciled in England and Wales.
The address of its registered office
is:
209 Blackfriars Road
London
SE1 8NL
United Kingdom
Principal
Activity
The principal activity of the Group
is that of an online retirement savings provider. The Group seeks
to make its customers 'Pension Confident' by giving them complete
control and clarity over their retirement savings. The Group helps
its customers to combine their retirement savings into one new
online plan where they can contribute, forecast outcomes, invest
effectively, and withdraw their pensions, all from the palm of
their hand.
2. Accounting
Policies
Basis of
Preparation
The consolidated financial
statements have been prepared in accordance with International
Financial Reporting Standards ('IFRS') as adopted by the UK in
conformity with the requirements of the Companies Act 2006. The
financial statements are prepared on the historical cost basis and
on a going concern basis.
The preparation of financial
statements in conformity with IFRS requires the use of certain
critical accounting estimates. It also requires management to
exercise its judgement in the process of applying the Group's
accounting policies.
The financial statements are
presented in GBP and all values are rounded to the nearest thousand
(£'000), except when otherwise indicated. The functional currency
of the Company is GBP because it is the primary currency in the
economic environment in which the Company operates and cash flows
from financing activities are generated.
Basis of
Consolidation
The consolidated financial
statements consolidate the financial statements of the Company and
its subsidiary undertakings drawn up to 31 December
2024.
A subsidiary is an entity controlled
by the Company. Control is achieved where the Company has the power
to govern the financial and operating policies of an entity so as
to obtain benefits from its activities. The Company reassesses
whether it controls an entity if facts and circumstances indicate
there are changes to one or more elements of control.
On 21 March 2024, PensionBee Group
plc incorporated a new wholly owned subsidiary, PensionBee Inc. in
Delaware, US with operational headquarters in New York. The
incorporation of this subsidiary is part of the Group's strategic
initiative to expand its operations into the US market.
On 27 November 2024, PensionBee
Group plc wholly acquired PensionBee Trustees Limited at book value
of £1. From the acquisition date, PensionBee Trustees Limited
became a subsidiary of PensionBee Group plc. PensionBee Trustees
Limited holds the scheme's assets and liabilities under a bare
trust arrangement and are not recognised within its financial
statements. The subsidiary is non-operational.
All intragroup assets and
liabilities, equity, income, expenses and cash flows relating to
transactions between the members of the group are eliminated on
consolidation.
Summary of Accounting
Policies and Key Accounting Estimates
The principal accounting policies
applied in the preparation of these financial statements are set
out below. These policies have been consistently applied to all the
years presented, unless otherwise stated.
Going
Concern
The Directors have a reasonable
expectation that the Company has adequate financial resources to
continue in operational existence for the foreseeable future and
are satisfied that the Company can continue to meet its liabilities
as they fall due for at least 12 months from the date of approval
of these financial statements. This assessment is supported by the
Company's strong group cash reserves and projected profitable
growth in its established operating subsidiary in the UK
business.
The Company's investments consist of
two subsidiaries: the established operating entity in the UK
growing profitable and a newly formed US subsidiary currently in
its investment phase. A conservative approach was adopted for this
assessment, focusing on the established subsidiary's operational
viability.The consideration of the US market opportunity has been
accounted for by excluding associated US business revenue and other
income. However, associated potential US operating costs and
short-term funding requirements remain factored into the group's
overall financial resource calculations. The UK subsidiary has
achieved Adjusted EBITDA profitability and is positioned to fund
its own future profitable growth.
The established subsidiary has been
operationally resilient as proven by consistent operational
efficiencies that have been maintained during the financial year.
Stress testing was carried out by considering severe and unlikely
but possible scenarios including a sharp decline in equity markets,
the worsening of conversion and lower transferred-in pension pot
sizes, all of which could potentially be caused by the geopolitical
and macroeconomic environment, increased cost of living in the UK
and the US and interest rate rises. The Company's strong financial
position, including the recent capital raise and the UK business's
profitability, provides resilience against such macroeconomic
downturns.
The Directors have concluded that
the Company has sufficient financial resources to remain in
operational existence, even considering potential macroeconomic
downturns. Therefore, the Directors have adopted the going concern
basis of preparation for these financial statements.
Climate
Change
The Directors have assessed the
potential impacts of climate-related risks on the Group's
operations and financial statements and the detailed assessment has
been disclosed in the Climate-related Disclosures section.
Following a thorough evaluation of the Group's operations and
industry dynamics, the Directors have concluded that climate
related risks do not have a material impact on the Group's
operations and financial statements.
Changes in Accounting
Policy
The following amendments are
effective for the period beginning 1 January 2024:
Standard
|
Effective Date, Annual Period
beginning on or after
|
Amendments to IAS 1 - Classification
of Liabilities as Current or Non-current
|
1 January
2024
|
Amendments to IAS 1 - Noncurrent
Liabilities with Covenants
|
1 January
2024
|
Amendments to IFRS 16 - Lease
Liability in a Sale and Leaseback
|
1 January
2024
|
Amendments to IAS 7 and IFRS 7 -
Supplier Finance Arrangements
|
1 January
2024
|
All the changes were adopted by the
Group. None of the standards, interpretations and amendments,
effective for the first time from 1 January 2024, have had a
material effect on the financial statements.
New Standards,
Interpretations and Amendments not yet Effective
The new standards which are not yet
effective will not have a material impact on the financial
statements. None of them have been early adopted.
Standard
|
Effective Date, Annual Period
beginning on or after
|
Amendments to IAS 21 - The Effects
of Changes in Foreign Exchange Rates
|
1 January
2025
|
Amendments to IFRS 18 - Presentation
and Disclosures in Financial Statements
|
1 January
2027
|
Amendments to IFRS 19 - Subsidiaries
without Public Accountability: Disclosures
|
1 January
2027
|
Revenue
Recognition
Revenue represents amounts
receivable for services net of VAT. Revenue is derived from the
administration of our customers' retirement savings and the
provision of one-off ancillary services to customers. The Group
operates a service to combine and transfer customers' old
retirement savings into new online plans, which are subsequently
managed by third party money managers. The Group has applied the
5-step model outlined in IFRS 15 Revenue from contracts with
customers as is set out below:
Identification of the contract with a customer
- During account opening, the customer is made
aware of the promises the Group is making. Rights and obligations
of each party are outlined. The point at which the customer agrees
to the terms and conditions is the point at which both the Group
and the customer have signed or agreed the contract.
Identification of the performance obligations in the
contract - The Group makes one
promise to its customers, the careful administration of the
customers' retirement savings, including through investments with
its third party money managers. The Group performs administrative
tasks during the process of on-boarding its customers to its
technology platform which are necessary for the fulfilment of
administration of the customers' retirement savings. The Group does
not consider these administrative tasks to be a separate
performance obligation. As a result, it is considered that the
Group has a single performance obligation, which is the
administration of the customers' retirement savings.
Determination of the transaction price
- The money managers invest customers' retirement
savings in funds ('Group Plans') that match each customer's
selection. The Group charges an annual management fee that is
charged daily against the units held by each customer. The annual
management fee is based on a fixed percentage (%) which varies for
each of the Group Plans. In the UK, fees range from 0.50% to 0.95%.
There is a further fixed discount of 50% provided to customers who
have over £100,000 in their pension pots. The discount is applied
to the incremental amount over and above £100,000. In the US, fees
are 0.85%.
Allocation of the transaction price - As there is only one performance obligation, the whole
transaction price is allocated to this performance
obligation.
Recognition of revenue when a performance obligation
is satisfied - The administration of
customers' retirement savings is continuous until the customer
fully withdraws their retirement pot or transfers it to another
registered retirement savings provider. Revenue is recognised over
time as the customer simultaneously receives and consumes the
benefits provided by the Group's performance as the Group performs
them. The performance obligation is satisfied when the customer
receives the service. Revenue is calculated daily as a percentage
(basis points) of the value of Assets under Administration ('AUA')
as agreed by the customer. Payment is due on a daily basis but
settled on a monthly basis.
Consideration Payable to
Customers
The Group runs an incentive-linked
marketing campaign where a customer becomes entitled to a
contribution upon sign-up with PensionBee. This consideration
payable to the customer is not in exchange for a distinct good or
service that the customer transfers to the Group. Therefore, it is
accounted for as a reduction to the transaction price. The full
consideration is accounted for as a revenue reduction in the year
it is payable because the difference between spreading it over the
contract life and recognising it in full in the year it is incurred
is not material. A materiality assessment is done
annually.
Recurring
Revenue
The Group's Revenue is recurring in
nature as the annual charges are calculated daily as a percentage
(basis points) of the value of AUA and will continue to be earned
on an ongoing basis whilst the Group administers those assets.
Recurring Revenue is derived from management fees and is recognised
based on daily accruals of customers' retirement savings balances
as the performance obligation, being the provision of retirement
savings scheme administration services to customers, is met. These
management fees are charged daily and collected by the Group on a
monthly basis.
Other
Revenue
Other Revenue relates to commission
earned from referring individuals to purchase life insurance
products and to a one-off charge for full draw-down within one year
of becoming an Invested Customer. For this revenue stream, the
performance obligation is the execution of the requested task.
There are fee structures in place which are used to determine the
transaction price. Revenue is recognised at a point in time when
the requested task is executed (when the service is provided to the
customer).
Other
Income
Other Income relates to amounts
received in relation to marketing costs reimbursements. Under an
agreement with State Street Global Advisors ('State Street'), the
Group is reimbursed for certain marketing costs incurred by its
subsidiary PensionBee Inc. The recognition of such reimbursements
as Other Income is contingent upon the achievement of specified net
new asset thresholds. Amounts received in advance are
recorded as deferred income and recognised as other income only
when the corresponding qualifying marketing costs have been
incurred by PensionBee Inc.
Foreign Currency Transactions
and Balances
Functional and presentation currency
Items included in the financial
statements of each of the group entities are measured using the
currency of the primary economic environment in which the entity
operates ('the functional currency').
Foreign currency transactions and balances
In preparing the financial
statements of the group entities, transactions in currencies other
than the entity's functional currency ('foreign currencies') are
recognised at the rates of exchange prevailing on the dates of the
transactions. At each reporting date, monetary assets and
liabilities that are denominated in foreign currencies are
retranslated at the rates prevailing at that date. Non-monetary
items carried at fair value that are denominated in foreign
currencies are translated at the rates prevailing at the date when
the fair value was determined. Non-monetary items that are measured
in terms of historical cost in a foreign currency are not
retranslated. Exchange differences are recognised in the Statement
of Comprehensive Income in the period in which they
arise.
Foreign operations
For the purpose of presenting the
Consolidated Financial Statements, the results and financial
position of foreign operations (none of which has the currency of a
hyperinflationary economy) that have a functional currency
different from the presentation currency are translated into the
presentation currency as follows:
●
assets and liabilities for each statement of financial position
presented are translated at the closing rate at the date of that
statement of financial position;
●
income and expenses for each statement of comprehensive income are
translated at average exchange rates (unless this is not a
reasonable approximation of the cumulative effect of the rates
prevailing on the transaction dates, in which case income and
expenses are translated at the dates of the transactions);
and,
●
all resulting exchange differences are recognised in the Statement
of Comprehensive Income and accumulated in a foreign currency
translation reserve.
Taxation
Tax on the loss for the year
comprises research and development credit. There was no current or
deferred tax charge for the year (2023: £nil). Tax is recognised in
the Statement of Comprehensive Income except to the extent that it
relates to items recognised directly in equity or other
comprehensive income, in which case it is recognised directly in
equity or other comprehensive income.
Current income tax assets and
liabilities are measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax rates and tax
laws used to compute the amount are those that are enacted or
substantively enacted at the reporting date in the United
Kingdom.
Management periodically evaluates
positions taken in the tax returns with respect to situations in
which applicable tax regulations are subject to interpretation and
establishes liabilities where appropriate.
Deferred tax is provided using the
liability method on temporary differences between the tax bases of
assets and liabilities and their carrying amounts for financial
reporting purposes at the reporting date.
Deferred tax assets are recognised
for all deductible temporary differences, the carry forward of
unused tax credits and any unused tax losses. Deferred tax assets
are recognised to the extent that it is probable that taxable
profit will be available against which the deductible temporary
differences, and the carry forward of unused tax credits and unused
tax losses can be utilised.
The carrying amount of deferred tax
assets is reviewed at each reporting date and reduced to the extent
that it is no longer probable that sufficient taxable profit will
be available to allow all or part of the deferred tax asset to be
utilised. Unrecognised deferred tax assets are re-assessed at each
reporting date and are recognised to the extent that it has become
probable that future taxable profits will allow the deferred tax
asset to be recovered.
Deferred tax assets and liabilities
are measured at the tax rates that are expected to apply in the
year when the asset is realised or the liability is settled, based
on tax rates (and tax laws) that have been enacted or substantively
enacted at the reporting date.
The Group offsets deferred tax
assets and deferred tax liabilities if and only if it has a legally
enforceable right to set off current tax assets and current tax
liabilities and the deferred tax assets and deferred tax
liabilities relate to income taxes levied by the same taxation
authority on either the same taxable entity or different taxable
entities which intend either to settle current tax liabilities and
assets on a net basis, or to realise the assets and settle the
liabilities simultaneously, in each future period in which
significant amounts of deferred tax liabilities or assets are
expected to be settled or recovered.
Property, Plant and
Equipment
Tangible fixed assets are stated at
cost less accumulated depreciation and accumulated impairment
losses. The Group assesses at each reporting date whether there are
impairment indicators for tangible fixed assets.
Depreciation
Depreciation is charged to the
Statement of Comprehensive Income on a straight-line basis over the
estimated useful lives of each part of an item of tangible fixed
assets. The estimated useful lives are as follows:
Asset Class
|
Depreciation Method and
Rate
|
Computer Equipment
|
three
years straight line
|
Furniture and Fittings
|
four years
straight line
|
Leasehold Improvements
|
straight
line over life of the lease
|
Right of Use Assets
|
straight
line over life of the lease
|
An item of property, plant and
equipment and any significant part initially recognised is
derecognised upon disposal (i.e. at the date the recipient obtains
control) or when no future economic benefits are expected from its
use or disposal. Any gain or loss arising on derecognition of the
asset (calculated as the difference between the net disposal
proceeds and the carrying amount of the asset) is included in the
Statement of Comprehensive Income when the asset is
derecognised.
The residual values, useful lives,
and methods of depreciation of property, plant and equipment are
reviewed at each financial year end and adjusted prospectively, if
appropriate.
Internally Generated
Intangible Assets - research and development
expenditure
Expenditure on research activities
is recognised as an expense in the period in which it is
incurred.
An intangible asset arising from
development (or from the development phase of an internal project)
is recognised if, and only if, all of the following conditions have
been demonstrated:
●
the technical feasibility of completing the intangible asset so
that it will be available for use or sale
●
the intention to complete the intangible asset and use or sell
it
●
the ability to use or sell the intangible asset
●
how the intangible asset will generate probable future economic
benefits
●
the availability of adequate technical, financial and other
resources to complete the development and to use or sell the
intangible asset
●
the ability to measure reliably the expenditure attributable to the
intangible asset during its development.
The amount initially recognised for
intangible assets is the sum of the expenditure incurred from the
date when the intangible asset first meets the recognition criteria
listed above. Where no intangible asset can be recognised,
development expenditure is recognised in the Statement of
Comprehensive Income in the period in which it is
incurred.
Subsequent to initial recognition,
intangible assets are reported at cost less accumulated
amortisation and accumulated impairment losses. The estimated
useful lives are as follows:
Asset Class
|
Amortisation Method and
Rate
|
Capitalised Development
Costs
|
eight
years straight line
|
Intangible assets are amortised from
the point at which the assets are available for use.
Impairment of Non-Financial
Assets
The Group assesses at each reporting
date, whether there is an indication that an asset may be impaired.
If any such indication exists, the recoverable amount of the asset
is estimated based on an asset's fair value less cost of disposal.
An impairment loss is recognised for the amount by which the
asset's carrying amount exceeds its recoverable amount. Impairment
loss is recognised in the Statement of Comprehensive
Income.
Cash and Cash
Equivalents
Cash and cash equivalents comprise
cash on hand and short term highly liquid deposits with a maturity
of less than 3 months.
Trade
Receivables
Trade and other receivables are
recognised initially at the transaction price less attributable
transaction costs. Subsequent to initial recognition they are
measured at amortised cost using the effective interest method,
less any impairment losses in the case of trade receivables and
other receivables.
Trade
Payables
Trade and other payables are
recognised initially at transaction price plus attributable
transaction costs. Subsequently they are measured at amortised cost
using the effective interest method. Trade and other payables are
obligations to pay for goods or services that have been acquired in
the ordinary course of business from suppliers. Trade payables are
classified as current liabilities if payment is due within one year
or less (or in the normal operating cycle of the business if
longer). If not, they are presented as non-current
liabilities.
Provisions
Provisions are recognised when the
Group has a present obligation (legal or constructive) as a result
of a past event, it is probable that the Group will be required to
settle that obligation and a reliable estimate can be made of the
amount of the obligation. Provisions are measured at the Directors'
best estimate of the expenditure required to settle the obligation
at the reporting date and are discounted to present value where the
effect is material.
Leases
Initial Recognition and Measurement
The Group initially recognises a
lease liability for the obligation to make lease payments and a
right-of-use asset for the right to use the underlying asset for
the lease term.
The lease liability is measured at
the present value of the lease payments to be made over the lease
term. The lease payments include fixed payments, purchase options
at exercise price (where payment is reasonably certain), expected
amount of residual value guarantees, termination option penalties
(where payment is considered reasonably certain) and variable lease
payments that depend on an index or rate.
The right-of-use asset is initially
measured at the amount of the lease liability, adjusted for lease
prepayments, lease incentives received, the group's initial direct
costs (e.g. commissions) and an estimate of restoration, removal,
and dismantling costs.
Subsequent Measurement
After the commencement date, the
Group measures the lease liability by:
a)
Increasing the carrying amount to reflect interest on the lease
liability;
b) Reducing
the carrying amount to reflect the lease payments made;
and
c)
Re-measuring the carrying amount to reflect any reassessment or
lease modifications or to reflect revised in substance fixed lease
payments or on the occurrence of other specific
events.
Interest on the lease liability in
each period during the lease term is the amount that produces a
constant periodic rate of interest on the remaining balance of the
lease liability. Interest charges are included in finance cost in
the Statement of Comprehensive Income, unless the costs are
included in the carrying amount of another asset applying other
applicable standards. Variable lease payments not included in the
measurement of the lease liability, are included in operating
expenses in the period in which the event or condition that
triggers them arises. Repayment of lease liabilities within
financing activities in the Statement of Cash Flows include both
the principal and interest.
Short Term and Low Value Leases
The Group has made an accounting
policy election, by class of underlying asset, not to recognise
lease assets and lease liabilities for leases with a lease term of
12 months or less (i.e. short-term leases).
The Group has made an accounting
policy election on a lease-by-lease basis, not to recognise lease
assets and lease liabilities on leases for which the underlying
asset is worth £5,000 or less (i.e. low value leases).
Lease payments on short term and low
value leases are accounted for on a straight-line basis over the
term of the lease or other systematic basis if considered more
appropriate. Short term and low value lease payments are included
in operating expenses in the Statement of Comprehensive
Income.
Share
Capital
Ordinary shares are classified as
equity. Equity instruments are measured at the fair value of the
cash or other resources received or receivable, net of the direct
costs of issuing the equity instruments. If payment is deferred and
the time value of money is material, the initial measurement is on
a present value basis.
Defined Contribution Pension
Obligation
The Group operates a defined
contribution plan for its employees, under which the Group pays
fixed contributions into the PensionBee Personal Pension (UK
employees) and PensionBee 401(k) (US employees). Once the
contributions have been paid, the Group has no further payment
obligations.
The contributions are recognised as
an expense in the Statement of Comprehensive Income when they fall
due. Amounts not paid are shown in creditors as a liability in the
Statement of Financial Position. The assets of the plan are held
separately from the Group.
Share-based
Payments
The cost of equity-settled
transactions with employees is measured by reference to the fair
value of the equity instruments granted at the date at which they
are granted and is recognised as an expense over the vesting
period, which ends on the date on which the relevant employees
become fully entitled to the award. Fair value is determined by
using the market price of the shares at a point in time adjacent to
the issue of the award. In valuing equity-settled transactions, no
account is taken of any vesting conditions, other than conditions
linked to the price of the shares of the Group (market conditions)
and non-vesting conditions. No expense is recognised for awards
that do not ultimately vest, except for awards where vesting is
conditional upon a market or non-vesting condition, which are
treated as vesting irrespective of whether the market or
non-vesting condition is satisfied, provided that all other vesting
conditions are satisfied. At each balance sheet date, before
vesting the cumulative expense is calculated, representing the
extent to which the vesting period has expired and management's
best estimate of the achievement or otherwise of non-market
conditions and of the number of equity instruments that will
ultimately vest, or in the case of an instrument subject to a
market condition, will be treated as vesting as described above.
The movement in cumulative expense since the previous balance sheet
date is recognised in the Statement of Comprehensive Income, with a
corresponding entry in equity under the Share-based Payment
Reserve.
Where the terms of an equity-settled
award are modified, or a new award is designated as replacing a
cancelled or settled award, the cost based on the original award
terms continues to be recognised over the original vesting period.
In addition, an expense is recognised over the remainder of the new
vesting period for the incremental fair value of any modification,
based on the difference between the fair value of the original
award and the fair value of the modified award, both as measured on
the date of the modification. No reduction is recognised if this
difference is negative. Where an equity-settled award is cancelled,
it is treated as if it had vested on the date of cancellation, and
any cost not yet recognised in the Statement of Comprehensive
Income for the award is expensed immediately. Any compensation paid
up to the fair value of the award at the cancellation or settlement
date is deducted from equity (Share-based Payment Reserve), with
any excess over fair value expensed in the Statement of
Comprehensive Income.
The Company has established a
Share-based Payment Reserve but does not transfer any amounts from
this reserve on the exercise or lapse of options. On exercise,
shares issued are recognised in share capital at their nominal
value. Share premium is recognised to the extent the exercise price
is above the nominal value. Where the Company is settling part of
the exercise price, a transfer is made from retained earnings to
share capital.
Research and
Development
Research and development expenditure
is recognised as an expense as incurred, except that development
expenditure incurred on an individual project that is capitalised
as an intangible asset when the Group can demonstrate the technical
feasibility of completing the intangible asset so that it will be
available for use or sale, how the asset will generate future
economic benefits, the availability of resources to complete
development of the asset and the ability to measure reliably the
expenditure during development. Capitalised development costs are
recorded as intangible assets and amortised from the point at which
the asset is ready for use. The Group's research and development
costs relate to costs incurred on projects carried out to advance
technology used to serve its customers.
Impairment of Financial
Assets
Measurement of Expected Credit Losses
Expected credit losses ('ECLs') are
based on the difference between the contractual cash flows due in
accordance with the contract and all the cash flows that the Group
expects to receive, discounted at an approximation of the original
effective interest rate.
For trade and other receivables, the
Group applies a simplified approach in calculating the ECLs.
Therefore, the Group recognises a loss allowance based on lifetime
ECLs at each reporting date.
3. Critical Accounting
Judgements and Key Sources of Estimation
Uncertainty
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 Group does not have any critical
accounting judgements or key estimation uncertainties.
4. Revenue
The analysis of the Group's Revenue
for the period from continuing operations is as follows:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Recurring Revenue
|
32,876
|
23,660
|
Other Revenue
|
327
|
157
|
|
33,203
|
23,817
|
Recurring Revenue relates to revenue
from the annual management fee charged to customers. There are no
individual revenues from customers which exceed 10% of the Group's
total Revenue for the year.
5. Operating
Segments
Operating segments and reporting
segments are reported in a manner consistent with the internal
reporting provided to the Chief Operating Decision Maker ('CODM').
The Group considers that the role of CODM is performed by the Board
of Directors. The Board of Directors regularly reviews the Group's
operating results from a geographical perspective and has
identified two reportable segments of the business; the United
Kingdom (PensionBee Group plc and PensionBee Limited), and the
United States (PensionBee Inc.). PensionBee Trustees Limited is a
non-operational company domiciled in the United Kingdom. Both
segments provide the same service; the provision of
direct-to-consumer online retirement savings consolidation and
management.
The Board of Directors uses
Operating Profit/(Loss) to assess the performance of the operating
segments. The Board of Directors also reviews the assets and
liabilities of the segments on a quarterly basis.
Operating
Profit
For the year ended 31 December
2024:
|
United
Kingdom
|
United
States
|
Intersegmental
eliminations
|
Total
|
|
£ 000
|
£ 000
|
£ 000
|
£ 000
|
Revenue
|
34,399
|
-
|
(1,196)
|
33,203
|
Employee Benefits Expense
|
(12,163)
|
(455)
|
-
|
(12,618)
|
Share-based Payments
|
(3,067)
|
(83)
|
-
|
(3,150)
|
Depreciation and Amortisation
Expense
|
(286)
|
(3)
|
-
|
(289)
|
Advertising and Marketing
|
(9,113)
|
(767)
|
-
|
(9,880)
|
Other Expenses
|
(10,766)
|
(1,472)
|
1,204
|
(11,034)
|
Other Income
|
-
|
767
|
-
|
767
|
Expansion Costs
|
(54)
|
(168)
|
-
|
(222)
|
Operating Profit/(Loss)
|
(1,050)
|
(2,181)
|
8
|
(3,223)
|
For the year ended 31 December 2023,
all the Revenue, Expenses and Operating Profit/(Loss) is
attributable to the United Kingdom segment.
Segment Assets and
Liabilities
|
United
Kingdom
|
United States of
America
|
Intersegmental
eliminations
|
Total
|
|
£ 000
|
£ 000
|
£ 000
|
£ 000
|
Non-current Assets
|
4,400
|
144
|
(3,491)
|
1,053
|
Current Assets
|
34,887
|
5,332
|
-
|
40,219
|
Non-current Liabilities
|
(178)
|
(1,239)
|
1,239
|
(178)
|
Current Liabilities
|
(2,528)
|
(4,391)
|
176
|
(6,743)
|
Net
Assets
|
36,581
|
(154)
|
(2,076)
|
34,351
|
For the year ended 31 December 2023,
all Assets and Liabilities are attributable to the United Kingdom
segment.
Adjusted
EBITDA
Adjusted EBITDA excludes the effects
of significant items of income and expenditure which might have an
impact on the quality of earnings such as non-recurring costs
(Expansion Costs) and the effects of equity-settled Share-based
Payments. See Note 28 for the reconciliation of the Operating
Profit/(Loss) to Adjusted EBITDA.
6. Employee Benefits
Expense
The aggregate payroll costs
(including Directors' remuneration) were as follows:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Wages and Salaries
|
11,109
|
10,801
|
Social Security Costs
|
1,215
|
1,200
|
Pension Costs, Defined Contribution
Scheme
|
294
|
300
|
|
12,618
|
12,301
|
Share-based Payments
|
3,150
|
2,182
|
|
15,768
|
14,483
|
The average number of persons
employed by the Group (including Directors) during the year,
analysed by category, was as follows:
|
2024
|
2023
|
|
No.
|
No.
|
Executive Management
|
10
|
10
|
Technology and Product
|
44
|
47
|
Marketing
|
18
|
17
|
Customer Service
|
82
|
92
|
Legal, Compliance and
Risk
|
15
|
12
|
Administration and Other
|
24
|
24
|
|
193
|
202
|
7. Directors'
Remuneration
The Directors' remuneration for the
year was as follows:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Remuneration
|
1,008
|
963
|
Group Contributions paid to Defined
Contribution Pension Schemes
|
11
|
11
|
|
1,019
|
974
|
During the year the number of
Directors who were receiving benefits and share incentives was as
follows:
|
2024
|
2023
|
|
No.
|
No.
|
Members of Defined Contribution
Pension Schemes
|
5
|
5
|
In
respect of the highest paid Director:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Remuneration
|
218
|
219
|
Group Contributions to Defined
Contribution Pension Schemes
|
2
|
2
|
Exercise of Share Options:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Amount of Gains made on the Exercise
of Share Options
|
293
|
164
|
8. Other
Expenses
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Auditor's Remuneration
|
256
|
215
|
Money Manager Costs
|
4,315
|
3,245
|
Other Expenses
|
6,463
|
6,557
|
|
11,034
|
10,017
|
Included in Other Expenses are
technology and platform costs, professional services fees,
irrecoverable VAT and general and administrative costs.
9. Other
Income
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Other Income
|
767
|
-
|
|
767
|
-
|
During the year the Company (through
its subsidiary, PensionBee Inc.) entered into an agreement with
State Street under which State Street will provide meaningful
marketing support to PensionBee Inc. Under the terms of the
agreement, State Street reimburses marketing costs incurred by
PensionBee Inc. The annual amount of the marketing costs
reimbursement is based on the achievement of certain net new asset
thresholds. Other Income relates to marketing costs reimbursements
received from State Street. Amounts received in advance have been
accounted for as deferred income and will be released to Other
Income to the extent that a qualifying marketing cost has been
incurred by PensionBee Inc.
10. Finance Income and
Costs
Finance Income:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Interest Income
|
102
|
6
|
|
102
|
6
|
Finance Costs:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Interest Expense on Lease
Liabilities
|
22
|
33
|
Interest Expense on Dilapidations
Provision
|
4
|
3
|
|
26
|
36
|
11. Auditors Remuneration
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Audit of the Company's Financial
Statements
|
76
|
56
|
Audit of the Company's Subsidiary
Financial Statements
|
140
|
112
|
Total Audit Fees
|
216
|
168
|
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Audit Related Assurance
Services
|
40
|
47
|
Total Audit Related Assurance Fees
|
40
|
47
|
Auditor's remuneration has been
shown net of VAT. Audit Related Assurance Fees relate to the half
year review of the Group's financial statements and CASS audit
services received by PensionBee Limited. No services were provided
pursuant to contingent fee arrangements.
12. Taxation
Tax charged/(credited) in the
Statement of Comprehensive Income:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Current Taxation
|
|
|
Corporation Tax
|
(11)
|
(150)
|
Deferred Taxation
|
-
|
-
|
Arising from Origination and
Reversal of Temporary Differences
|
-
|
-
|
Arising from Tax Rate
Changes
|
-
|
-
|
Total Deferred Taxation
|
-
|
-
|
Tax
Credit in the Statement of Comprehensive Income
|
(11)
|
(150)
|
The tax on the Group loss for the
year was computed at the UK rate of corporation tax of 25% (2023:
23.5%). From 1 April 2023, the corporation tax rate of 25% was
effective for companies with profits of £250,000 and over.
PensionBee will likely utilise its carried forward losses while
making profits exceeding £250,000 and incurring corporation tax at
the rate of 25%.
The differences are reconciled
below:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Profit/(Loss) before Tax
|
(3,147)
|
(10,709
|
|
|
|
Corporation Tax at Standard
Rate
|
(787)
|
(2,521)
|
Impact of profits/losses earned in
territories with different statutory rates to the UK
|
(227)
|
-
|
Non-deductible Expenses
|
13
|
172
|
Non-deductible Income
|
(13)
|
-
|
Capital Allowances
|
-
|
(1)
|
Share-based Payments
|
258
|
318
|
Unrecognised Tax Losses
|
984
|
2,032
|
Research and Development tax
relief
|
(239)
|
(150)
|
Total Tax Credit
|
(11)
|
(150)
|
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Fixed Assets Temporary
Differences
|
(73)
|
(36)
|
Total Deferred Tax
Liability
|
(73)
|
(36)
|
|
|
|
Losses available for offsetting
against Future Taxable Income
|
73
|
36
|
Total Deferred Tax Asset
|
73
|
36
|
Net Deferred Tax
|
-
|
-
|
The Group has £84,528,000 of
non-expiring carried forward tax losses at 31 December 2024 (2023:
£81,394,000) against which no deferred tax asset has been
recognised. A deferred tax asset has not been recognised on the
basis that there is insufficient certainty over the recovery of
these tax losses in the near future.
13. Earnings per Share
Basic Earnings per Share is
calculated by dividing the Loss Attributable to Equity Holders of
the Company by the Weighted Average Number of ordinary Shares
Outstanding during the year.
Diluted Earnings per Share is
calculated by dividing the Loss Attributable to Equity Holders of
the Company adjusted for the effect that would result from the
weighted average number of ordinary shares plus the weighted
average number of shares that would be issued on the conversion of
all the dilutive potential shares under option. At each balance
sheet date reported below, the following potential ordinary shares
under option are anti-dilutive and are therefore excluded from the
weighted average number of ordinary shares for the purpose of
Diluted Earnings per Share.
|
2024
|
2023
|
Number of Potential Ordinary
Shares
|
9,649,849
|
6,757,781
|
Profit/(Loss) Attributable to Equity
Holders of PensionBee Group plc (£)
|
(3,136,000)
|
(10,569,000)
|
Weighted Average Number of Ordinary
Shares Outstanding during the Year
|
226,562,419
|
223,559,764
|
Basic and Diluted Earnings per Share (pence per
Share)
|
(1.38)
|
(4.73)
|
Basic Earnings per Share was (1.38)p
for 2024 (2023: (4.73)p).
14. Property, Plant and
Equipment
|
Fixtures and
Fittings
|
Leasehold
Improvements
|
Computer
Equipment
|
Total
|
|
£ 000
|
£ 000
|
£ 000
|
£ 000
|
Cost
|
|
|
|
|
At 1 January 2023
|
61
|
377
|
363
|
801
|
Additions
|
2
|
41
|
52
|
95
|
Disposals
|
-
|
-
|
-
|
-
|
At
31 December 2023
|
63
|
418
|
415
|
896
|
|
|
|
|
|
At 1 January 2024
|
63
|
418
|
415
|
896
|
Additions
|
4
|
-
|
114
|
118
|
Disposals
|
-
|
-
|
(16)
|
(16)
|
At 31 December 2024
|
67
|
418
|
513
|
998
|
|
|
|
|
|
Accumulated
Depreciation
|
|
|
|
|
At 1 January 2023
|
58
|
176
|
209
|
443
|
Charge for the year
|
2
|
56
|
90
|
148
|
Eliminated on Disposal
|
-
|
-
|
-
|
-
|
At 31 December 2023
|
60
|
232
|
299
|
591
|
|
|
|
|
|
At 1 January 2024
|
60
|
232
|
299
|
591
|
Charge for the year
|
1
|
59
|
85
|
145
|
Eliminated on Disposal
|
-
|
-
|
(14)
|
(14)
|
At 31 December 2024
|
61
|
291
|
370
|
722
|
|
|
|
|
|
Carrying
Amount
|
|
|
|
|
At 31 December 2024
|
6
|
127
|
143
|
276
|
At 31 December 2023
|
3
|
186
|
116
|
305
|
At 1 January 2023
|
3
|
201
|
154
|
358
|
15. Intangible Assets
|
Capitalised Development
Costs
|
Total
|
|
£ 000
|
£ 000
|
Cost
|
|
|
At 1 January 2023
|
-
|
-
|
Additions
|
-
|
-
|
Disposals
|
-
|
-
|
At
31 December 2023
|
-
|
-
|
|
|
|
At 1 January 2024
|
-
|
|
Additions
|
267
|
267
|
Disposals
|
-
|
-
|
At
31 December 2024
|
267
|
267
|
|
|
|
Accumulated
Depreciation
|
|
|
At 1 January 2023
|
-
|
-
|
Charge for the year
|
|
-
|
Eliminated on Disposal
|
-
|
-
|
At
31 December 2023
|
-
|
-
|
|
|
|
At 1 January 2024
|
-
|
-
|
Charge for the year
|
3
|
3
|
Eliminated on Disposal
|
-
|
-
|
At
31 December 2024
|
3
|
3
|
|
|
|
Carrying
Amount
|
|
|
At 31 December 2024
|
264
|
264
|
At 31 December 2023
|
-
|
-
|
At 1 January 2023
|
-
|
-
|
Capitalised development costs
include employee costs and directly attributable supplier costs
incurred in the development of the technology platform and mobile
application.
16. Right of Use Asset
|
£ 000
|
Cost
|
|
At 1 January 2023
|
706
|
Additions
|
-
|
Disposals
|
-
|
At
31 December 2023
|
706
|
|
|
At 1 January 2024
|
706
|
Additions
|
-
|
Disposals
|
-
|
At
31 December 2024
|
706
|
|
|
Accumulated
Depreciation
|
|
At 1 January 2023
|
153
|
Charge for the year
|
141
|
Eliminated on Disposal
|
-
|
At
31 December 2023
|
294
|
|
|
At 1 January 2024
|
294
|
Charge for the year
|
142
|
Eliminated on Disposal
|
-
|
At
31 December 2024
|
436
|
|
|
Carrying
Amount
|
|
At 31 December 2024
|
270
|
At 31 December 2023
|
412
|
At 1 January 2023
|
553
|
17. Trade and Other
Receivables
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Trade Receivables
|
3,037
|
2,240
|
Prepayments
|
2,105
|
1,901
|
Other Receivables
|
82
|
206
|
|
5,224
|
4,347
|
Trade and Other Receivables are
measured at amortised cost and management assessed that the
carrying value is approximately their fair value due to the
short-term maturities of these balances.
18. Share Capital
Allotted, Called Up and Fully
Paid Shares
|
2024
|
2023
|
|
No. 000
|
£ 000
|
No. 000
|
£ 000
|
At 1 January
|
223,963
|
224
|
222,862
|
223
|
Shares issued
|
12,159
|
12
|
1,101
|
1
|
At 31 December
|
236,122
|
236
|
223,963
|
224
|
During the year, PensionBee Group
plc issued ordinary shares, to satisfy the exercise of share
options totalling 1,348,265 ordinary shares (2023: 1,100,706) of
£0.001 each. The exercise price for each exercised share option was
£0.001 (2023: £0.001).
On 28 October 2024, PensionBee Group
plc issued 10,810,811 ordinary shares of £0.001 each to raise
capital. Each share was issued at £1.85. Transaction costs incurred
and directly attributable to the issuance of these shares amounted
to £762,000. These costs were recognised as a reduction to the
share premium.
Each ordinary share carries one vote
per share and ranks pari passu with respect to dividends and
capital.
19. Reserves
Share Premium
The Share Premium account represents
the excess of the issue price over the par value on shares issued,
less transaction costs arising on the issue.
Share-based Payment Reserve
The Share-based Payment Reserve is
used to recognise the value of equity-settled share-based payments
provided to employees, including key management personnel, as part
of their remuneration.
Retained Earnings
The balance in the Retained Earnings
account represents the distributable reserves of the
Group.
20. Leases
In December 2021, the Group entered
into a new property lease with a 5-year lease term ending in
December 2026. At inception, the lease liability was determined
using a discount rate linked to London office rental yields,
adjusted for the risk premium for certain company specific factors
as well as taking into consideration the interest rate associated
with the revolving credit facility entered into in March 2021 and
subsequently cancelled in September 2021. The discount rate applied
was 7%. The lease terms have not been amended since
inception.
The carrying amounts of Right of Use
Assets recognised and the movements during each year are set out in
Note 16. Set out below are the carrying amounts of lease
liabilities and the movements during the year.
|
2024
|
2023
|
|
£ 000
|
£ 000
|
As at 1 January
|
398
|
551
|
Accretion of Interest
|
22
|
33
|
Payments
|
(128)
|
(186)
|
As
at 31 December
|
292
|
398
|
Lease Liabilities included in the Statement of Financial
Position:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Non-current
|
125
|
292
|
Current
|
167
|
106
|
|
292
|
398
|
The
following are the amounts recognised in the Statement of
Comprehensive Income:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Depreciation on Right of Use
Asset
|
142
|
141
|
Interest on Lease
Liability
|
22
|
33
|
|
164
|
174
|
21. Provisions
|
2024
|
2023
|
Dilapidations
|
£ 000
|
£ 000
|
As at 1 January
|
49
|
46
|
Interest
|
4
|
3
|
As at 31 December
|
53
|
49
|
Non-current Liabilities
|
53
|
49
|
The Group is required to restore the
leased premises of its offices to their original condition at the
end of the lease term. The lease term ends on 2 December 2026. A
provision has been recognised at the present value of the estimated
expenditure required to remove any leasehold improvements. These
costs have been capitalised as part of the Right of Use Asset and
are amortised over the useful life of the asset.
22. Trade and Other
Payables
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Trade Payables
|
111
|
269
|
Accrued Expenses
|
2,257
|
1,496
|
Other Payables
|
77
|
68
|
Deferred Income
|
4,131
|
-
|
|
6,576
|
1,833
|
Trade and Other Payables are
measured at amortised cost and management assessed that the
carrying value is approximately their fair value due to the
short-term maturities of these balances.
Deferred income arises as a result
of marketing funding received in advance from State Street Global
Advisors, a US-based global financial institution, see Note
9.
23. Pensions and Other
Schemes
The Group operates a defined
contribution pension scheme (UK employees) and 401(k) (US
employees). The retirement cost charge for the year represents
contributions payable by the Group to the schemes and amounted to
£294,000 (2023: £301,000).
24. Share-based Payments
PensionBee EMI and Non-EMI Share Option
Scheme
Scheme Details and
Movements
Under the PensionBee EMI and Non-EMI
Share Option Scheme share options were granted to eligible
employees who have passed their probation period at the Group. The
exercise price of all share options is £0.001 per share.
The share options normally vest on
the later of the following tranches, 25% of the shares vest on the
first anniversary of the vesting commencement date with the
remaining 75% of the shares vesting quarterly in equal instalments
over the following three years.
The fair value of the share options
granted is estimated on the date of grant by reference to the
prevailing share price. Before the Company was listed in 2021, the
fair value was determined by reference to the price paid by
external investors as part of periodic funding rounds.
The weighted average fair value of
share options granted during the year was £nil (2023: £
nil).
During the year ended 31 December
2021, share options could be exercised upon the occurrence of an
exit event, a takeover, reconstruction, liquidation and sale of the
business, to the extent they had vested. In the event that there
had been no exit event before the tenth anniversary of the date of
grant, the Directors were able to determine that an option holder
could exercise their option in the 30 day period before such
anniversary.
Following the listing of the Company
in 2021, share options can be exercised upon satisfying the service
condition.
The movements in the number of share
options during the year were as follows:
|
2024
|
2023
|
|
No.
|
No.
|
Outstanding, start of the
year
|
1,517,770
|
2,444,403
|
Exercised during the year
|
(995,726)
|
(910,283)
|
Expired during the year
|
(7,310)
|
(16,350)
|
Outstanding, end of the
year
|
514,734
|
1,517,770
|
The weighted average share price on
the dates the share options were exercised during the year was
£1.51 (2023: £0.74) and the weighted average remaining contractual
life is one month (2023: eight months).
Deferred Share Bonus Awards
Scheme Details and
Movements
Under the PensionBee Deferred Share
Bonus Plan, awards ('DSB Awards') are granted to eligible employees
who are, or were, an employee (including an Executive Director) of
the Group who have been granted a bonus. DSB Awards are granted in
the subsequent financial year once the annual bonus outturn has
been determined. The DSB Awards are granted by way of share
options, with an exercise price of £0.001 per share.
For the two Executive Directors that
were in office as of 31 December 2021, their 2022 granted DSB
Awards cliff vest on the third anniversary of the date of grant.
For the rest of the employees and the subsequent grants, DSB Awards
vest in three equal instalments over a service period of three
years from grant date. DSB Awards vest upon satisfying the service
condition.
The fair value of the DSB Awards is
the share price on the grant date. DSB Awards can be exercised to
the extent they have vested.
The weighted average fair value of
DSB Awards granted during 2024 was £0.97 (2023: £0.98).
The movements in the number of DSB
Awards during the year were as follows:
|
2024
|
2023
|
|
No.
|
No.
|
Outstanding, start of the
year
|
1,280,762
|
889,551
|
Granted during the year
|
1,582,724
|
626,223
|
Exercised during the year
|
(352,539)
|
(190,423)
|
Lapsed during the year
|
(40,190)
|
(44,589)
|
Outstanding, end of the
year
|
2,470,757
|
1,280,762
|
The weighted average share price on
the dates the share options were exercised during the year was
£1.50 (2023: £0.80). The weighted average remaining contractual
life is 11 months (2023: one year).
Long Term Incentives
Scheme Details and
Movements
Under the PensionBee Long Term
Incentives Plan, restricted share plan awards ('RSP Awards') are
granted to eligible employees who are or were employees (including
an Executive Director) of the Group, at mid-level management or
higher, who have been granted a bonus. RSP Awards are granted in
the subsequent financial year following a bonus grant. The RSP
Awards are granted by way of share options, with an exercise price
of £0.001 per share.
The RSP Awards vest in tranches, a
third of the RSP Awards vest on the third anniversary, a third on
the fourth anniversary and the last third on the fifth anniversary
of the grant date.
The fair value of the RSP Awards is
the share price on the grant date discounted for the restricted
selling period. RSP Awards can be exercised to the extent they have
vested and after a five year holding period.
The weighted average fair value of
RSP Awards granted during 2024 was £0.93 (2023: £0.94).
The movements in the number of RSP
Awards during the year were as follows:
|
2024
|
2023
|
|
No.
|
No.
|
Outstanding, start of the
year
|
3,959,249
|
1,285,266
|
Granted during the year
|
2,803,728
|
2,791,756
|
Exercised during the year
|
-
|
-
|
Lapsed during the year
|
(98,619)
|
(117,773)
|
Outstanding, end of the
year
|
6,664,358
|
3,959,249
|
There were no exercises during the
year (2023: nil) and the weighted average remaining contractual
life is two years and five months. (2023: two years and five
months).
Charge/Credit arising from
Share-based Payments
The total charge for the year for
the Share-based Payments was £3,150,000 (2023: £2,182,000), all of
which related to equity-settled share-based payment
transactions.
25. Financial Risks Review
This note presents information about
the Group's exposure to financial risks and the Group's management
of capital. Financial risk exposure results from the operations of
the Subsidiary. The Company is not trading and therefore is
structured to avoid, in so far as possible, all forms of financial
risk.
Financial Risk Management Objectives
The Group has identified the
financial risks arising from its activities and has established
policies and procedures to manage these risks in accordance with
its risk appetite. These risks included market risk, credit risk
and liquidity risk. The Group does not enter or trade financial
instruments, including derivative financial instruments. Assisted
by the Audit and Risk Committee, the Board of Directors has overall
responsibility for establishing and overseeing the Group's risk
management framework and risk appetite.
The Group's financial risk
management policies are intended to ensure that risks, including
emerging risks are identified, evaluated and subject to ongoing
close monitoring and mitigation where appropriate. The Board of
Directors regularly reviews financial risk management policies,
procedures and systems to reflect changes in the business, risk
horizon, markets and financial instruments used by the Group. The
Group's senior management is responsible for the day-to-day
management of these risks in accordance with the Group's risk
management framework.
Market Risk
Market risk is the risk that the
fair value or future cash flows of financial instruments will
fluctuate because of changes in market prices. Market risk
comprises risks including interest rate risk, currency risk and
price risk.
Interest Rate Risk
Interest rate risk is the risk that
the fair value or future cash flows of a financial instrument will
fluctuate because of changes in market interest rates. The Group
considers interest rate risk to be insignificant due to no
debt.
Price Risk
The main source of Revenue is based
on the value of Assets under Administration ('AUA'), a measure of
the total assets for which a financial institution provides
administrative services. The Group has an indirect exposure to
price risk on investments held on behalf of customers. These assets
are not on the Group's Statement of Financial Position. The risk of
lower revenues is partially mitigated by asset class
diversification. The Group does not hedge its revenue exposure to
movements in the value of customers' assets arising from these
risks, and so the interests of the Group are aligned to those of
its customers.
A 10% change in equity markets would
have an approximate 7.5% impact on Revenue. The 10% change in
equity markets is a reasonable approximation of possible change.
The key assumption in this assessment is the percentage change of
market volatility over the next 12 months from the year ended
2024.
Foreign Exchange Risk
Foreign exchange risk arises when
the group entities enter into transactions denominated in a
currency other than its functional currency. The Group's policy is,
where possible, to allow group entities to settle liabilities
denominated in its functional currency with the cash generated from
their own operations in that currency.
The Group aims to fund expenses and
investments in the respective currency and to manage foreign
exchange risk at a local level by matching the currency in which
Revenue is generated and expenses are incurred.
Credit Risk
Credit risk is the risk that a
counterparty will be unable to pay amounts in full when due. The
Group's exposure to credit risk arises principally from its cash
balances held with banks and trade receivables. The Group's trade
receivables are the contractual cash flow obligations that the
payors must meet. The payors are BlackRock and State Street which
are high credit rated financial institutions. Assets they hold on
behalf of the Group are a small percentage of their net assets and
on this basis, credit risk is considered to be low. The Group
utilises the simplified approach to provide for expected credit
losses allowing the use of lifetime loss allowances to be made. In
determining expected credit losses, financial assets have been
grouped based on shared credit risk characteristics, such as number
of days past due and the counterparty.
At the end of the reporting period
no assets were determined to be impaired and there was no balance
past due.
In certain cases, the Group will
also consider a financial asset to be in default when internal or
external information indicates that the Group is unlikely to
receive the outstanding contractual amounts in full. A financial
asset is written off when there is no reasonable expectation of
recovering the contractual cash flows.
Due to the Group's financial assets
primarily being trade receivables which all have an expected
lifetime of less than 12 months, the Group has elected to measure
the expected credit losses at 12 months only. The Group's expected
credit loss is £nil (2023: £nil).
Set out below is the information
about the credit risk exposure on the Group's trade
receivables:
|
Days Past
Due
|
|
Current
|
< 30
days
|
30-60 days
|
61-90 days
|
>91 days
|
Total
|
31
December 2024
|
£ 000
|
|
|
£ 000
|
£ 000
|
£ 000
|
Gross Trade Receivables
|
3,037
|
-
|
-
|
-
|
-
|
3,037
|
Other Receivables
|
72
|
-
|
-
|
5
|
5
|
82
|
|
Days Past
Due
|
|
Current
|
< 30
days
|
30-60 days
|
61-90 days
|
>91 days
|
Total
|
31
December 2023
|
£ 000
|
|
|
£ 000
|
£ 000
|
£ 000
|
Gross Trade Receivables
|
2,240
|
-
|
-
|
-
|
-
|
2,240
|
Other Receivables
|
179
|
-
|
-
|
-
|
27
|
206
|
The Group's Trade Receivables are
concentrated in the following money managers:
|
2024
|
2023
|
BlackRock
|
75%
|
75%
|
State Street
|
25%
|
15%
|
Legal & General
|
0%
|
10%
|
|
100%
|
100%
|
Other Receivables mainly comprise of
the R&D tax credit due from HMRC and the office rental deposit.
The probability of default by these parties is deemed low. The
credit risk on liquid funds financial instruments is limited
because the counterparties are banks with high credit-ratings
assigned by international credit-rating agencies. The Group's
principal Banks are Barclays Bank and HSBC Innovation Banking. The
Group only uses banks with a credit rating of at least BBB+
(Standard & Poor's). The Group's liquid funds are concentrated
in Barclays, which holds 67% of the total balance as at year end
(2023: 72%) and HSBC, which holds 31% of the total balance as at
year end (2023: 27%).
Liquidity Risk
Liquidity risk is the risk that the
Group will encounter difficulty in meeting obligations to settle
its liabilities. This is managed through cash flow
forecasting.
Undiscounted Maturity Analysis
The following table sets out the
remaining contractual maturities of the group's financial
liabilities by type:
|
Within 1
year
|
Between 1 and 5
years
|
After more than 5
years
|
Total
|
31
December 2024
|
£ 000
|
£ 000
|
£ 000
|
£ 000
|
Trade and Other Payables
|
6,576
|
-
|
-
|
6,576
|
Lease Liabilities
|
167
|
125
|
-
|
292
|
|
Within 1
year
|
Between 1 and 5
years
|
After more than 5
years
|
Total
|
31
December 2023
|
£ 000
|
£ 000
|
£ 000
|
£ 000
|
Trade and Other Payables
|
1,833
|
-
|
-
|
1,833
|
Lease Liabilities
|
129
|
309
|
-
|
438
|
Capital Risk Management
For the purpose of the Group's
capital management, capital includes issued share capital, share
premium and all other equity reserves attributable to the equity
holders of the Company.
The Group manages its capital to
ensure that it will be able to continue as a going concern by
ensuring compliance with regulatory capital requirements set by the
FCA and maximising returns to shareholders through optimal capital
deployment. Regulatory capital is determined in accordance with the
requirements prescribed by the FCA. The Group performs capital
assessments and maintains a surplus over the regulatory capital
requirement at all times.
The Group met its regulatory capital
requirement throughout the years 2023 and 2024.
The Group manages its capital
structure and makes adjustments considering changes in economic
conditions. To maintain or adjust the capital structure, the Group
may return capital to shareholders or issue new shares.
Externally Imposed Capital Requirements
The capital adequacy of the business
is monitored on a quarterly basis as part of general business
planning by the Finance Team. The Group conducts a capital adequacy
assessment process, as required by the Financial Conduct Authority
('FCA') to assess and maintain the appropriate levels.
26. Related Party
Transactions
|
2024
|
2023
|
Key
Management Compensation
|
£ 000
|
£ 000
|
Salaries and Other Short-term
Employee Benefits
|
2,175
|
2,034
|
Other Long-term Benefits
|
26
|
25
|
Share-based Payments
|
1,971
|
1,463
|
|
4,172
|
3,522
|
Some Key Management Personnel use
the Group's services on commercial terms which are consistent with
the standard terms and conditions as available on the
website.
Related Party - PensionBee Trustees Limited
The following related party
transactions were between the PensionBee Limited and PensionBee
Trustees Limited before the acquisition of PensionBee Trustees
Limited by PensionBee Group plc on 27 November 2024:
(i) Payment of the
PensionBee Trustees Limited bank fees on a quarterly basis. During
this period bank fees amounted to £132,000 (2023: £104,000). There
was no outstanding balance at year end (2023: £nil).
(ii) Payment of the
PensionBee Trustees Limited's Data Protection fee on an annual
basis. During this period, payments amounted to £35 (2023: £35).
There was no outstanding balance at year end (2023:
£nil).
Transactions with
Directors
During the year ended 31 December
2024, there were no transactions with Directors (2023: none). As at
the year ended 31 December 2024, there was no outstanding balance
with Directors (2023: £nil).
Some Directors use the Group's
services on commercial terms which are consistent with the standard
terms and conditions as available on the website.
27. Events After the Reporting
Period
There were no events of material
impact to the financial statements that occurred after the
reporting date.
|
28. Alternative Performance
Measures
The Group uses an alternative
performance measure ('APM') which is not defined or specified by
IFRS. The APM is Adjusted EBITDA, which is the Operating
Profit/(Loss) for the year before Taxation, Finance Costs,
Depreciation and Amortisation Expense, Share-based Payments and
Expansion Costs. The Directors use this APM and a combination of
IFRS measures when reviewing the performance and position of the
Group and believe that these measures provide useful information
with respect to the Group's business and operations. The Directors
consider that this APM illustrates the underlying performance of
the business by excluding items considered by management not to be
reflective of the underlying trading operations of the
Group.
The APMs used by the Group are
defined below and reconciled to the related IFRS financial
measures:
Adjusted EBITDA
Adjusted EBITDA represents the
Operating Profit/(Loss) for the year before Taxation, Finance
Costs, Finance Income, Depreciation and Amortisation, Share-based
Payments and Expansion Costs.
The Adjusted EBITDA for the
Group:
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Operating Profit/(Loss)
|
(3,223)
|
(10,689)
|
Depreciation and Amortisation
Expense
|
289
|
288
|
Share-based
Payments1
|
3,150
|
2,182
|
Expansion
Costs2
|
222
|
-
|
Adjusted EBITDA
|
438
|
(8,219)
|
Notes:
1. Relates
to total annual charge in relation to Share-based Payments as
detailed in Note 24.
2. Relates
to one-off expenses incurred in relation to expansion into the
United States.
PensionBee Trustees Limited is a
non-operational company domiciled in the United Kingdom.
The Adjusted EBITDA for PensionBee
UK (PensionBee Group plc and PensionBee Limited):
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Operating
Profit/(Loss)1
|
(1,050)
|
(10,689)
|
Depreciation and Amortisation
Expense
|
286
|
288
|
Share-based
Payments2
|
3,067
|
2,182
|
Expansion
Costs3
|
54
|
-
|
UK
Adjusted EBITDA
|
2,357
|
(8,219)
|
Notes:
1. Operating
Profit/(Loss) includes income generated from the provision of
services from PensionBee Limited to PensionBee Inc. amounting to
£1,196,000 (2023: £nil). All intercompany transactions are on an
arm's length basis.
2. Relates
to annual charge in relation to Share-based Payments as detailed in
Note 24.
3. Relates
to one-off expenses incurred in relation to expansion into the
United States.
The Adjusted EBITDA for PensionBee
US (PensionBee Inc.):
|
2024
|
2023
|
|
£ 000
|
£ 000
|
Operating
Profit/(Loss)1
|
(2,181)
|
-
|
Depreciation and Amortisation
Expense
|
3
|
-
|
Share-based
Payments2
|
83
|
|
Expansion
Costs3
|
168
|
-
|
US
Adjusted EBITDA
|
(1,927)
|
-
|
Notes:
1. Operating
Profit/(Loss) includes expenses incurred from the provision of
services from PensionBee Limited to PensionBee Inc. amounting to
£1,204,000 (2023: £nil). All intercompany transactions are on an
arm's length basis.
2. Relates
to annual charge in relation to Share-based Payments expense as
detailed in Note 24.
3. Relates
to one-off expenses incurred in relation to expansion into the
United States of America.
|
Directors, Company Secretary and Shareholder
Information
PensionBee Executive Directors
|
Romi Savova (Chief Executive
Officer)
Jonathan Lister Parsons (Chief
Technology Officer)
Christoph J. Martin (Chief Financial
Officer)
|
PensionBee Non-Executive Directors
|
Mark Wood CBE (Non-Executive
Chair)
Mary Francis CBE (Senior Independent
Director)
Michelle Cracknell CBE (Independent
Non-Executive Director)
Lara Oyesanya FRSA (Independent
Non-Executive Director)
|
Company Secretary
|
Michael Tavener
|
Registered Number
|
13172844
|
Registered Office
|
PensionBee Group plc
209 Blackfriars Road
London
SE1 8NL
United Kingdom
|
Auditor
|
Deloitte LLP
4 Brindley Place
Birmingham
B1 2HZ
United Kingdom
|
Website
|
pensionbee.com
|
Copyright
2025. PensionBee Limited.
Company
Registration Number: 09354862. FCA Reference Number:
744931.
Information Commissioner's Office Registration:
ZA131262