Final Results

Financial and operating highlights

• 2024 revenue of US$73.4 million, up 13% on 2023 (US$65.0 million). Audioboom's revenue growth is ahead of the IAB's 2024 industry growth forecast
• Annual adjusted EBITDA1 profit of approximately US$3.4 million, up US$3.8 million on 2023 (adjusted EBITDA loss US$0.4 million) and significantly ahead of the thrice upgraded 2024 market expectations
• Record quarterly adjusted EBITDA of US$2.1 million in Q4 2024, reflecting a record 10% adjusted EBITDA margin
• Significant growth of Showcase - our scalable, higher gross margin, tech-based, global advertising marketplace. Record revenue of US$23.1 million, up 56% on 2023 (US$14.8 million) and reflecting the Company's continued focus on growing its highest gross margin product. In 2024, the revenue contribution of Showcase increased to 32% (2023: 23%)
• 2024 RPM(2) (average revenue per 1,000 downloads) of US$62.41, up 40% on 2023 (US$44.44)
• Average 2024 monthly brand advertiser count of 8,414, up 9% on 2023 (7,727)
• Average 2024 global monthly distribution of 98 million downloads and video views (2023: 121.9 million) following Apple's iOS17 update which reduced and rebased download reporting materially across the wider podcast industry
• Group cash at 31 December 2024 of US3.9 million (31 December 2023: US3.7 million) with a further US$3.1 million available via a recently increased overdraft facility
• The Company anticipates record revenues and adjusted EBITDA profitability in 2025
• Q1 2025 trading update (announced today) details further revenue growth, significantly increased adjusted EBITDA profitability and record Q1 RPM and brand count

Key commercial developments

• Signed a multi-year partnership with Triton Digital to utilise TAP, a technology tool to further scale and optimise advertising inventory in Showcase and support the next phase of growth in our marketplace
• Signed a multi-year commercial deal with Voxnest, as a major buy-side partner in Showcase to increase demand for the marketplace
• Multi-year partnership renewals with key creators including Tim Dillon, The Bulwark Network, Cryptic County, No Such Thing As A Fish and Kendall Rae. These shows contribute more than 11 million downloads per month to the Audioboom Creator Network
• Further reduction of more than US$3.0 million of annual minimum guarantee obligations beginning Q1 2025, with further reductions to our minimum guarantee exposure expected throughout 2025
• Ended 2024 as the 4th largest podcast publisher in the US on the Triton Digital ranker, as well as 4th in Australia, 3rd in Canada, 2nd in New Zealand and 7th in Latin America - highlighting the platform's global scale

Post year-end highlights

• Launched a new partnership with Sounder to equip Showcase with Artificial Intelligence capabilities. Showcase will utilise AI to expand our work with global blue-chip brands through contextual ad targeting and brand safety controls
• Expansion of the Audioboom Creator Network through new tier one content partnerships, including Reading Reddit, Smosh Mouth, Not Loveline, Take It Easy, Small Town Dicks, The Honeydew Podcast and Aware and Aggravated. These shows are expected to contribute more than five million downloads and YouTube views per month to the Audioboom Creator Network in 2025
• Renewed key contracts with leading podcasts in our creator network including Lights Out, The Sesh, The Cycling Podcast, Soder and Mile Higher. These shows are downloaded and viewed more than 15 million times each year
• Increased our investment in the UK podcast market through a partnership with Hat Trick Productions - the company behind Have I Got News For You - and hired into our UK sales team to further develop our brand partnerships at major UK advertising agencies
• The Company has currently contracted revenue of more than US$63 million for 2025, through advance advertising bookings, US$8 million more than at the same point last year

2Previously referred to as eCPM, this KPI has been renamed RPM (Revenue Per Mille) to align with industry standards. There has been no change to the calculation

CHAIRMAN'S STATEMENT

I am pleased to introduce these annual results which reflect upon the Company's return to growth and profitability in 2024, having demonstrated its resilience during a challenging 2023, and which highlight a strong start to 2025 in what is anticipated to be a record year ahead for revenue and profit performance.

Whilst the return to revenue growth in 2024 was welcome, even stronger potential growth was constrained by changes brought about by Apple's iOS17 update which impacted download numbers (and associated revenue) materially across the wider podcasting market. It is testament to the Company's business model that it was able to withstand these headwinds and suffered less impact than many of its competitors. Growth in other KPIs and areas of focus within the business once again led to increased market share and reinforced the Company's position as one of the world's largest independent podcast companies in an industry that continues its rapid maturity into mainstream media. It has been particularly pleasing to see the outstanding growth in our highest gross margin offering, Showcase, which resulted in us delivering adjusted EBITDA materially ahead of market expectations.

The Board is confident that the business is well placed to deliver upon expectations for record revenues and adjusted EBITDA profitability across 2025, and is fully primed for further future growth beyond this year.

In his CEO Review, Stuart Last provides further detail around the Company's strategy and focus, component parts of the business, operational and financial performance, the start to 2025 and the outlook for the future.

I would like to take this opportunity to thank the entire Audioboom team for their continuing professionalism and commitment, and also to thank our shareholders and partners for their loyalty and vision in supporting Audioboom as it continues to grow.

Michael Tobin OBE

Chairman

CHIEF EXECUTIVE OFFICER'S REVIEW

Introduction

2024 was another successful year in the development of Audioboom as the world's leading independent podcast platform. Once again, we delivered double-digit revenue growth - continuing our streak of outpacing industry growth and capturing market share in the US and UK. During the year we outperformed adjusted EBITDA guidance four times, and demonstrated the strength of our business model in the final quarter of the year by delivering an adjusted EBITDA margin of more than 10%.

Key to our success was the continued growth of Showcase - our global ad tech marketplace which provides an efficient route for brands to advertise at scale and ensures podcasters on the Audioboom Creator Network maximise the value from their content. We created record levels of supply and bolstered our internal brand advertising team, expanding our work with blue-chip brands who utilise Showcase to target audiences. This led to Showcase delivering more than 5 billion ads during the year and growing its revenue by 56% versus 2023.

The podcast industry returned to growth in 2024 following a global advertising market recession that impacted the market throughout the previous 18 months. Although brands returned to podcasting and budgets improved, the industry faced further challenges in light of unexpected changes to how Apple's podcasting app downloaded content. This led to a sharp and material decrease in download numbers across the industry and, frustratingly, despite our strong progress in 2024, we estimate this change to have restricted our revenue opportunity by approximately US$15 million during the year.

Our mission to power podcasting for creators was at the heart of our growth plans as we launched new technology, tools and services for our podcast partners. We consolidated our position as the leading global independent podcast publisher, as well as the leading global pure-play podcast publisher.

We are confident the momentum we saw across 2024 will continue in 2025 with increased pricing and higher demand for our inventory, and with more than US$63 million of advertising sales booked at the time of this report, we are confident in delivering our sales goals. Our continued focus on high-quality revenue, through improved podcaster contracts and our higher-margin Showcase advertising product, will drive higher profitability. We're excited to deliver record performance for Audioboom in 2025.

Strategy

Audioboom powers podcasting. Our platform connects the world's best audio and video podcast content with advertisers, and then distributes it to audiences globally. We are an indispensable component in podcasting's three-sided marketplace of audience, advertiser and creator. Each is important to the successful growth of the medium individually - but they require Audioboom at the centre to connect them all, to ensure they operate effectively and to extract maximum value for all.

The Audioboom platform is efficient and scalable. Today it handles more than 8,000 content channels, 10,000+ advertisers, and receives around 100 million downloads and views monthly by a unique audience of more than 38 million.

Our growth strategy continues to focus on the expansion of the Audioboom Creator Network where we platform the world's leading podcasts. We develop technology and commercial products to optimise the value of that content.

Audioboom has developed three clearly differentiated products to support this content growth:

- Premium Advertising, in which leading podcast hosts endorse products and brands to their engaged audience natively within their shows. These ads drive actions in the form of attributable product sales or awareness. This advertising product is highly effective - the combination of trusted influencers, engaged audiences, and third-party attribution data - and enables campaigns to be sold at a premium price point. Our Premium ad product - sold exclusively by our in-house sales teams in the UK and the US - is a key driver of revenue for the business, contributing more than 54% of Group revenue in 2024.

- Showcase is our automated ad tech-driven marketplace which launched in 2021 and executes advertising campaigns through Dynamic Ad Insertion (DAI). Our ad tech consolidates the large supply of advertising inventory we create and exposes it to a portfolio of demand channels which include international monetisation partners, a self-serve campaign booking platform, and a programmatic ecosystem of demand-side platforms (DSPs) used by the biggest advertising buyers in the world. 2024 was a very successful year for Showcase - more than 5 billion advertising impressions were sold in the marketplace (up from 3.3 billion in 2023), it delivered more than 56% revenue growth and contributed 32% of the Group's revenue (vs 23% in 2023).

• Sonic is our brand platform focused on providing tools and services directly to podcast advertisers. The platform enables brands to execute high-value advertising campaigns across the world's biggest podcasts, and provides partners with market-leading insights and ROI data. Sonic has been a key pillar of Audioboom for the past four years contributing approximately 14% of Group revenue in 2024.

Key Performance Indicators

• RPM (revenue per 1,000 downloads) in 2024 of US$62.41, up 40% (2023: US$44.44)

RPM is a measure of the value we extract from every 1,000 downloads on the platform, and how we optimise the supply of available advertising inventory. Growth drivers for this KPI include: increasing fill rates; increasing pricing; and increasing available inventory per download. Strong 40% annual growth in RPM was delivered mostly through inventory creation - we generated 10.5 available advertising impressions per download in 2024 versus 7.2 per download in 2023. A strengthening monetisation model and higher demand season led to record quarterly RPM in Q4 of US$75.62 (Q4 2023: US$58.82).

• Average monthly brand advertiser count of 8,414 in 2024, up 9% on 2023 (7,727)

Brand advertiser count measures Audioboom's active customers across our advertising products. Key drivers of this KPI include: the expansion of Showcase marketplace; addition of new content genres to widen brand appeal; development of relationships with new brands and agencies; overall market growth and expansion of brands advertising in podcasts. The early traction of our newly launched brand advertising team focused on developing partnerships with global blue-chip brands, together with an improving advertising market, led to 9% annual growth in this metric, and a record 10,165 customers in November 2024, our highest demand month.

• Distribution in 2024 down 18% to 99.9 million (121.9 million in 2023)

Distribution is a measure for the scale of our platform in terms of audio downloads and video views. It enables accurate comparisons to be drawn with our competitors. Distribution drivers include; organic audience growth of existing podcasts in our network and the expansion of our network through the signing of new creator partners. Apple's iOS17 update removed automatic downloading of back-catalogue content, negatively impacting downloads across the industry in 2024 by an average of 32%. Audioboom proved more resilient than the wider industry with our distribution impacted by approximately 18%. The effects of this change will be seen on a year-over-year basis through Q1 2025, however, Audioboom is positive that this change in consumption data will provide long-term revenue upside opportunities due to the increased return-on-investment brands advertising in podcasting will see through more accurate audience data.

Overview of the Market

Podcasting returned to growth mode in 2024 following a challenging 2023 as audience numbers and audience engagement levels continued to build - people love podcasting and that is highlighted in key data points1:

• 70% of Americans age 12+ have listened to a podcast
• 51% of those Americans age 12+ have watched a podcast
• 73% of Americans have consumed a podcast in either audio or video format, representing an estimated 210 million people
• 55% of Americans age 12+ are now monthly consumers of podcasts

This continued audience and consumption growth is leading to expanded revenue opportunity for the industry through advertising sales, and podcasting's total addressable market is expected rise to US$16 billion in 2030 - up from US$4 billion in 20242. Audioboom is primed to capture a growing share of this value.

Audioboom has consolidated its position amongst the world's leading podcast businesses, highlighted by the trusted measurement services - Triton Digital's Podcast Reports and Edison's Top Podcast Networks chart:

• In Triton Digital's US ranker Audioboom ranks as the third largest publisher in terms of unique audience reach,
• In Edison Research's 2024 list of largest podcast networks, Audioboom ranks as the fifth, only beaten by Spotify, SiriusXM, Amazon and iHeartMedia. Edison's list is the only ranker that measures all podcast companies.

While 2024 did not bring the expected uptick in M&A activity in the sector - the only notable transaction being the acquisition and consolidation of the advertising agencies Veritone One and Oxford Road by private equity firm Insignia Capital - we are anticipating that the structural growth of the medium and a healthier advertising market will create improved sentiment and increased M&A activity in the sector. Audioboom's business model, structure and performance continues to provide strong optionality on our future path. Our global scale, ownership of technology and commercial services will make us an attractive proposition for strategic acquirers looking to fast-track a leadership position in podcasting. Alternatively, our platform model positions us to explore accelerated growth as an independent business through targeted consolidation. Success in making acquisitions will to some extent be dependent on where our share price is so that we can effectively use our equity in an accretive manner. As always, the Board will continue to strive to deliver maximum shareholder value.

1Source: Edison Research Infinite Dial study 2025

2Source: Grand View Research, Podcast Market Size, Share, Trends & Growth Report 2030

Financial Review

Audioboom returned to growth mode in 2024 recording total revenue of US$73.4 million, up 13% on 2023 (US$65.0 million) and reflecting the return of brands advertising in the sector following a challenging 2023. The Company benefitted from the many operational improvements and enhancements implemented during 2023 and 2024, delivering a return to adjusted EBITDA (earnings before interest, tax, depreciation, amortisation, share based payments, non-cash foreign exchange movements and before exceptional items, including the provision for, and losses on, two onerous contracts) profit in 2024 of US$3.4 million, up US$3.8 million on 2023 (adjusted EBITDA loss of US$0.4 million), having upgraded adjusted EBITDA market expectations four times. Audioboom recorded a record quarterly adjusted EBITDA profit of US$2.1 million in Q4 2024, reflecting a record 10% adjusted EBITDA margin for that quarter.

In 2024, as in the prior year, the vast majority of Group revenue (98%) was generated in the United States - which is the largest and most developed market for podcasting. In 2024, Premium revenue grew by 10% year on year to US$39.7 million (2023: US$36.1 million), contributing 54% of total revenue (2023: 55%). There was exceptional growth once again in Showcase revenue, which increased 56% year on year to US$23.1 million (2023: US$14.8 million), contributing 32% of Group revenue (2023: 23%) due to inventory increasing by over 50%. Sonic Integrated Marketing revenue decreased by 26% year on year to US$10.5 million (2023: US$14.2 million), contributing 14% of Group revenue (2023: 22%) due to the reduction in the average number of brands spending with Sonic to 5 brands in 2024 (2023: 7). The Group continues to focus on higher quality revenue generating higher gross margins.

The Group recognised an improved gross margin in 2024 of 21.5%, excluding the impact of onerous contracts (2023: 17%), with the gross margin increasing as the year progressed. Gross margin by quarter was as follows: Q1 2024: 16%, Q2 2024: 18%, Q3 2024: 20% and Q4 2024: 24%. This improvement in gross margin reflects the seasonality of revenue recognised, as the second half of the year is typically stronger than the first half. In addition, the seasonality of revenue recognised means that podcast contracts with minimum guaranteed ("MG") revenue share for podcast creators have invariably met the MG requirements as we enter the latter stages of the year and, therefore, a lower level of MG "true-ups" are required in the second half of the year and a higher gross margin is recognised. In 2023, during the advertising market downturn, lower sales revenue resulted in the Company needing to utilise its share of advertising revenue to satisfy a small number of podcaster MGs, which in turn impacted the gross margin recognised. In 2024 no further loss-making, onerous contracts were recognised, with the two onerous contracts provided for in 2023 expected to roll out of contract on 31 January 2025 and 31 December 2025 respectively.

The Company continued to control overheads very well during the year and we continue to align staff globally to ensure that every employee contributes to the growth of the business. This is in important point when assessing our performance, with an opex base which is not expected to materially increase in the coming years - as revenue continues to grow, more of it will flow through to profitability and in 2026, once our onerous contracts have expired, into cash generation. The Company was able to report opex (excluding interest, tax, depreciation, amortisation, share based payments, non-cash foreign exchange movements and material one-off items) of US$11.0 million, just 6% higher than in 2023 (US$10.4 million). We continue to monitor the cost base closely and align it to the Company's operational demands and this will continue into 2025 as we focus on areas that we believe can drive further revenue growth. The average headcount for 2024 was 40 (2023: 39) and this is not expected to materially increase during 2025.

The total profit before tax for the year was US$0.9 million, a significant improvement on the prior year (2023: US$16.8 million total loss before tax) mainly due to the US$7.4 million provision for the future estimated net loss of the two onerous contracts and the US$5.1 million loss incurred on those contracts in 2023. The Company saw a cash inflow from operating activities of US$0.1 million (2023: cash outflow of US$4.5 million), mainly due to the improvement in trading year on year. The Company continues to operate an extremely efficient working capital cycle which is now well established in terms of processes built and refined over the last six years. Debtor collections continue to be strong and, over the last five years, collections have averaged 96% of revenue recognised in the year. In 2024, debtor days of 82 are reported, 1 higher than the 81 reported in 2024 - we continue to remain below our ongoing debtor day target of 90 days. The Company continues to incur very minimal bad debt write offs (US$0.1 million in both 2024 and 2023) and average payable days increased to 82 in 2024 from 68 in 2023, reflecting the return to revenue growth in Q4 2024 which led to an increase in year-end partner payments that have been satisfied in Q1 2025.

The Company ended 2024 with cash of US$3.9 million. In addition, the Company had access to a US$3.1 million overdraft facility with HSBC which was increased from US$1.9 million in November 2024. Therefore, the Company had access to circa US$7.0 million going into 2025, with the Company being fully funded for its current growth trajectory.

Outlook

2025 is set to be a record year for Audioboom, and - as highlighted in our Q1 2025 Trading Update released today - we have made a positive start in the first three months, delivering 10X adjusted EBITDA growth (US$0.7 million vs. Q1 2024: US$0.07 million).

We are focused on creator partnerships that generate higher quality revenue for the business and as such we must be disciplined in our approach to our contracting. This may slow-down top-line growth on occasion, but is important to maintain our good health - as such, in the first quarter we intentionally relinquished a number of lower performing contracts, replacing them with higher-quality revenue that will drive profitability. So while our Q1 revenue of US$17.3 million had a lower growth rate (up 1% vs 2024: US$17.1 million) it was exactly what we needed in order to achieve our 2025 goals. I do expect our revenue growth rate to accelerate through upcoming quarters as key new content partnerships including Smosh Mouth and Reddit Stories come online.

In 2025 our main investments will once again be into our sales operation, specifically the growth of our brand awareness team tasked with bringing a new group of blue-chip customers to Audiobooom. During the first quarter we made the first of those investments with the hiring of Liv Suco, formerly of Global Media and Sony Music Entertainment, to drive our sales in the UK.

Showcase continues to grow strongly (Q1 2025 up 36% vs Q1 2024), and our recently announced partnerships will provide strong revenue upside in 2025. Our implementation of Triton Digital's TAP technology will optimise inventory management and targeting capabilities, while our commercial partnership with Voxnest will increase the exposure of our advertising inventory to demand side platforms. Our integration with Sounder will use AI to provide brand safety guidance to customers - imperative to striking deals with blue chip brands globally - as well as enabling us the ability to offer contextual ad targeting to our customers at a premium price point.

Audioboom is striving to build the world's leading podcasting business, and I am pleased with the start we have made in 2025 as we focus on delivering a record year for the business. We therefore remain confident in at least meeting market expectations for the current financial year and beyond. I would like to thank our creators, clients, customers and partners, as well as our incredibly talented Audioboom team and our supportive shareholders.

Stuart Last

Chief Executive Officer

AUDIOBOOM GROUP PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

All results for both periods are derived from continuing operations.

AUDIOBOOM GROUP PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

The accompanying accounting policies and notes form an integral part of these financial statements.

These financial statements for Audioboom Group plc (Jersey company registration number 85292), which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Consolidated Statement of Cash Flow, the Consolidated Statement of Changes in Equity and related notes 1 to 22 were approved and authorised for issue by the Board of Directors on 8 April 2025 and were signed on its behalf by:

Brad Clarke

Chief Financial Officer

AUDIOBOOM GROUP PLC

CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2024

Share premium

Issue cost reserve

The issue cost reserve arose from expenses incurred on share issues.

Reverse acquisition reserve

Foreign exchange translation reserve

Retained earnings

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

ACCOUNTING POLICIES

General information and basis of preparation

New and amended IFRS Accounting Standards that are effective for the current year

• IAS 1: Further amendment to the Classification of Liabilities as Current or Non-Current;
• IFRS 16: Lease Liability in a Sale and Leaseback;
• IAS 1: Non-current Liabilities with Covenants; and
• IAS 7 and IFRS 7: Supplier Finance Arrangements.

New and revised IFRS Accounting Standards in issue but not yet effective

• IAS 21: Lack of Exchangeability.

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

ACCOUNTING POLICIES (continued)

Key accounting policies

Going concern

The financial statements have been prepared on the going concern basis, which assumes that the Group will have sufficient funds to continue in operational existence for at least twelve months from the date of approval of the financial statements. The Group ended the year with access to US$3.9 million of cash and a US$3.1 million HSBC overdraft remaining available to draw down. The overdraft is subject to an annual renewal process and has a renewal date of 30 May 2025. At the date of this report, there is no indication that the HSBC overdraft will not be renewed, but should the HSBC overdraft not be renewed, then the Board believes that it would be able to obtain alternative financing options that can be called upon, if required. The Board's forecasts for the Group, including due consideration of the business forecasting an increase in adjusted EBITDA profit in 2025, projected increase in revenues and cash utilisation of the Group, and taking account of reasonably possible adverse changes in trading performance, including changes outside of expected trading performance, indicate that the Group will have sufficient cash and financing facilities available to continue in operational existence for the next 12 months from the date of approval of the financial statements and beyond. This includes considering those partner contracts that have minimum guarantees attached to them and assessing whether there will be any adverse effect should there be prolonged adverse trading performance. Based on the Board's forecasts, the Group considers that it will not require additional funding for the foreseeable future for the purposes of meeting its liabilities as and when they fall due. The Board believes that the Group is well placed to manage its business risks, and longer-term strategic objectives, successfully.

Revenue

l Sale of advertising: the value of goods and services is recognised on broadcast of the podcast

The Directors have considered the requirements of IFRS 15 in respect of multiple performance obligations within one contract and have not identified any such instances. There are no contracts which incorporate variable or contingent consideration.

The Group entities, Audioboom Limited and Sonic Integrated Marketing, are both considered to be the principal entity in terms of revenue recognition. The entities set or communicate the advertising pricing that is required to advertise on represented podcast content, contract directly with the brand or agency to secure the advertising and confirm the date at which that advertising will be allocated. The entities are also responsible for invoicing and collecting payment from customers who have booked advertising slots and furthermore bear inventory risk associated with advertising slots acquired but not sold. For those podcast partners who have minimum revenue guarantees as part of their contractual terms, should insufficient advertising be sold to cover the minimum guaranteed revenue to generate a profit on the contract, there is a risk that an onerous contract provision be required once a loss on the contract be deemed reasonably certain.

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

ACCOUNTING POLICIES (continued)

Content partner minimum revenue guarantees

In order to attract and retain leading podcast partners, the Group offers certain partners minimum revenue guarantees ("MG") over the life of the agreement between the parties. The MG offers guaranteed revenue over the life of the agreement in the form of monthly payments and/or an upfront advance payment, which is then recouped over the life of the agreement, thus reducing future expected payments proportionally. The MGs provided secure the right of access to future content and therefore the expenditure in relation to these guarantees is recognised over the term of the contract, as this is the period over which the content providers' obligations are discharged to the Group and accordingly the basis on which the Group consumes the benefit of these obligations. In accordance with IFRS 9, no liability is recognised at the date of the contract as the MG relates to future performance obligations of the content provider.

Foreign currency

Property, plant and equipment

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

ACCOUNTING POLICIES (continued)

Leases

Cash and cash equivalents

Basis of consolidation

Share based payments

Warrants

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

ACCOUNTING POLICIES (continued)

Current and deferred taxation

Deferred tax liabilities are generally recognised for all taxable temporary differences.

Financial Instruments

Financial assets

Financial liabilities

Equity instruments

Instruments classified as equity are measured at cost and are not remeasured subsequently.

Adjusted EBITDA presentation

Certain costs incurred in the year have been excluded from the non-GAAP adjusted EBITDA calculation so as to present revenue and costs directly attributable to the normal course of business performance. Those costs excluded include interest, tax, depreciation, amortisation, share based payments, non-cash foreign exchange movements, material one-off items, and onerous contract provisions and losses incurred, all of which are not deemed to be in the normal course of business.

Critical accounting judgements

Revenue

The Group entities, Audioboom Limited and Sonic Integrated Marketing, are both considered to be the principal entity in terms of revenue recognition. The entities set or communicate the advertising pricing that is required to advertise on represented podcast content, contract directly with the brand or agency to secure the advertising and confirm the date at which that advertising will be allocated. The entities are also responsible for invoicing and collecting payment from customers who have booked advertising slots and furthermore bear inventory risk associated with advertising slots acquired but not sold. For those podcast partners who have minimum revenue guarantees as part of their contractual terms, should insufficient advertising be sold to cover the minimum guaranteed revenue to generate a profit on the contract, there is a risk that an onerous contract provision be required once a loss on the contract be deemed reasonably certain.

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

ACCOUNTING POLICIES (continued)

Minimum guarantees

The Group offers contracts of between one and three years to secure advertising representation of third party podcast partners. The contracts can include commitments to pay Minimum Guarantee (MGs) revenue shares over the contractual period to the third party. Should the revenue share generated not be above the MG contractual amount, the Group will need to true up the revenue share payments to the MG level. The Group continually assesses its exposure to onerous contracts by assessing contractual MGs (see note 18 for further detail on MGs contracted at the year end).

Onerous contract provisions

The Group continually assesses its exposure to onerous contracts by assessing contractual minimum guarantees versus future revenue and growth expectations. Should future revenue and growth expectations be lower than previously anticipated which take a partner contract into a loss-making scenario, a provision will be created using a range of growth scenarios to estimate the total estimated net loss of the contract.

Share based compensation

Warrants

The Group has issued warrants to certain third parties. Warrants are measured at the fair value of the service provided with reference to comparable cash settled transactions or appropriate valuation methodologies at the date of grant, with the charge being recognised within the statement of comprehensive income over the period of service to which the grant relates.

IFRS 16: Leases

Bad debt provision

The Group creates a specific bad debt provision for all debtors which are over 365 days old and reviews all debtors on a continual basis, providing for any under 365 days which are not deemed to be recoverable. The Group utilises the expected credit loss model to calculate an appropriate bad debt provision, which incorporates an assessment of historical losses in deriving a provision to be recognised against the likelihood of future bad debt. Such an assessment requires the application of judgement, and bad debts may materially exceed the amount provided for at the reporting date. Refer to note 11.

Recognition and measurement of deferred tax assets

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

ACCOUNTING POLICIES (continued)

Key areas of estimation uncertainty

Minimum guarantees

The Group continually assesses its exposure to onerous contracts by assessing contractual MGs (see note 18 for further detail on MGs contracted at the year end). There is an element of uncertainty with all contracts signed as they are based on future expected revenue generation and if the future performance does not meet expectations, it may result in a material cash outflow and the recognition of expected losses in the financial period in which the contract is considered to become onerous.

Onerous contract provisions

A weighted average of the different growth scenarios will be used as the performance of future advertising markets and the specific show under review can only be estimated at the balance sheet date. A weighted average cost of capital discount factor has been applied to future revenues to discount the provision to current value. The revenue, net loss and projected net loss of the contract are disaggregated within the consolidated statement of comprehensive income so that the specific impact of onerous contracts and provisions recognised in relation to them is clear to users of the financial statements. No other overheads or costs will be included in the provision assessment because the main cost of the contract is the revenue share owed to the partner. The onerous contract provision calculations are estimates and actual outcomes may be materially different to the value of provision estimated.

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

The Directors consider the Group to operate within one operating segment, content related revenue, and consequently expenditure and balance sheet analysis is not presented between advertising and subscription services.

Premium, Showcase and Sonic Integrated Marketing advertising revenue are all recognised at a point in time, i.e. when the podcast episode is broadcast. Subscription fee revenue is recognised over time, i.e. when the subscription payment is made by the customer for the relevant subscription period.

Geographical information

The Group's revenue from external customers by geographical location is detailed below:

The Group invoiced one customer who represented more than 10% of the reported revenue (19% of the total invoiced). The customer is an advertising agency and represents a number of brands, thus reducing the customer concentration.

Operating profit for the period has been arrived at after charging the following:

Details of Directors' remuneration are set out in the Remuneration Committee Report in the 2024 Annual Report.

The Company has a US$3.1 million overdraft facility with HSBC. This overdraft facility was extended from US$1.8 million in November 2024. The overdraft is subject to an annual renewal process and has a renewal date of 30 May 2025.

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

TAXATION

Tax reconciliation

The taxation charge on the loss for the period differs from the amount computed by applying the corporation tax rate to the profit / (loss) before tax for the following reasons:

The Group has carried forward UK losses amounting to US$39.1 million as of 31 December 2024 (2023: US$40.8 million). The gross amount of losses upon which the deferred tax asset has been recognised amounts to US$7.8 million (2023: US$7.9 million). This is based on expected utilisation of future taxable profits as estimated by the Directors. The deferred tax asset is expected to be utilised within three years. Refer to the Recognition and measurement of deferred tax assets accounting judgement detail in the accounting policies section for further disclosure.

There was a deferred tax liability of US$nil (2023: US$nil).

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

PROFIT PER SHARE

IAS 33 requires presentation of diluted EPS when a company could be called upon to issue shares that would decrease earnings per share, or increase the loss per share. For a loss-making company with outstanding share options, the net loss per share would be decreased by the exercise of options. Therefore, as per IAS33:36, the anti-dilutive potential ordinary shares are disregarded in the calculation of diluted EPS in 2023.

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

PROPERTY, PLANT AND EQUIPMENT

Furniture &

Included in the Group's trade receivable balance are debtors with a carrying amount of US$1.1 million (2023: US$2.2 million) which are past due at the reporting date.

Accrued income carried forward into 2024, that will reverse fully in 2025, is US$0.4 million (2023: US$0.4 million).

As at 31 December 2024 the lifetime expected loss provision for trade receivables was:

As at 31 December 2023 the lifetime expected loss provision for trade receivables was:

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

RIGHT OF USE ASSET LEASES

Office Lease Total

US$'000

=========

Set out below are the carrying amounts of lease liabilities and the movements during the period:

The following are the amounts recognised in the statement of comprehensive income:

The Company recorded total cash outflows for leases of US$302,000 in 2024 (2023: US$481,000).

The following are the total value of the commitments on an undiscounted basis:

RELATED PARTY TRANSACTIONS

Key management personnel remuneration

See the Remuneration Committee Report for details relating to key management personnel remuneration during the year. Key management during the year being Stuart Last, CEO and Brad Clarke, CFO.

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

SHARE-BASED PAYMENTS

The options outstanding at 31 December 2024 had a weighted average exercise price of £2.600, and an average remaining contractual life of 7 years. The inputs into the Black-Scholes model are as follows:

Expected volatility was determined by assessing the share price volatility from the current year. The Group recognised total expenses of US$1.369 million related to equity-settled share-based payment transactions for the year ended 31 December 2024 (31 December 2023: US$2.807 million).

At the period end, the Company had in issue outstanding share warrants for a total of 37,500 shares (2023: 170,000 shares) with a weighted average exercise price of £3.30 (2023: £2.74). All 37,500 (2023: 170,000) of the warrants were exercisable at the period end.

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

CONTENT PARTNER MINIMUM GUARANTEES

As at 31 December 2024, of the US$29.3 million (2023: US$33.0 million) total minimum guarantee amount committed to expenditure, US$8.0 million (2023: US$18.5 million) relates to the two onerous contracts provided for detailed in note 19.

The amounts detailed below are undiscounted.

ONEROUS CONTRACT PROVISION

A provision was recognised in 2023 in relation to two partner contracts. As advertising markets performed below the expectations previously modelled for these agreements, it was assumed that it was unavoidable that the contracts will generate a loss through to their conclusion on 31 January 2025 and 31 December 2025 respectively. The contracts, which were both negotiated in early 2022 during buoyant podcast advertising market conditions, recorded a net loss of US$4.1 million in 2024 (2023 net loss: US$5.1 million) and in light of revenue growth being lower than projected at the previous reporting date it is considered likely that they will continue to be loss making through to their conclusion.

A provision was therefore created for the estimated total contract loss with the trigger point being future revenue and growth assumptions for the shows being lowered due to the advertising markets being more challenging for longer than anticipated during 2023 and 2024. Consequently, the ad rates that have been, and are likely to be, commanded for the contract are likely to be lower than those previously assumed.

In estimating the potential net loss of the contracts, high, medium and low growth projections have been used to estimate the total net loss of the contracts. The provision has been recognised as, even under the high growth scenario, it is estimated that the contracts will incur a net loss due to insufficient time and opportunity to derive sufficient revenue growth for the contracts to generate a profit before their expiration on 31 January 2025 and 31 December 2025 respectively. A weighted average of the different growth scenarios has been used as the performance of future advertising markets and the specific shows can only be estimated at the balance sheet date.

It has been deemed appropriate to disaggregate the revenue, net loss and provided for projected net loss of this contract within the consolidated statement of comprehensive income in order to detail revenue and gross margin which reflects the performance of the underlying business. No overheads or other costs have been included in the provision assessment because the main cost of the contract is the revenue share owed to the partner.

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

ONEROUS CONTRACT PROVISION (continued)

The following are the amounts recognised in the statement of comprehensive income:

CONTRACT SETTLEMENT AND COSTS

Total legal costs and settlement fee of US$0.5 million were incurred during the year in relation to a third party's dispute with a third-party podcast partner in which Audioboom was a named party. US$0.5 million has been recognised as an expense in the comprehensive statement of consolidated income. There were no previous provisions or other amounts charged or used in the current or prior period. It represents the actual costs incurred during the year and there are no further costs expected to be incurred in relation to the settled dispute.

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

FINANCIAL INSTRUMENTS

Capital risk management

The Group manages its capital to ensure that entities in the Group will be able to meet their financial obligations as they arise while maximising the return to stakeholders. The capital structure of the Group consists of cash and cash equivalents and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained earnings as disclosed in the consolidated statement of changes in equity. As at the period end, the Group did not have any external borrowings and was not subject to externally imposed capital requirements. On 14 April 2022, the Company secured a £1.5 million overdraft with HSBC and this was extended to £2.5 million on 29 November 2024.

Categories of financial instruments

Financial and market risk management objectives

Currency risk management

Interest rate risk management

Credit risk management

AUDIOBOOM GROUP PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

FOR THE YEAR ENDED 31 DECEMBER 2024

FINANCIAL INSTRUMENTS (continued)

The ageing of trade receivables (US$'000s) as at 31 December 2024 was:

Liquidity risk management

Fair value of financial instruments

POST BALANCE SHEET EVENTS

There are no post balance sheet events as at the date of this report.