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READCLOUD LIMITED Annual Report 2025

Nov 19, 2025

65670_rns_2025-11-19_0e22d5c4-1c41-4851-a747-3d209f350562.pdf

Annual Report

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ReadCloud Limited Strong earnings momentum and FY26 Outlook FY25 Audited Annual Results

FY25 Financial Highlights

Strong earnings momentum driven by revenue growth in Australian school businesses

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Up 26% Up 17% Up 109% Up 26% Up 34%
VET-in-Schools Sales & Direct eBooks sales to
Underlying EBITDA Operating Cashflow Cash
Fee Revenue Australian schools
$5.7m $4.6m $0.8m $0.5m $1.9m
Organic growth Organic growth and Underlying earnings Effective working capital Self-funded for working
Positive momentum in key increase in average doubled year-on-year management capital requirements
metrics customer value Strong cash conversion
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*Underlying EBITDA = earnings adjusted for Interest, Tax, Depreciation and Amortisation and one-off restructuring costs.

FY25 Audited Annual Results

2

FY25 Operational Highlights

Continued organic growth for Australian schools businesses

Sales & Fee Revenue by business

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$12 m
$10 m
$8 m
$6 m
$4 m
$2 m
FY21 FY22 FY23 FY24 FY25
eBooks - Direct VET-in-schools Industry training
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Drivers of Organic Growth

  • 62 new school customers successfully on-boarded for the 2025 school year across the VET-in-Schools and eBook Solutions businesses (up from 51 in 2024)

  • Strong customer retention achieved by VET-in-Schools (92%) and direct eBook Solutions (91%)

  • VET-in-Schools business preserving >90% gross margins while enhancing service quality

  • Increased investment in advertising and marketing during FY25 expected to support future sales growth

FY25 Audited Annual Results

3

ReadCloudVET (VET-in-Schools)

Sales and fee revenue growth is accelerating

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$6 m
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$5 m
$4 m
$3 m
$2 m
FY21 FY22 FY23 FY24 FY25
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26% Sales and fee revenue growth, including 29% growth in VET-in-Schools partnering fees, driven by:

  • 92% School customer retention

  • 11% growth in customer numbers: 55 Schools added (372 total)

  • a 5% increase in qualifications per retained School from 1.9 to 2.0

  • 14% growth in total qualifications delivered to 733

  • ReadCloudVET’s premium offering translating to stronger price performance

  • Gross margins continuing > 90%

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Sales & fee revenue - VET in schools
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FY25 Audited Annual Results

4

ReadCloudVET (VET-in-Schools)

Key indicators showing sustained upward momentum

Average qualifications per school

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2.0
1.9
1.7
1.6
FY22 FY23 FY24 FY25
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Average revenue per school
(partnering fees only)
$14,408
$11,491
$10,450
$9,421
FY22 FY23 FY24 FY25
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FY25 Audited Annual Results

5

eBooks

17% Growth in Australian direct eBooks sales

  • Growth driven by:

Australian eBooks strengthening

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$5 m
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  • 91% customer retention

  • 7 new school customers

  • An increase in average customer value

  • International channel contracted in FY25 and performance of Reseller channel was subdued

  • Overall eBooks sales and fee revenue growth 6% over pcp

  • eBooks team has been restructured and leadership of international sales transitioned for FY26

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$4 m
$3 m
$2 m
FY21 FY22 FY23 FY24 FY25
Sales & fee revenue - domestic Direct eBooks
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Average revenue per Direct school

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$82,257
$70,384 $70,988 $71,473
FY22 FY23 FY24 FY25
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FY25 Audited Annual Results

6

Industry Training

  • Revenue is directly impacted by availability of State funding, which is unpredictable:

Sales & fee rev - Industry training

  • FY24 revenue + 50% on pcp

  • 1H25 revenue + 2% on pcp

  • FY25 revenue -28% on pcp

  • Southern Solutions is heavily dependent on Smart & Skilled funding contract with NSW which is currently under threat with no certainty of renewal

  • Since acquisition in November 2022, the industry training team has evolved to be highly skilled and proficient but industry headwinds and funding dynamics are proving challenging to overcome

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$1.8 m
$1.6 m
$1.4 m
$1.2 m
$1.0 m
$0.8 m
$0.6 m
$0.4 m
$0.2 m
$0.0 m
1HFY23 2HFY23 1HFY24 2HFY24 1HFY25 2HFY25
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  • Unlike our school-facing operations that leverage a scalable tech platform, Southern Solutions’ industry trainers are funded by Southern Solutions which exposes the business to diseconomies of scale during periods of funding contraction

  • The Board is initiating a review of the industry training business

FY25 Audited Annual Results

7

FY25 Summary Profit and Loss

$’000 30-Sept-25 30-Sept-24 YOY
Sales and fee revenue 12,634 11,904 6%
Less direct costs (5,338) (5,340) 0%
Gross profit 7,295 6,564 11%
Gross profit % 58% 55%
Add: Other revenue 289 365 -21%
Less operating expenses:
Advertising and marketing (188) (122) 53%
Computer software (182) (187) -3%
Employment expenses (5,286) (5,263) 0%
Legal & compliance (114) (100) 14%
Office expenses (60) (58) 3%
Professional services expenses (509) (425) 20%
Telephone, internet & data hosting (96) (103) -7%
Travel expenses (140) (86) 62%
Other expenses (221) (187) 18%
Total operating expenses (6,796) (6,533) 4%
Less interest revenue (31) (33) -7%
Underlying EBITDA* 757 363 109%

*Underlying EBITDA = earnings adjusted for Interest, Tax, Depreciation and Amortisation and one-off restructuring costs.

Notes

  • Sales & Fee Revenue up 6% reflecting:

  • 26% growth for VET-in-Schools

  • 17% growth in Australian direct eBooks sales

  • declines in domestic Reseller and international eBooks, reducing overall eBooks sales and fee revenue growth to 6%

  • a 28% decline in industry training revenue

  • Consolidated gross profit up 11%

  • Operating expenses up 4%

  • Employment expenses remained consistent

  • Increased investment in Advertising & marketing and travel (conferences and customer visits)

Continued earnings improvement – FY25 Underlying EBITDA* up 109%

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Underlying EBITDA
FY23 FY24 FY25
757
363
(786)
$'000
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FY25 Audited Annual Results

8

Core revenue growth and cost discipline driving earnings momentum

Sales and fee revenue growth - Australian school Operating expenses[1] % of Sales & fee revenue businesses

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$11 m 80%
$10 m 75%
$9 m 70%
65%
$8 m
60%
$7 m
55%
$6 m
50%
$5 m
45%
$4 m 40%
$3 m 35%
$2 m 30%
FY21 FY22 FY23 FY24 FY25 FY21 FY22 FY23 FY24 FY25
Sales & fee revenue - VET in schools Sales & fee revenue - domestic Direct eBooks Employment costs Non-employment costs
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Further reduction in operating expenses as a proportion of sales and fee revenue in FY25 despite increased investment in Advertising & marketing and travel

1 Excluding abnormal items

FY25 Audited Annual Results

9

FY24 to FY25 Underlying EBITDA Earnings Bridge

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1,600
34
295
1,400
1,200
730
(327)
1,000 (74)
(23)
800 757
(240)
600
400 363
200
-
$'000
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FY25 Audited Annual Results

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Cashflow

$’000 30-Sept-25 30-Sept-24 YOY
Receipts from customers 12,558 12,042 4%
Payments to suppliers and employees (12,398) (12,006) 3%
Research and development tax incentive refund 332 333 0%
Interest income 31 33 -7%
Income tax - 12 -100%
Net cash from operating activities 523 414 26%
Payments for property, plant and equipment (27) (19) 40%
Payments for software development (414) (523) -21%
Purchase of intangible assets (34) (10) 230%
Net cash used in investing activities (475) (552) -14%
Repayment of lease liabilities (including interest) (143) (139) 2%
Proceeds from issue of shares (net of costs) 584 - -
Net cash from / (used in) financing activities 441 (139) +416%
Net increase/(decrease) in cash 489 (278) +276%
Cash at the beginning of the financial year 1,431 1,709 -16%
Cash at end of the financial year 1,920 1,431 34%

Notes

  • Effective Working Capital Management

  • 69% Underlying EBITDA to operating cashflow conversion

  • Cash generated from operating activities up 26%

  • Proceeds from share issues represent funds received from the exercise of options at $0.10 each (including by Directors, management and institutional shareholders)

FY25 Audited Annual Results

11

Balance Sheet

$’000 $’000 $’000 $’000 $’000 30-Sept-25 30-Sep-24
Cash and cash equivalents 1,920 1,431
Trade and other receivables 801 978
Prepayments 148 115
Total current assets 2,869 2,524
Non -current deposits 36 0
Property, plant & equipment 40 40
Intangibles 8,423 8,700
Right -of -use assets 215 69
Total non -current assets 8,714 8,809
Total assets 11,583 11,333
Trade and other payables 1,067 1,119
Contract liabilities 693 823
Employee entitlements (Current & NC) 505 504
Lease Liabilities (Current & NC) 233 92
Deferred tax liability 2 15
Total liabilities 2,500 2,533
Net assets 9,083 8,780

Notes

  • Maintaining a strong cash position (cash up 34% on pcp)

  • Debt free

FY25 Audited Annual Results

12

FY26 Outlook

Management is focussed on disciplined execution that fuels organic growth and unlocks operating leverage

FY26 Priorities:

  • extend strong earnings momentum

  • win >50 new school customers

  • ensure school customer retention >90%

  • preserve VET-in-Schools gross margin >90%

  • increase average customer value >7%

By concentrating resources on our core competencies in school-based digital learning, ReadCloud will deliver stronger, more predictable returns for shareholders

FY25 Audited Annual Results

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Investment Highlights

  • Large addressable markets in education present a deep pool of opportunity resilient to geopolitical and economic shocks

  • Operating leverage being unlocked by sustained revenue growth and disciplined cost control

  • Recurring revenue models with 90-95% retention rates

  • Market leading position in VET-in-schools

  • Proprietary technology enables global reach with sales in 6 countries

  • Exciting organic growth prospects on a self-funded and BAU basis

FY25 Audited Annual Results

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Corporate Snapshot

Corporate Snapshot Corporate Snapshot
ASX Code: RCL
Share Price (19 November 2025) $0.11
Market capitalisation (@ 11 cents) $16.9m
Shares on issue 153.6m
Options on issue (unlisted) 6.1m
Current cash (30 September 2025) $1.9m
Board & Management Board & Management
Cristiano Nicolli Non-Executive Chairman
Paul Collins Non-Executive Director
Jonathan Isaacs Non-Executive Director
Lars Lindstrom Non-Executive Director (Founder)
Andrew Skelton Chief Executive Officer
Darren Hunter Chief Information Officer
Luke Murphy Chief Financial Officer & Co Sec
Substantial Shareholders Substantial Shareholders
Board and management shareholdings* 22.7%
ThorneyGroup* 12.2%
Microequities Asset Management 8.7%
Hunmar Holdings/Darren Hunter* 4.9%
Lars Lindstrom 4.8%
Cyan Investment Management 4.0%
Top20 65.2%
*Includesindirectholdings

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FY25 Audited Annual Results

15

Disclaimer

This presentation has been prepared by ReadCloud Limited (“Readcloud”), based on information available as at the date of this presentation. The information in this presentation is provided in summary form and does not contain all information necessary to make an investment decision.

This presentation does not constitute an offer, invitation, solicitation or recommendation with respect to the purchase or sale of any security in ReadCloud, nor does it constitute financial product advice or take into account any individual’s investment objectives, taxation situation, financial situation or needs. An investor must not act on the basis of any matter contained in this presentation but should make its own assessment of ReadCloud as part of its own investigations. Before making an investment decision, investors should consider the appropriateness of the information having regard to their own objectives, financial situation and needs, and seek legal, taxation and financial advice appropriate to their jurisdiction and circumstances. ReadCloud is not licensed to provide financial product advice in respect of ReadCloud securities or any other financial products.

Although reasonable care has been taken to ensure that the facts stated in this presentation are accurate and that the opinions expressed are fair and reasonable, no representation or warranty, express or implied, is made as to the fairness, accuracy, completeness or correctness of the information, opinions and conclusions contained in this presentation. To the maximum extent permitted by law, neither ReadCloud, nor any of its officers, directors, employees and agents, nor any other person, accepts any responsibility and liability for the content of this presentation including, without limitation, any liability arising from fault or negligence, for any loss arising from the use of or reliance on any of the information contained in this presentation or otherwise arising in connection with it.

Forward looking statements

This presentation contains certain forward looking statements that are based on ReadCloud’s beliefs, assumptions and expectations and on information currently available to ReadCloud’s management. Such forward looking statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results or performance of ReadCloud to be materially different from the results or performance expressed or implied by such forward looking statements. Such forward looking statements are based on numerous assumptions regarding present and future business strategies and the political and economic environment in which they operate in the future, which are subject to change without notice. Past performance is not necessarily a guide to future performance and no representation or warranty is made as to the likelihood of achievement or reasonableness of any forward looking statements or other forecast. To the full extent permitted by law, ReadCloud and its directors, officers, employees, advisers, agents and intermediaries disclaim any obligation or undertaking to release any updates or revisions to information to reflect any change in any of the information contained in this presentation (including, but not limited to, any assumptions or expectations set out in the presentation).

The information presented in this presentation is subject to change without notice and ReadCloud does not have any responsibility or obligation to inform you of any matter arising or coming to their notice, after the date of this presentation, which may affect any matter referred to in this presentation. Images are illustrative only.

The distribution of this presentation may be restricted by law and you should observe any such restrictions.

FY25 Audited Annual Results

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