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ACTIVEPORT GROUP LTD — Interim / Quarterly Report 2026
Feb 25, 2026
64452_rns_2026-02-25_fb11bd6d-3510-4d26-8386-5048f4ad0af2.pdf
Interim / Quarterly Report
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26 February 2026
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Appendix 4D Half Year Report
1. Company Details
Name of entity: Activeport Group Ltd and Controlled Entities ABN:24 636 569 634
Reporting period:For the half-year ended 31 December 2025 Previous period:For the half-year ended 31 December 2024
2. Results for announcement to the market
| % change | 31 Dec 2025 | 31 Dec 2024 | |||
|---|---|---|---|---|---|
| Revenues from ordinary activities | down | (36%) | to | 3,182,138 | 5,265,555 |
| Loss from ordinary activities after tax attributable | |||||
| to members | down | (25%) | to | (3,857,063) | (3,079,465) |
| Net loss for the half-year attributable to the | |||||
| members | down | (25%) | to | (3,857,063) | (3,079,465) |
Dividends
There were no dividends paid, recommended, or declared during the current financial period.
Comments
The loss for the Group after providing for income tax amounted to $3,857,063 (31 December 2024: loss of $3,079,465).
3. Net tangible assets
| Reporting | Previous | |
|---|---|---|
| Period $ | Period $ | |
| Net tangible assets per ordinary security | 0.0016 | 0.0029 |
4. Operating Results
For commentary on the financial results please refer to the information provided in the Directors Report in the attached interim financial report. The half-year report should be read in conjunction with the most recent annual report.
5. Details Of Entities Over Which Control Has Been Gained Or Lost During The Period
Activeport Group Ltd established a new subsidiary company, Activeport Networks Pte Ltd, in Singapore. Besides the new Singapore entity, the Group did not gain or lose control over any entities during the half-year ended 31 December 2025.
6. Dividends
Current period
There were no dividends paid, recommended or declared during the current financial period.
Previous period
There were no dividends paid, recommended or declared during the previous financial period.
7. Details of associates and joint venture entities
The Group did not have any associates or participate in any joint ventures during the half-year ended 31 December 2025.
8. Audit of Financial Statements
This report is based on the attached half-year financial report which has been reviewed by our auditors. The auditor’s review report includes a material uncertainty related to going concern, as follows:
We draw attention to Note 1 of the interim financial report, which indicates that the Group incurred a loss of $3,857,063, had net operating cash outflows of $2,014,762 and net investing cash outflows of $1,467,846 for the half-year ended 31 December 2025. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern. Our conclusion is not modified in respect of this matter.
9. Attachments
Details of attachments (if any):
The Interim Report of ActivePort Group Ltd and Controlled Entities for the half-year ended 31 December 2025 is attached.
This announcement has been authorised for release by the Board of Activeport Group Ltd.
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Interim Report 31 December 2025
Activeport Group Ltd and Controlled Entities ABN 24 636 569 634
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Table of Contents
General Information ............................................................................................................. 3 Directors’ Report .................................................................................................................. 4 Auditors Independent Declaration ....................................................................................... 7 Consolidated Statement of Profit or Loss and Other Comprehensive Income for the year ended 31 December 2025 ..................................................................................................... 8 Consolidated Statement of Financial Position as at 31 December 2025 ............................... 9 Consolidated Statement of Changes in Equity for the half-year ended 31 December 2025 10 Consolidated Statement of Cash Flows for the half-year ended 31 December 2025 .......... 11 Notes to the Consolidated Financial Statements ............................................................... 12 Directors’ Declaration ......................................................................................................... 23 Independent Auditor’s Report ............................................................................................ 24
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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General Information
The financial statements cover Activeport Group Ltd as a Group consisting of Activeport Group Ltd and the entities it controlled at the end of, or during, the year. The financial statements are presented in Australian dollars, which is Activeport Group Ltd.’s functional and presentation currency.
Activeport Group Ltd is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:
Level 28
140 St Georges Terrace Perth WA 6000
A description of the nature of the Group's operations and its principal activities is included in the directors' report, which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 26 February 2026. The directors have the power to amend and reissue the financial statements.
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Directors’ Report
The Directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the "Group") consisting of Activeport Group Ltd (referred to hereafter as the "Company", "ATV" or "parent entity") and the entities it controlled at the end of, or during the financial half-year ended 31 December 2025.
Directors
The following persons were directors of the Company during the whole of the financial half-year and up to the date of this report, unless otherwise stated:
| P Christie | Executive chairman |
|---|---|
| C Daly | Non-executive director |
| K Soares | Executive director |
| M Middleton | Executive director |
Principal activities
The Group’s primary assets are its network orchestration software, its network-as-service platform, and its services business. The Activeport software business derives high-margin revenue by licensing its software telco operators, data centre owners and cloud service providers.
Activeport generates revenue from five primary sources:
-
Software license revenue from the network orchestration products licensed to telco, Isp and datacentre operators;
-
Circuit revenue from our Network as a service (NaaS) platform in Australia;
-
Software license revenue from GPU orchestration for cloud gaming and AI applications;
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Port revenue from our telco network to network integration (NNI) service (new); and
-
Service revenue underpinning these products and customers.
Operating and financial review
Activeport’s revenue for the period to December 2025 was $3,182,138. Recurring SaaS revenue accounted for 80% of total revenue in line with our strategy of consolidating around our software-driven revenue streams.
Software segment revenue, when including an invoiced amount of $200,000 which has not met the recognition criteria at 31 December, increased by 56% on the prior corresponding period. With three new customers coming online in Q3, we expect continued growth in software revenue through the second half of FY26.
Activeport successfully delivered two major contracts with Tier 1 telco customers in the first half of FY26. We integrated a global network partner's NNI product to extend one customer's international reach and deployed our software-defined networking and orchestration technology with another leading ICT provider. Invoicing for both projects begins in Q3 and will grow with increased consumption of the customer network services.
GPU Software Success
Through our partner Radian Arc, we deployed a significant number of GPUs to support cloud gaming and highperformance workloads for two new Tier 1 telco customers in India and Thailand. In February 2026, Radian Arc was acquired by Submer Technologies, forming the foundation of their new InferX division dedicated to inference-optimized AI compute and AI-as-a-Service. This acquisition unlocks fresh collaboration opportunities beyond gaming into the booming AI sector.
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Directors’ Report (continued)
Global Edge & Future Broadband
We integrated NBN circuits into our Global Edge network-as-a-service platform and successfully launched Private Cloud Connect, a powerful Layer-2 fibre solution delivering high-speed, on-demand bandwidth ports. This secure, flexible offering connects branches to Australia's leading colocation data centres and is ideal for private cloud operators powering cloud and AI/GPU workloads with fully automated orchestration.
Our subsidiary Future Broadband is migrating approximately 1,500 residential ISP customers to a new platform, enabling enhanced services for small businesses. This transition is expected to lift recurring revenue and deliver improved SaaS margins.
NNI Gateways
We're excited to introduce our new NNI gateways platform, a key advancement in our edge-to-edge orchestration suite. This innovative solution enables Tier 1 telco customers to interconnect seamlessly across countries and continents, automate carrier-to-carrier service delivery, and unlock new revenue streams through standardised, software-driven Network-to-Network Interfaces. We’re thrilled to announce that our first telco customer pair has been qualified and is now in advanced preparation for launch in Q4, marking a major milestone as we expand global carrier connectivity capacity. With strong interest from telco partners worldwide, this platform positions Activeport to drive additional revenue growth in the latter half of the year.
R&D Advancements
Our flagship orchestration software has moved to a high-availability architecture with upgraded role-based access controls, an enhanced product catalogue, improved event handling, and a refreshed user interface. These enhancements increase reliability and make the platform even more compelling for large-scale telco, data centre, and enterprise deployments.
We're on track to roll out our new NNI service in Q4, further expanding our edge-to-cloud orchestration capabilities across tier-1 telco networks globally.
Our GPU orchestration software version 2.5 was released, version 3.0 is due for release in Q3 and version 4.0 will be launched toward the end of the year. Each release refines the platform’s architecture and adds new features that accelerate game performance and optimises the capital cost of hosting games. This same technology is applicable to graphically intense AI applications, and we anticipate kicking off some new AI projects in the second half.
In line with the operating plan, additional sales resources and software engineers have been hired to grow our customer base, increase delivery cadence and drive faster revenue growth.
The company continues to build momentum in its core software revenue across orchestration, NaaS, GPU and with the first NNI customers due to go live, should accelerate through the second half.
Corporate
During the period the Company raised a total of $8,832,839 (gross) by way of a rights issue, a placement and the exercise of options.
The rights issue raised $2,498,099 and was fully underwritten and heavily oversubscribed with 72% of total shares issued to existing shareholders. The pro-rata terms were 1 for 2.75 and an issue price at 1 cent per share. For every 2 new shares issued, eligible shareholders received 1 free attaching new option with an exercise price of 2 cents, expiring on 30 November 2028. The Company issued 249,809,850 new shares.
The placement to institutional and sophisticated investors was to raise $6.68m. Tranche 1 included the issue of 66,220,533 shares at an issue price of $0.033 to raise $2,185,278. Tranche 2, which was subject to shareholder approval, was for 116,203,709 shares to raise $3,834,722. A balance of $660,000 for directors and senior managers remains outstanding at the date of this report.
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Directors’ Report (continued)
The Company also received $314,740 from the exercise of options during the period.
The Company issued 227,389,398 bonus options (1 new option for each 5 shares held), with an expiry 31 Jan 2028 and an exercise price of 4 cents.
Activeport received R&D tax refund of $1.4m which was used to repay the loan secured against the R&D tax refund amounting to $1.16m, and reduced its borrowings from $2,634,117 at 30 June to $1,114,312 at 31 December, a reduction of $1,519,805.
Subsequent to the end of the half year, Radian Arc, a significant debtor paid US$302,500 (A$432,575) to reduce receivables and contribute further to our available cash.
Dividends
No dividends were paid or proposed to be paid to members during the half-year ended 31 December 2025 (31 December 2024: nil).
Events after the reporting period
There has been no matter or circumstance that has arisen since 31 December 2025 that has significantly affected, or may significantly affect:
-
the Group’s operations in future financial years;
-
the result of those operations in future financial years; or
-
the Group’s state of affairs in future financial years.
Auditor's independence declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this directors' report.
This report is made in accordance with a resolution of directors, pursuant to section 306(3)(a) of the Corporations Act 2001.
On behalf of the directors
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Peter Christie Chairman/ Interim Chief Executive Officer 26 February 2026
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the review of the interim financial report of Activeport Group Ltd for the half-year ended 31 December 2025, I declare that, to the best of my knowledge and belief, there have been no contraventions of:
-
(i) The auditor independence requirements of the Corporations Act 2001 in relation to the review; and
-
(ii) Any applicable code of professional conduct in relation to the review.
RSM AUSTRALIA
Perth, WA Dated: 26 February 2026
MATTHEW BEEVERS Partner
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036 Liability limited by a scheme approved under Professional Standards Legislation
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Consolidated Statement of Profit or Loss and Other Comprehensive Income for the year ended 31 December 2025
| Note Revenue 3 Cost of goods sold 5 Gross profit Other income 4 Net fair value gain/(loss) on investments Distribution and marketing expenses Administration expense 5 Impairment of receivables 5 Other expenses 5 Loss for the year from continuing operations Finance income Finance costs 5 Net finance costs Loss before income tax expense Income tax expense Loss after income tax expense for the half-year Items that may be reclassified subsequently to profit or loss Foreign currency translation for a foreign operation Other comprehensive (loss)/income for the half-year, net of tax Total comprehensive loss for the half-year Loss per share for loss Basic loss per share 12 Diluted loss per share 12 |
Consolidated 31 December 2025 $ 31 December 2024 $ 3,182,138 5,265,555 (1,841,280) (3,140,992) 1,340,858 2,124,563 - 173,954 22,457 35,631 (42,910) (23,762) (4,995,210) (5,013,260) (40,456) - (24,700) (9,832) (3,739,961) (2,712,706) 58,597 36,786 (175,699) (403,545) (117,102) (366,759) (3,857,063) (3,079,465) - - (3,857,063) (3,079,465) (516) 114 (516) 114 (3,857,579) (3,079,351) Cents Cents (0.42) (0.78) (0.42) (0.78) |
Consolidated 31 December 2025 $ 31 December 2024 $ 3,182,138 5,265,555 (1,841,280) (3,140,992) 1,340,858 2,124,563 - 173,954 22,457 35,631 (42,910) (23,762) (4,995,210) (5,013,260) (40,456) - (24,700) (9,832) (3,739,961) (2,712,706) 58,597 36,786 (175,699) (403,545) (117,102) (366,759) (3,857,063) (3,079,465) - - (3,857,063) (3,079,465) (516) 114 (516) 114 (3,857,579) (3,079,351) Cents Cents (0.42) (0.78) (0.42) (0.78) |
|---|---|---|
| 2,124,563 173,954 35,631 (23,762) (5,013,260) - (9,832) |
||
| (2,712,706) 36,786 (403,545) |
||
| (366,759) | ||
| (3,079,465) - |
||
| (3,079,465) 114 |
||
| 114 | ||
| (3,079,351) | ||
| Cents (0.78) (0.78) |
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Consolidated Statement of Financial Position as at 31 December 2025
| Note Assets Current assets Cash and cash equivalents 6 Trade and other receivables 7 Income tax receivables Contract assets Inventories Financial assets at fair value through profit or loss Financial asset at amortised cost Total current assets Non-current assets Property, plant and equipment Right-of-use assets Intangibles 8 Financial asset at amortised cost Total non-current assets Total assets Liabilities Current liabilities Trade and other payables Contract liabilities 10 Borrowings 9 Lease liabilities Employment benefits Total current liabilities Non-current liabilities Borrowings 9 Lease liabilities Provisions Total non-current liabilities Total liabilities Net assets Equity Issued capital 11 Reserves Accumulated losses Total equity |
Consolidated 31 December 2025 $ 30 June 2025 $ 3,850,685 888,952 2,043,424 2,937,235 63,896 63,232 28,726 36,731 50,456 57,393 45,941 23,484 228,334 215,380 6,311,462 4,222,407 115,851 34,076 388,316 338,793 11,210,716 10,656,229 532,371 552,942 12,247,254 11,582,040 18,558,716 15,804,447 2,141,263 2,597,502 453,836 53,218 1,005,024 2,551,930 690,733 556,526 872,324 780,820 5,163,180 6,539,996 109,288 82,187 244,815 506,524 50,000 50,000 404,103 638,711 5,567,283 7,178,707 12,991,433 8,625,740 57,277,066 50,578,801 2,019,379 494,888 (46,305,012) (42,447,949) 12,991,433 8,625,740 |
Consolidated 31 December 2025 $ 30 June 2025 $ 3,850,685 888,952 2,043,424 2,937,235 63,896 63,232 28,726 36,731 50,456 57,393 45,941 23,484 228,334 215,380 6,311,462 4,222,407 115,851 34,076 388,316 338,793 11,210,716 10,656,229 532,371 552,942 12,247,254 11,582,040 18,558,716 15,804,447 2,141,263 2,597,502 453,836 53,218 1,005,024 2,551,930 690,733 556,526 872,324 780,820 5,163,180 6,539,996 109,288 82,187 244,815 506,524 50,000 50,000 404,103 638,711 5,567,283 7,178,707 12,991,433 8,625,740 57,277,066 50,578,801 2,019,379 494,888 (46,305,012) (42,447,949) 12,991,433 8,625,740 |
|---|---|---|
| 4,222,407 | ||
| 34,076 338,793 10,656,229 552,942 |
||
| 11,582,040 | ||
| 15,804,447 | ||
| 2,597,502 53,218 2,551,930 556,526 780,820 |
||
| 6,539,996 | ||
| 82,187 506,524 50,000 |
||
| 638,711 | ||
| 7,178,707 | ||
| 8,625,740 | ||
| 50,578,801 494,888 (42,447,949) |
||
| 8,625,740 |
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Consolidated Statement of Changes in Equity for the half-year ended 31 December 2025
| Consolidated Balance at 1 July 2024 Loss after income tax expense for the half- year Other comprehensive income for the half- year, net of tax Total comprehensive loss for the half-year Transactions with owners in their capacity as owners: Issue of shares Issue of options Options expired Share issue expenses Balance at 31 December 2024 Consolidated Balance at 1 July 2025 Loss after income tax expense for the half- year Other comprehensive loss for the half-year, net of tax Total comprehensive loss for the half-year Transactions with owners in their capacity as owners: Issue of shares (Note 11) Issue of options Options expired Share issue expenses (Note 11) Balance at 31 December 2025 |
Issued capital $ 43,265,326 - - - 6,017,657 - - (557,155) 48,725,828 Issued capital $ 50,578,801 - - - 8,870,839 - - (2,172,574) 57,277,066 |
Option reserves $ 546,653 - - - - 152,023 (335,899) 121,010 483,787 Option reserves $ 494,176 - - - - 1,525,007 - - 2,019,183 |
Foreign exchange translation reserve $ (735) - 114 114 - - - - (621) Foreign exchange translation reserve $ 712 - (516) (516) - - - - 196 |
Accumulated losses $ (22,770,703) (3,079,465) - (3,079,465) - - 335,899 - (25,514,269) Accumulated losses $ (42,447,949) (3,857,063) - (3,857,063) - - - - (46,305,012) |
Total equity $ 21,040,541 (3,079,465) 114 |
|---|---|---|---|---|---|
| (3,079,351) | |||||
| 6,017,657 152,023 - (436,145) |
|||||
| 23,694,725 | |||||
| Total equity $ 8,625,740 (3,857,063) (516) |
|||||
| (3,857,579) | |||||
| 8,870,839 1,525,007 - (2,172,574) |
|||||
| 12,991,433 |
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Consolidated Statement of Cash Flows
for the half-year ended 31 December 2025
| Note Operating activities: Receipts from customers Payments to suppliers and employees Interest and lease charges paid Interest received Government grant received Net cash used in operating activities Investing activities: Payments for property, plant and equipment Payments for developed and purchase software Payments for investments Net cash used in investing activities Financing activities: Proceeds from borrowings Share issue transaction costs Proceeds from issue of shares 11 Proceeds from exercise of options 11 Repayment of borrowings Repayment of lease liabilities Net cash from financing activities Net increase in cash and cash equivalents Cash & cash equivalents at the beginning of the financial half- year Cash and cash equivalents at the end of the financial half-year |
Consolidated 31 December 2025 $ 31 December 2024 $ 3,513,709 5,903,257 (6,913,052) (8,672,058) (94,663) (237,942) 46,595 18,091 1,432,649 1,513,670 (2,014,762) (1,474,982) (95,209) (1,265) (1,278,764) (1,452,409) (93,873) - (1,467,846) (1,453,674) 321,275 - (647,567) (436,143) 8,518,099 6,017,657 314,740 - (1,841,079) (1,150,276) (221,127) (185,499) 6,444,341 4,245,739 2,961,733 1,317,083 888,952 1,271,811 3,850,685 2,588,894 |
Consolidated 31 December 2025 $ 31 December 2024 $ 3,513,709 5,903,257 (6,913,052) (8,672,058) (94,663) (237,942) 46,595 18,091 1,432,649 1,513,670 (2,014,762) (1,474,982) (95,209) (1,265) (1,278,764) (1,452,409) (93,873) - (1,467,846) (1,453,674) 321,275 - (647,567) (436,143) 8,518,099 6,017,657 314,740 - (1,841,079) (1,150,276) (221,127) (185,499) 6,444,341 4,245,739 2,961,733 1,317,083 888,952 1,271,811 3,850,685 2,588,894 |
|---|---|---|
| (1,474,982) | ||
| (1,265) (1,452,409) - |
||
| (1,453,674) | ||
| - (436,143) 6,017,657 - (1,150,276) (185,499) |
||
| 4,245,739 | ||
| 1,317,083 1,271,811 |
||
| 2,588,894 |
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Notes to the Consolidated Financial Statements
Note 1. Material accounting policy information
These general purpose financial statements for the half-year reporting period ended 31 December 2025 have been prepared in accordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting' and the Corporations Act 2001, as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'.
These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 30 June 2025 and any public announcements made by the Group during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.
The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period, except for the policies stated below.
New or amended Accounting Standards and Interpretations adopted
The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Going concern
The Group reported had a net asset position of $12,991,433 and net current assets of $1,148,282 as at 31 December 2025 and incurred a loss after income tax of $3,857,063 and net operating cash outflow of $2,014,762 and net investing cash outflow of $1,467,846 for the half-year ended 31 December 2025.
The Group’s ability to continue as a going concern and meet its debts and future commitments as and when they fall due is dependent on a number of factors, including:
-
delivery of existing and new products through the Group's distribution network to generate sales revenues and positive cash flows; and
-
the ability of the Group to raise additional funding.
The Company raised of $8,832,839 (gross) by way of a rights issue, a placement and the exercise of options during the period.
The Directors consider the going concern basis of preparation to be appropriate based on forecast cash flows and confidence in raising additional funds, if necessary. The Group does not expect significant change to market conditions. The Directors believe that it Activeport has the ability to raise further capital, either as equity or debt, for business-as-usual operations.
In the event that the Group is not successful in generating anticipated revenue from the delivery of existing and new products in managing the discretionary expenditure as well as in raising funds from short term financing or from the issue of new equity or settlement of the cloud gaming software licence, there exists a material uncertainty that may cast doubt on the Group's ability to continue as a going concern and realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report.
The financial statements do not include any adjustment relating to the recoverability or classification of recorded asset amounts or to the amounts or classification of liabilities that might be necessary should the Group not be able to continue as a going concern.
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Note 2. Operating segment information
The reportable segments are identified on the basis of internal reports on the business units of the Group that are regularly reviewed by the Chief Operating Decision Makers, in order to allocate resources to the segment and assess its performance. These reportable segments offer different products and services, or service different customer types, and are managed separately. The Group’s reportable segments are as follows:
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Activeport Software – Network orchestration software licenses to telcos and data centre operators globally;
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Activeport SaaS – Network ecosystem orchestration in Australia and New Zealand;
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Corporate – comprises of support services including property and Group overhead costs, consolidation and elimination journals which are not considered separately reportable segments.
The segment information for the half-year to December 2025 is as follows:
| Consolidated – 31 Dec 2025 Revenue Sales to external customers Intersegment sales Total sales revenue Other income Total segment revenue Intersegment eliminations Total revenue and other income EBITDA Depreciation and amortisation Impairment of receivables Net fair value loss on financial asset Interest income Finance costs Loss before income tax expense Income tax expense Loss after income tax expense Assets Segment assets Intersegment eliminations Total assets Total assets include: Acquisition of non-current assets Liabilities Segment liabilities Intersegment eliminations Total liabilities |
Activeport Software $ 614,250 102,914 |
Activeport SaaS $ 2,561,083 4,361 |
Corporate services $ 6,805 - |
Total $ 3,182,138 107,275 |
|---|---|---|---|---|
| 717,164 - |
2,565,444 - |
6,805 - |
3,289,413 - |
|
| 717,164 | 2,565,444 | 6,805 | 3,289,413 (107,275) |
|
| (436,610) | (356,001) | (2,071,941) | ||
| 3,182,138 | ||||
| (2,864,552) (857,410) (40,456) 22,457 58,597 (175,699) |
||||
| 5,472,430 | 2,388,509 | 17,930,525 |
||
| (3,857,063) - |
||||
| (3,857,063) | ||||
| 25,791,464 (7,232,748) |
||||
| 1,370,565 | 729 | 3,025 |
||
| 18,558,716 | ||||
| 1,374,319 | ||||
| 5,994,385 | 4,515,329 | 2,290,317 | 12,800,031 (7,232,748) |
|
| 5,567,283 |
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Note 2. Operating segment information (continued)
| Consolidated – 31 Dec 2024 Revenue Sales to external customers Intersegment sales Total sales revenue Other income Total segment revenue Intersegment eliminations Total revenue and other income EBITDA Depreciation and amortisation Interest income Finance costs Loss before income tax expense Income tax expense Loss after income tax expense |
Activeport Software $ 521,012 124,198 |
Activeport SaaS $ 4,723,895 5,585 |
Corporate services $ 20,648 - |
Total $ 5,265,555 129,783 |
|---|---|---|---|---|
| 645,210 173,954 |
4,729,480 - |
20,648 - |
5,395,338 173,954 |
|
| 819,164 | 4,729,480 | 20,648 | 5,569,292 (129,783) |
|
| (52,838) | (243,271) | (1,731,904) | ||
| 5,439,509 | ||||
| (2,028,013) (684,693) 36,786 (403,545) |
||||
| (3,079,465) - |
||||
| (3,079,465) |
Note 3. Sales of goods and services
| From continuing operations Revenue from contracts with customers Sale of goods Rendering of services Other revenue Other revenue Revenue from continuing operations Revenue from contracts with customers Activeport software Hardware sales Licensing sale Managed services Network revenue Professional fees Other revenue |
Consolidated 31 December 2025 31 December 2024 $ $ - 876,799 3,139,475 4,314,499 3,139,475 5,191,298 42,663 74,257 3,182,138 5,265,555 Consolidated 31 December 2025 31 December 2024 $ $ 614,249 521,507 - 876,799 505,603 852,699 376,999 560,659 1,047,959 1,182,934 594,665 1,196,700 42,663 74,257 3,182,138 5,265,555 |
Consolidated 31 December 2025 31 December 2024 $ $ - 876,799 3,139,475 4,314,499 3,139,475 5,191,298 42,663 74,257 3,182,138 5,265,555 Consolidated 31 December 2025 31 December 2024 $ $ 614,249 521,507 - 876,799 505,603 852,699 376,999 560,659 1,047,959 1,182,934 594,665 1,196,700 42,663 74,257 3,182,138 5,265,555 |
|---|---|---|
| 5,265,555 |
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Note 3. Sales of goods and services (continued)
| Disaggregation of revenue The disaggregation of revenue from contracts with customers is as follows: Geographical regions Australia New Zealand Asia Europe Africa Timing of revenue recognition Goods delivered/services rendered at a point in time Goods delivered/services rendered over time Note 4. Other income Sundry income Research and development tax incentive rebate Other income Note 5. Expenses Loss before income tax from continuing operations includes the following specific expenses Cost of goods sold Cost of goods sold Impairment of receivables Impairment of receivables Finance costs Interest and finance charges paid/payable on borrowings Interest and finance charges paid/payable on lease liabilities Other expenses Net foreign exchange loss Superannuation expense Defined contribution superannuation expense Administration expense Depreciation and amortisation Employment benefits expense including superannuation expense Other administration expense |
Consolidated 31 December 2025 31 December 2024 $ $ 3,099,584 5,188,681 - 11,980 57,556 49,754 - 15,140 24,998 - 3,182,138 5,265,555 265,463 1,499,160 2,916,675 3,766,395 3,182,138 5,265,555 Consolidated 31 December 2025 31 December 2024 $ $ - 108,669 - 65,285 - 173,954 Consolidated 31 December 2025 31 December 2024 $ $ 1,841,280 3,140,992 40,456 - 137,622 366,551 38,077 36,994 175,699 403,545 24,700 9,832 343,299 323,242 857,410 684,693 2,630,294 3,268,016 1,507,506 1,060,551 4,995,210 5,013,260 |
Consolidated 31 December 2025 31 December 2024 $ $ 3,099,584 5,188,681 - 11,980 57,556 49,754 - 15,140 24,998 - 3,182,138 5,265,555 265,463 1,499,160 2,916,675 3,766,395 3,182,138 5,265,555 Consolidated 31 December 2025 31 December 2024 $ $ - 108,669 - 65,285 - 173,954 Consolidated 31 December 2025 31 December 2024 $ $ 1,841,280 3,140,992 40,456 - 137,622 366,551 38,077 36,994 175,699 403,545 24,700 9,832 343,299 323,242 857,410 684,693 2,630,294 3,268,016 1,507,506 1,060,551 4,995,210 5,013,260 |
|---|---|---|
| - | ||
| 366,551 36,994 |
||
| 403,545 | ||
| 9,832 | ||
| 323,242 | ||
| 684,693 3,268,016 1,060,551 |
||
| 5,013,260 |
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Note 6. Current assets - cash and cash equivalents
| Cash at bank | Consolidated 31 December 2025 30 June 2025 $ $ 3,850,685 888,952 |
|---|---|
Note 7. Current assets – trade and other receivables
| Trade receivables Prepayments Research and development receivables Other receivables Note 8. Non-current assets – intangibles Non-current assets Goodwill Less: Impairment Developed software – at cost Less: Accumulated amortisation Less: Impairment Developed intellectual property – at cost Less: Accumulated amortisation Customer relationship – at cost Less: Accumulated amortisation Purchased software – at cost Less: Accumulated amortisation Total Intangibles |
Consolidated 31 December 2025 30 June 2025 $ $ 1,480,428 929,479 245,922 260,033 - 1,404,649 317,074 343,074 2,043,424 2,937,235 Consolidated 31 December 2025 30 June 2025 $ $ 24,110,937 24,110,937 (19,004,386) (19,004,386) 5,106,551 5,106,551 9,632,739 8,353,975 (3,445,297) (2,811,441) (325,312) (325,312) 5,862,130 5,217,222 303,750 303,750 (267,133) (236,508) 36,617 67,242 1,007,219 1,007,219 (801,801) (742,184) 205,418 265,035 101,121 101,121 (101,121) (100,942) - 179 11,210,716 10,656,229 |
Consolidated 31 December 2025 30 June 2025 $ $ 1,480,428 929,479 245,922 260,033 - 1,404,649 317,074 343,074 2,043,424 2,937,235 Consolidated 31 December 2025 30 June 2025 $ $ 24,110,937 24,110,937 (19,004,386) (19,004,386) 5,106,551 5,106,551 9,632,739 8,353,975 (3,445,297) (2,811,441) (325,312) (325,312) 5,862,130 5,217,222 303,750 303,750 (267,133) (236,508) 36,617 67,242 1,007,219 1,007,219 (801,801) (742,184) 205,418 265,035 101,121 101,121 (101,121) (100,942) - 179 11,210,716 10,656,229 |
|---|---|---|
| 5,106,551 | ||
| 8,353,975 (2,811,441) (325,312) |
||
| 5,217,222 | ||
| 303,750 (236,508) |
||
| 67,242 | ||
| 1,007,219 (742,184) |
||
| 265,035 | ||
| 101,121 (100,942) |
||
| 179 | ||
| 10,656,229 |
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Note 8. Non-current assets – intangibles (continued)
Reconciliations
Reconciliations of the written down values at the beginning and end of the current financial half-year are set out below:
| Consolidated Balance at 1 July 2025 Additions Amortisation expense Balance at 31 December 2025 |
Goodwill $ 5,106,551 - - |
Developed software $ 5,217,222 1,278,764 (633,856) |
Developed intellectual property $ 67,242 - (30,625) |
Customer relationships $ 265,035 - (59,617) 205,418 |
Purchased software $ 179 - (179) |
Total $ 10,656,229 1,278,764 (724,277) |
|---|---|---|---|---|---|---|
| 5,106,551 | 5,862,130 | 36,617 | - | 11,210,716 |
Note 9. Borrowings
| Current liabilities Secured loan(1) Unsecured loan – related party(2) Loan – other(3) Non-current liabilities Secured loan(1) Unsecured loan – related party(2) |
Consolidated 31 December 2025 30 June 2025 $ $ 9,690 - 340,880 333,982 654,454 2,217,948 1,005,024 2,551,930 42,320 - 66,968 82,187 109,288 82,187 |
Consolidated 31 December 2025 30 June 2025 $ $ 9,690 - 340,880 333,982 654,454 2,217,948 1,005,024 2,551,930 42,320 - 66,968 82,187 109,288 82,187 |
|---|---|---|
| 2,551,930 | ||
| - 82,187 |
||
| 82,187 |
(1) This loan was obtained to purchase office equipment, incurred interest at 7% per annum.
(2) This is related party loan, please refer to note 16 for more information. The weighted average interest rate is 6%.
(3) Other loan incurred during the business operation. The weighted average interest rate is 10%.
Note 10. Current liabilities – contract liabilities
| Consolidated | Consolidated | ||
|---|---|---|---|
| 31 | December | 30 June | |
| 2025 | 2025 | ||
| $ | $ | ||
| Contract liabilities | 453,836 | 53,218 |
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Note 10. Current liabilities – contract liabilities (continued)
Reconciliation
Reconciliation of the written down values at the beginning and end of the current and previous financial year are set out below:
| Opening balance Payments received in advance Transfer to revenue |
Consolidated 31 December 2025 30 June 2025 $ $ 53,218 313,760 753,130 53,218 (352,512) (313,760) 453,836 53,218 |
Consolidated 31 December 2025 30 June 2025 $ $ 53,218 313,760 753,130 53,218 (352,512) (313,760) 453,836 53,218 |
|---|---|---|
| 53,218 |
Note 11. Issued capital
| 31 Dec 2025 Shares Ordinary shares – fully paid 1,136,948,192 Movement in ordinary share capital Details Date |
Consolidated 30 Jun 2025 31 Dec 2025 Shares $ 684,977,087 57,277,066 |
Consolidated 30 Jun 2025 31 Dec 2025 Shares $ 684,977,087 57,277,066 |
30 Jun 2025 $ 50,578,801 |
|---|---|---|---|
| Shares | Issueprice | $ | |
| Balance at 1 July 2025 684,977,087 Issue of shares to key management personnel 2 July 2025 2,000,000 Issue of shares (rights issue) 29 August 2025 249,809,850 Issue of shares (exercise of options) 18 September 2025 1,370,375 Issue of shares to corporate advisor 17 September 2025 2,000,000 Issue of shares (placement) 29 September 2025 66,220,533 Issue of shares (exercise of options) 29 September 2025 1,537,664 Issue of shares (exercise of options) 10 October 2025 581,569 Issue of shares (exercise of options) 23 October 2025 2,258,731 Issue of shares (exercise of options) 10 November 2025 54,545 Issue of shares (exercise of options) 21 November 2025 4,465,259 Issue of shares (placement) 28 November 2025 116,203,709 Issue of shares (exercise of options) 2 December 2025 5,177,265 Issue of shares (exercise of options) 4 December 2025 291,605 Capital raisingcosts - |
$0.009 each $0.01 each $0.02 each $0.01 each $0.033 each $0.02 each $0.02 each $0.02 each $0.02 each $0.02 each $0.033 each $0.02 each $0.02 each |
50,578,801 18,000 2,498,099 27,408 20,000 2,185,278 30,753 11,631 45,175 1,091 89,305 3,834,722 103,545 5,832 (2,172,574) |
|
| Share on issue at 31 December 2025 1,136,948,192 |
57,277,066 |
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Note 11. Issued capital (continued)
Share options
Details
| Details | Date | Expiry | Options | Exerciseprice |
| Attaching options to placement | 21 November 2023 | 30 November 2026 | 19,500,000 | $0.20 each |
| Zero Exercise Price Options (class H) | 27 November 2024 | 27 November 2029 | 7,800,000 | Nil |
| Zero Exercise Price Options (class I) | 27 November 2024 | 27 November 2029 | 7,800,000 | Nil |
| Zero Exercise Price Options (class J) | 27 November 2024 | 27 November 2029 | 10,400,000 | Nil |
| Attaching options to placement | 27 November 2024 | 30 November 2026 | 31,400,000 | $0.20 each |
| Attaching options to rights issue | 27 November 2024 | 27 November 2027 | 76,662,867 | $0.10 each |
| Issue of option | 5 March 2025 | 27 November 2027 | 4,000,000 | $0.10 each |
| Attaching options to rights issue | 29 August 2025 | 30 November 2028 | 124,904,833 | $0.02 each |
| Option exercised | 18 September 2025 | 30 November 2028 | (1,370,375) | $0.02 each |
| Option exercised | 29 September 2025 | 30 November 2028 | (1,537,664) | $0.02 each |
| Option exercised | 10 October 2025 | 30 November 2028 | (581,569) | $0.02 each |
| Option exercised | 23 October 2025 | 30 November 2028 | (2,258,731) | $0.02 each |
| Option exercised | 10 November 2025 | 30 November 2028 | (54,545) | $0.02 each |
| Option exercised | 21 November 2025 | 30 November 2028 | (4,465,259) | $0.02 each |
| Attaching options to rights issue | 28 November 2025 | 30 November 2028 | 49,961,970 | $0.02 each |
| Option exercised | 2 December 2025 | 30 November 2028 | (5,177,265) | $0.02 each |
| Attaching options to placement | 3 December 2025 | 31 January 2029 | 40,484,849 | $0.066 each |
| Option exercised | 4 December 2025 | 30 November 2028 | (291,605) | $0.02 each |
| Issue of bonus option | 18 December 2025 | 31 January2028 | 227,389,398 | $0.04 each |
| Option on issue at 31 December 2025 | 584,566,904 |
Movement on share options
| Details | Expiry Date | Options | Exerciseprice |
|---|---|---|---|
| Options on issue 1 July 2025 | 157,562,867 | ||
| Attaching options issued to subscribers for rights issue | 30 November 2028 | 124,904,833 | $0.02 each |
| Option exercised | 30 November 2028 | (1,370,375) | $0.02 each |
| Option exercised | 30 November 2028 | (1,537,664) | $0.02 each |
| Option exercised | 30 November 2028 | (581,569) | $0.02 each |
| Option exercised | 30 November 2028 | (2,258,731) | $0.02 each |
| Option exercised | 30 November 2028 | (54,545) | $0.02 each |
| Option exercised | 30 November 2028 | (4,465,259) | $0.02 each |
| Attaching options issued to lead manager for rights issue | 30 November 2028 | 49,961,970 | $0.02 each |
| Option exercised | 30 November 2028 | (5,177,265) | $0.02 each |
| Attaching options issued to lead manager for placement | 31 January 2029 | 40,484,849 | $0.066 each |
| Option exercised | 30 November 2028 | (291,605) | $0.02 each |
| Bonus options issued | 31 January2028 | 227,389,398 | $0.04 each |
| Options on issue 31 December 2025 | 584,566,904 |
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
19
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Note 12. Loss per share
| Loss per share for profit from continuing operations Loss after income tax attributable to the owners of Activeport Group Ltd Basic earnings per share Diluted earnings per share Weighted average number of ordinary shares Weighted average number of ordinary shares used in calculating basic loss and diluted loss per share |
Consolidated 31 December 2025 31 December 2024 $ $ (3,857,063) (3,079,465) Cents Cents (0.42) (0.78) (0.42) (0.78) Numbers Numbers 915,260,361 394,959,606 |
Consolidated 31 December 2025 31 December 2024 $ $ (3,857,063) (3,079,465) Cents Cents (0.42) (0.78) (0.42) (0.78) Numbers Numbers 915,260,361 394,959,606 |
|---|---|---|
| Cents (0.78) (0.78) Numbers 394,959,606 |
Note 13. Share based payment arrangements
The following share-based payments arrangements were issued during the reporting period:
| Issue of Shares | Number Grant Date |
Issue Price | Issue Price | Fair |
Value at Grant |
|---|---|---|---|---|---|
| Date | |||||
| $ | |||||
| Issue of shares to Employee | 2,000,000 2 July 2025 | $0.009 each | $18,000 | ||
| Issue of shares to Corporate Advisor | 2,000,000 17 September 2025 | $0.010 each |
$20,000 | ||
| Options on issue | Number Grant Date Expiry date | Exercise |
Fair value at | ||
| price | grant date | ||||
| $ | $ | ||||
| Options to Lead Mgr – rights issue | 49,961,970 28 Nov 2025 30 | Nov 2028 | 0.020 | 0.01954 | |
| Options to Lead Mgr – placement | 40,484,849 3 Dec 2025 31 | Jan 2029 | 0.066 | 0.01356 |
On 2 July 2025, the Company issued 2,000,000 shares under the Company’s Employee Incentive Securities Plan to provide a performance incentive component in the remuneration package of the employees. On 17 September 2025, the Company issued 2,000,000 shares to the corporate advisor in settlement of advisory services fee.
During the period, the Company issued options to lead managers for a rights issue and placement were valued using the Black Scholes option pricing model.
The following inputs were used:
| The following inputs were used: | ||
|---|---|---|
| Lead Manager Options | Lead Manager | |
| Type of option | – Rights Issue | Options – Placement |
| Grant date share price | $0.028 | $0.028 |
| Exercise price | $0.020 | $0.066 |
| VWAP Hurdle | Nil | Nil |
| Expected volatility | 100% | 100% |
| Option life | 3 years | 3 years |
| Interest rate | 4.22% | 4.22% |
Note 14. Dividends
There were no dividends paid, recommended or declared during the current or previous financial half-year.
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities.
20
31 December 2025
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Note 15. Contingent liabilities and commitments
There are no significant contingencies as at 31 December 2025 (30 June 2025: Nil).
There are no outstanding capital commitments as at 31 December 2025 (30 June 2025: Nil).
Note 16. Related party transactions
Ultimate parent entity
Activeport Group Ltd is the ultimate parent, based and listed in Australia.
Transactions with related parties
The following transactions occurred with related parties:
| The following transactions occurred with related parties: | ||
|---|---|---|
| Consolidated | ||
| 31 December | 31 December | |
| 2025 | 2024 | |
| $ | $ | |
| Purchase from related parties: | ||
| Acurix Networks Pty Ltd (a related entity of Mark Middleton) | 12,191 | 12,191 |
| Nexion Networks Pty Ltd (a director-related entity of Peter Christie) | 22,321 | 42,962 |
| Sales to related parties: | ||
| Radian Arc Limited (a director-related entity of Peter Christie)(1) | - | 302,120 |
| Acurix Networks Pty Ltd (a related entity of Mark Middleton) | - | 6,125 |
| Nexion Networks (a director-related entity of Peter Christie) | 15,193 | 14,648 |
(1) Radian Arc ceased being a related party effective 14 November 2024 when Mr Christie resigned as director of that entity.
Receivable from and payable to related parties
The following balances are outstanding at the reporting date in relation to transactions with related parties:
| Consolidated | Consolidated | ||
|---|---|---|---|
| 31 December | 30 | June | |
| 2025 | 2025 | ||
| $ | $ | ||
| Current receivables: | |||
| Nexion Networks Pty Ltd (a director-related entity of Peter Christie) | 1,538 | 4,305 | |
| Current payables: | |||
| Acurix Networks Pty Ltd (a related entity of Mark Middleton) | - | 18,623 | |
| Nexion Networks Pty Ltd (a director-related entity of Peter Christie) | 3,952 | 2,635 |
Loan from and payable to related parties
The following balances are outstanding at the reporting date in relation to transactions with related parties:
| Consolidated | Consolidated | ||
|---|---|---|---|
| 31 December | 30 | June | |
| 2025 | 2025 | ||
| $ | $ | ||
| Current liabilities | |||
| Loan – Mark Middleton | 120,895 | 120,895 | |
| Loan – Acurix Networks Pty Ltd | 169,366 | 169,366 | |
| Loan – Kathryn Soares | 14,264 | 7,366 | |
| Non-current liabilities | |||
| Loan – Kathryn Soares | 66,968 | 82,187 |
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
21
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Note 17. Fair value estimation
The Group's principal financial instruments comprise receivables, payables, interest bearing borrowings and overdrafts, cash, and short-term deposits. All financial instruments are carried at amounts not materially different from their fair values as at 31 December 2025.
The carrying value of trade and other receivables and payables are assumed to approximate their fair values due to their short-term nature.
The fair value of financial liabilities is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the Group for similar financial instruments. The directors consider that the change in interest rates will not cause a significant impact on the fair values of the financial liabilities. No financial liabilities instruments are carried at fair value.
The carrying amount of financial assets measured at fair value through profit and loss is principally calculated based on quoted prices (unadjusted) that are observable in the active market. Where no price information is available from a quoted market source, fair value is estimated based on the recent comparable transactions.
The Group uses the following hierarchy to categorise the inputs to the valuation method used based on the lowest level of input that is significant to the entire fair value measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: Unobservable inputs for the asset or liability.
| Assets Fair Value Hierarchy Level Classification (1,2 or 3) Listed ordinary shares 1 at fair value through profit or loss Total assets |
Consolidated 31 December 30 June 2025 2025 $ $ 45,941 23,484 45,941 23,484 |
Consolidated 31 December 30 June 2025 2025 $ $ 45,941 23,484 45,941 23,484 |
|---|---|---|
| 23,484 |
There were no transfers between levels during the financial half-year.
Note 18. Events after the reporting period
There were no other matters or circumstances that have arisen since the end of the financial year which have significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial periods
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
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Directors’ Declaration
In the directors' opinion:
-
the attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 'Interim Financial Reporting', the Corporations Regulations 2001 and other mandatory professional reporting requirements;
-
the attached financial statements and notes give a true and fair view of the Group's financial position as at 31 December 2025 and of its performance for the financial half-year ended on that date; and
-
there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable.
Signed in accordance with a resolution of directors made pursuant to section 303(5)(a) of the Corporations Act 2001.
On behalf of the directors
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Peter Christie Chairman/ Interim Chief Executive Officer
26 February 2026
Activeport Group Ltd. ABN 24 636 569 634 and controlled entities. 31 December 2025
23
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INDEPENDENT AUDITOR’S REVIEW REPORT TO THE MEMBERS OF ACTIVEPORT GROUP LTD
Report on the Interim Financial Report
Conclusion
We have reviewed the accompanying interim financial report of Activeport Group Ltd ( Company ) and its subsidiaries ( Group ), which comprises the consolidated statement of financial position as at 31 December 2025, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of material accounting policies and other explanatory information, and the directors’ declaration of the Group comprising the Company and the entities it controlled at the half-year end or from time to time during the half-year.
Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the interim financial report of Activeport Group Ltd is not in accordance with the Corporations Act 2001 including:
-
(a) Giving a true and fair view of the Group’s financial position as at 31 December 2025 and of its performance for the half-year ended on that date; and
-
(b) Complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations 2001 .
Material uncertainty related to going concern
We draw attention to Note 1 of the interim financial report, which indicates that the Group incurred a loss of $3,857,063, had net operating cash outflows of $2,014,762 and net investing cash outflows of $1,467,846 for the half-year ended 31 December 2025. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going concern. Our conclusion is not modified in respect of this matter.
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036 Liability limited by a scheme approved under Professional Standards Legislation
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Basis for conclusion
We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity . Our responsibilities are further described in the Auditor’s responsibility for the review of the financial report section of our report. We are independent of the Company in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) ( Code ) that are relevant to our audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of Activeport Group Ltd, would be in the same terms if given to the directors as at the time of this auditor’s review report.
Directors’ responsibility for the interim financial report
The directors of the Activeport Group Ltd are responsible for the preparation of the interim financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the interim financial report that is free from material misstatement, whether due to fraud or error.
Auditor’s responsibility for the review of the financial report
Our responsibility is to express a conclusion on the interim financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the interim financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the Group’s financial position as at 31 December 2025 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
A review of an interim financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
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RSM AUSTRALIA
Perth, WA Dated: 26 February 2026
MATTHEW BEEVERS Partner
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