DXS International plc ((AQSE: DXSP) – Final Results

DXS INTERNATIONAL PLC

(AQSE: DXSP)

ANNUAL RESULTS
for the year ended 30 April 2025

The Board of DXS International plc (“the Company”), the AQSE Growth Market quoted healthcare information and digital clinical decision support systems provider, is pleased to announce its audited Final Results for the year ended 30 April 2025.

Financial highlights:

• Revenue increased by 5% to £3,469,917 (2024: £3,308,359).
• Core recurring revenue model remains resilient.
• Available cash at the period end was £428,957 plus unutilised debtor drawdowns of £245,043 (2024 £469,617).
• Loss for the year of £94,750 (2024: Loss of £4,738,686: a combination of increased amortisation of £1,020,916 and impairment of £4,378,114). The R&D tax credits were down – from £212,964 – 2024 to £80,398 -2025 – due to HMRC’s new restrictions for companies claiming R&D tax on overseas development.

Operational highlights:

• SMART Referrals – Next-Gen, our customer-driven SMART Referral replacement for the existing DXS Point of Care solution, is now being deployed to selected GP practices for final user acceptance testing – a major milestone for the company. Combined with the anticipated renewal of the delayed NHS central funding in April 2026, this represents a significant revenue growth opportunity for 2026 /27.
• Secondary Care – Our SMART Referral solution, customised for each specialty unit, continues to reduce referral rejections and patient waiting times. Building on this success, DXS is piloting new functionality that automatically populates specialty unit systems with referral data – eliminating manual entry and improving efficiency. Early results from the live pilot are extremely positive, creating new revenue opportunities in secondary care, with a strong return on investment potential for hospitals and speciality units.
• Medicine Optimisation – Our ExpertCare Medicine Optimisation solution recently completed an Innovate UK funded 18-month evaluation in collaboration with Health Innovation East and the University of York. The formal evaluation, conducted by the York Health Economics Consortium (YHEC) and concluded in July 2025, demonstrated an excellent return on investment for the NHS in the management of hypertension – a key priority in Cardiovascular Disease (CVD) prevention. The Innovate programme also funded the development of a Cholesterol Module to further enhance the ExpertCare algorithm.

Post-Period

Expired Share Options have been replaced for Directors and DXS senior management, and expired Warrants have been replaced for various Advisors.

Outlook
The NHS continues to face significant pressure to reduce waiting times and address the growing challenge of CVD. Within its Ten-Year Digital Transformation Plan, the NHS has identified digital innovation and preventive care as key priorities, with targeted funding directed toward high-impact, technology-driven solutions.

David Immelman, Chief Executive of DXS, commented:

“At DXS, we understand how frustrating revenue growth delays have been for our loyal shareholders. There are however clear signs that the NHS is turning the corner with a commitment to invest in digital technology as a solution to the issues that the NHS is facing. This is why DXS management and employees have remained focused on our strategy of delivering best of breed solutions with a clear and evidenced ROI to the NHS.”

The Directors of DXS International plc accept responsibility for this announcement. This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended).

Contacts :

David Immelman        01252 719800
DXS International plc
www.dxs-systems.com

AQSE Corporate Broker and Corporate Advisor
Hybridan LLP        020 3764 2341
Claire Louise Noyce

Notes to Editors

About DXS:
DXS International is a UK-based digital health technology company that develops advanced clinical decision support and medicines optimisation solutions widely used across the NHS, particularly in primary care. Its software delivers evidence-based treatment guidelines and recommendations – sourced from Clinical Commissioning Groups and other trusted NHS authorities – directly to doctors, nurses, and pharmacists within their clinical workflow. By enabling better-informed decisions at the point of care, DXS helps improve patient outcomes, enhance safety, and support the NHS in achieving its efficiency and cost-saving objectives

The following information is extracted from the DXS International plc audited accounts for the year ended 30 April 2025.

CHAIRMAN’S REPORT

The Board announces its results for the year ending 30 April 2025.

It is with ongoing enthusiasm and renewed confidence that I share this update. While continued changes to government and NHS funding programmes have continued to influence our pace of growth, DXS has remained focused on delivering outstanding service, advancing our innovative healthcare solutions, and building new commercial relationships across the NHS.

We are encouraged to see positive signs of renewed activity within the NHS, with funding and decision-making pathways beginning to reopen after a long period of constraint. This shift creates a stronger environment for growth and collaboration moving forward. GPIT Futures was originally meant to be renewed by March 2023 and was delayed until March 2024, then delayed again and has now committed to being in place by 1 April 2026.

For the year ending 30 April 2025, turnover rose by 5% to £3,469,917 (2024: £3,308,359), with a loss of £94,750 (2024: Loss of £4,738,686: a combination of increased amortisation of £1,020,916 and impairment of £4,378,114) The size of the loss reflects continued operational discipline, though it was adversely affected by a decline in allowable R&D tax credits down – from £212,964 to £80,398 – due to HMRC’s new restrictions on overseas development.

Despite these changes, DXS continues to invest in innovation, further developing our unique NHS solutions that improve outcomes for patients and healthcare professionals alike. We should note that innovation costs have been expensed this year and not capitalised as in the past. On a like for like basis, after considering the amortisation charge, the net costs were similar to the costs in 2024.

With strong foundations and growing momentum, we look ahead to the coming year with optimism and purpose.

Highlights for the Year

SMART Referrals – Next-Gen, our customer-driven SMART Referral replacement for the existing DXS Point of Care solution, is now being deployed to selected GP practices for final user acceptance testing – a major milestone for the company. Although development was delayed by around twelve months due to evolving NHS eRS requirements, new compliance standards, reporting complexities, and the temporary freeze of the NHS primary care procurement framework that is for us an important sales channel, the platform is now receiving excellent feedback from early users. With the NHS committing to a renewed funding framework scheduled for launch in April 2026 – three years later than originally planned for March 2023, delayed to March 2024 and now committed at being in place for 1 April 2026 – the company is well positioned for renewed revenue growth and broader market adoption in the year ahead. Following the NHS restructuring, around 80% of our existing NHS customers have a significant number of GP practices not yet using our SMART Referral solution. As these customers move to standardise on the SMART Referral platform, this represents a substantial revenue growth opportunity for the 2026–2027 financial year.

Secondary Care – Our SMART Referral solution, customised for each specialty unit, continues to reduce referral rejections and patient waiting times. Building on this success, DXS is piloting new functionality that automatically populates specialty unit systems with referral data – eliminating manual entry and improving efficiency. Early results from the live pilot are extremely positive, creating new revenue opportunities in secondary care with strong return on investment potential for hospitals and speciality units.

Medicine Optimisation – Our ExpertCare Medicine Optimisation solution recently completed an Innovate UK funded 18-month evaluation in collaboration with Health Innovation East and the University of York. The formal evaluation, conducted by the York Health Economics Consortium (YHEC) and concluded in July 2025, demonstrated an excellent return on investment for the NHS in the management of hypertension – a key priority in CVD prevention. The Innovate programme also funded the development of a Cholesterol Module to further enhance the ExpertCare algorithm. Building on these positive outcomes, DXS is now working with Health Innovation East to potentially roll out new projects across six Integrated Care Boards (ICBs) in the East of England, covering more than six million patients. In addition, DXS has been awarded a place on the Grow Digital Health East and West Midlands Network, an initiative designed to support commercial expansion across 13 ICBs, representing over 12 million registered patients. These developments mark an important step forward in DXS’s strategy to expand adoption of ExpertCare across the NHS and drive forward measurable health and economic benefits.

The NHS continues to face significant pressure to reduce waiting times and address the growing challenge of CVD. Within its Ten-Year Digital Transformation Plan, the NHS has identified digital innovation and preventive care as key priorities, with targeted funding directed toward high-impact, technology-driven solutions.

At DXS, however frustrating the delays have been for shareholders, management, and employees remain focused with conviction to turn delays into opportunity which we have used to build and innovate on.

Therefore, we remain committed to growing the revenue and profitability for our shareholders and thank you for your continued support.

Yours sincerely,        

Bob Sutcliffe

REPORT OF THE DIRECTORS

The directors present their annual report and the audited financial statements for the year ended 30 April 2025. The Chairman’s statement which is included in this report includes a review of the achievements of the Company, the trading performance, financial position, and trading prospects.

Directors

The directors for the year were:

• Bob Sutcliffe – Chairman
• David Immelman – CEO
• Steven Bauer – COO

Principal Activities

The group’s principal activities during the period were the development and distribution of clinical decision support to General Practitioners and Primary Care Networks in the United Kingdom. The commercial side included the licensing of DXS to various ICBs (Integrated Care Boards) and the sale of e-detailing opportunities to the Pharmaceutical Industry.

The group continues to invest in research and development both locally and internationally and during this financial year has invested £705,292 (2024 – £992,828) excluding the 2025 cost of research and development time spent by the South African subsidiary for the introduction, continuation, and completion of new DXS solutions. These are targeted at providing clinicians Wider Workforce.

During the period we have repaid £103,431 on bank and third-party loans.

Financial Instruments

The Directors believe that there is no material risk arising in respect of interest rates on loans, credit, and liquidity.

Dividend

The Directors do not recommend a dividend.

Directors’ Responsibilities

The directors are responsible for preparing the annual report and financial statements for each financial year. The directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the Group for that period. In preparing these financial statements, the directors are required to:

• Select suitable accounting policies and apply them consistently.
• Make judgments and accounting estimates that are reasonable and prudent.
• State whether UK accounting principles have been followed subject to any material departures disclosed and explained in the financial statements and,
• Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Company will continue in the business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Directors’ Responsibilities To Auditors

The directors have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the Company’s auditors are aware of that information.

As far as the directors are aware, there is no relevant audit information of which the Company’s auditor is unaware.

Approved by the board and signed on its behalf by:

D A Immelman
Director

30 October 2025

STRATEGIC REPORT

Section 172 Report

Section 172 of the Companies Act requires that a director of the Company is managing in the best interests of all stakeholders – Customers, Employees and Shareholders.

In the spirit of above, the Directors of DXS International plc, strive to maintain a reputation for high but fair standards in the best interest of its stakeholders.

Our primary focus is on our customers and here we regard our relationships and channels of communications of paramount importance. We operate in a sensitive environment, healthcare, and as such ensure that we meet all the standards required by our customers, such as Information Governance and Clinical Safety. In addition, we comply with ISO standards which assures an overarching good governance approach to all operations.

The Board is focused on delivering value for Shareholders underpinned by motivated Employees delivering above average delivery of solutions and service to Customers. In achieving the foregoing, the Company focuses on continued innovation via a policy of research and development funded through organic investment plus capital raises, as agreed at shareholder meetings.

In our communication to Shareholders the Board is clear in terms of its short, medium, and long-term strategy and maintains an open-door approach to Shareholders seeking additional clarity on any issue. The Board releases notices on a regular basis informing Shareholders of developments in areas of business progress, non-confidential strategic decisions, and any change to company policy. Risks and opportunities are set out in this strategic review.

The Group is small and while clear management structures are in place all employees, if required, have direct access to the Executive Directors on a daily basis and, if necessary, to the Chairman. The group retains HR services to ensure the fair and equitable treatment of employees. The Company promotes a policy of promoting from within supported by training and mentorship. We encourage diverse thinking and recognise strengths and contribution to the business.

Review of the Group’s Business

The Group loss for the year is £94,750 (2024: Loss of £4,378,114 mainly due to impairment of intangible assets). The 2025 loss is primarily a result of a reduction in R&D tax – £80,398 2025 compared to £212,964 2024 – due to a change in HMRC policy of not allowing claims on development outside of the UK.

As an accredited NHS solutions provider, DXS has well-established business continuity and disaster recovery protocols in place.

We have continued the development of our new Next-Gen cloud-based system and are in the process of piloting this new version. In addition, we completed our Innovate UK grant funded trial for our ExpertCare hypertension solution with a YHEC evaluation showing excellent potential ROI for the NHS. We also completed a prototype Lipids solution and were awarded a place on the “Grow Digital Health” initiative, aimed at helping companies with innovations gain commercial traction within the NHS.

Although the NHS remains notoriously slow in adopting new technology, our sustained efforts are seeing gained awareness of our new SMART referral and CVD prevention solution which we believe will begin generating revenue in 2026 once the GPITF funding framework – already delayed by three years – is renewed which is expected in April 2026. .

Our strategy remains aligned with both the new NHS Long Term Plan and opportunities abroad.

Principal Risks and Uncertainties

The principal risk to the Company in the UK is that the NHS dramatically changes its plans or cuts its budgets. This seems unlikely, particularly with the current NHS’ stated objective for clinicians to operate using digital technologies with which our new Next-Gen and ExpertCare solutions are aligned.

Failure to achieve predicted quantities of DXS contracts, and slower development of additional revenue streams may result in revenues growing more slowly than anticipated. These may be mitigated due to existing DXS customers, with some GP practices not yet having the DXS SMART Referral solution, wanting to standardise with a single referral solution across their complete patch.

Our plans for expansion outside of the UK also mitigate this risk. Here we continue with our research and development plans to take our new ExpertCare CVD solution into international markets where improved management of CVD prevention and other long-term conditions are a top priority.

Analysis of Business During Year Ending 30 April 2025

Revenue was 5% up with a loss of (£94,750). The loss is mainly a result of decreased R&D Tax credits – £80,398 2025 compared to £212,964 2024 – due to a change in HMRC policy of not allowing claims on development outside of the UK.

Financial Metrics

• Group Revenue of £3,469,917 (2024: £3,308,359) has increased by 5%. Definition: Total Group sales including distribution of clinical decision support to General Practitioners and the licensing of DXS to ICB’s. Group Revenue includes the sale of medicine education slots to the pharmaceutical industry.

Underlying Group loss after Tax was (£94,750). The loss is mainly a result of decreased R&D Tax credits – £80,398 2025 compared to £212,964 2024 – due to a change in HMRC policy of not allowing claims on development outside of the UK.

Depreciation and amortisation of deferred Research and Development expenditure in 2025 was £1,038 and in 2024 was £1,020,916

• Earnings Per Share 2025 (0.01p), 2024 (0.7)p. Definition: Earnings per share is the underlying profit divided by the weighted average number of ordinary shares in issue.

• ROE 2025 (26%) 2024 (132%). Definition: Return on Equity (ROE) is the ratio of net profit of a company to its shareholders funds. It measures the profitability of a company by expressing its net profit as a percentage of its shareholders funds which include share capital, share premium, provision for costs of share option awards and retained earnings.

Corporate Governance

We are committed to establish, maintain, and continually improve an Integrated Management System (IMS) that conforms to relevant ISO requirements.

To achieve this objective, we commit to:

• continual improvement in our performance and services to our stakeholders.
• Identify, assess, reduce, and eliminate hazards and risks pertaining to our business.
• Set risk-based objectives and targets to meet applicable statutory, business, information security and service level obligations.
• Comply with mutually agreed quality and service level requirements of our customers.
• Develop our people and provide sufficient resources to meet our objectives and targets.

We communicate the IMS Policy to all personnel working for or on behalf of DXS to ensure that they are made aware of their individual IMS obligations.

Approved by the board and signed on its behalf by:

D A Immelman
Director

30 October 2025

FINANCIAL STATEMENTS

INCOME STATEMENT

Year ended 30 April 2025

Statement of Other Comprehensive Income

Statement of Financial Position

As at 30 April 2025

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. The Company made a loss of (£98,910) (2024 – loss of (£3,145,093) for the year.

The financial statements were approved and authorized for issue by the Board on 30 October 2025.

Signed on behalf of the Board of directors

Company Registration number :        06311313

Statement Of Changes in Equity

Year ended 30 April 2025
Group

Company

The cost to the company in 2025 in respect of the share option and warrant issue was calculated at £8,996 which amount was charged to the Profit and Loss Account.

An amount of £5,426 was transferred from the Share option reserve in respect of the share options expired during the year ended 30 April 2025 to Retained Earnings.

STATEMENT OF CASH FLOWS

Year ended 30 April 2025

NOTES TO THE FINANCIAL STATEMENTS

Year ended 30 April 2025

1     (a)   Summary of significant accounting policies

DXS International PLC is a public company limited by shares incorporated in England and Wales. The address of the registered office is given in the company information on Page 1 of these financial statements.

The group’s principal activities during the year were the development and distribution of clinical decision support to General Practitioners, Nurses and Retail Pharmacies in the United Kingdom and South Africa. The commercial side includes the licensing of DXS products to various ICB’s (Integrated Care Boards), the sale of e-detailing opportunities to the pharmaceutical industry, the UK Primary Care sector and the licencing of DXS technology to healthcare publishers.

The financial statements have been prepared in accordance with applicable accounting standards including Financial Reporting Standard 102 applicable in the UK and Republic of Ireland. The financial statements have been prepared on a going concern basis under the historical cost convention. The financial statements are prepared in sterling which is the functional currency of the company.

In the opinion of the Directors the group has sufficient funding to continue as a going concern for at least twelve months from the date of approval of the financial statements. (see note 1(m).

The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated.

(b)   Intangible assets

Intangible assets acquired separately from a business are capitalised at cost.

Research and development expenditure, other than specific identifiable development expenditure, is written off against profits in the year in which it is incurred. (See Note 24).

Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated. Developed products are for use within the NHS and other medical institutions within both the UK and internationally. The Group is already a supplier of services to the NHS.

Goodwill arising on business combinations is capitalised, classed as an asset on the balance sheet and amortised over its useful life. The period originally chosen for writing off the current goodwill was 20 years because the directors believed that this was the period of time for the benefit to be received. The Directors reviewed the anticipated future life of the goodwill during 2020. It was considered that the anticipated future life of the goodwill would not exceed 3 years from 1 May 2020. Accordingly the Net Book Value of the goodwill at 30 April 2020 was amortised over 3 years.

Intangible assets are amortised over a straight line basis over their useful lives. The useful lives of intangible assets are as follows:

Provision was made for impairment in 2024 as the recoverable amount of the asset was less than its carrying amount, based on Directors judgement of the future revenue to be derived from each product. The Directors have considered the current value of the asset and believe that no additional impairment charge is required in the current year.

In the prior year the company has completed a number of projects specifically for use by the NHS. Due to NHS Budget restraints, the often unavailability of senior NHS staff members with the authority to make decisions, the continuing changing structure of the NHS, the directors have decided that commencement of sales revenue from these products cannot be accurately predicted and accordingly have written off as “Impairment” the net book value of these products. The Directors believe that these products will be revenue producing in future years.

(c)   Tangible fixed assets

The company capitalises items purchased as Tangible Fixed Assets which have a cost in excess of £550.

Tangible fixed assets are stated at cost less accumulated depreciation.

Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost , less estimated residual value, of each asset on a systematic basis over its expected useful life as follows:

Office equipment        3 – 4years straight line.

(d)   Debtors and creditors receivable/ payable within one year

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administration expenses.

(e )   Loans and borrowings

Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently they are measured at amortised cost using an effective interest rate method. If an arrangement constitutes a finance transaction it is measured at present value.

(f)   Grants

Government Grants, including non – monetary grants, shall not be recognised until there is reasonable assurance that :

(a)        the entity will comply with the conditions attached to them; and

(b)        the grants will be received.

An entity shall recognise grants either based on the performance model or the accrual model. In the current year and prior year, the Grant has been accounted for on the accrual basis over the period in which the Group recognised the related costs for which the grant is intended to compensate.

(g )   Tax

Current tax represents the amount of tax payable or receivable in respect of the taxable profit for the current or past reporting periods. It is measured at the amount expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted by the reporting date.

(h)   Turnover and other income

Turnover is measured at the fair value of the consideration received or receivable net of VAT and trade discounts. The policy adopted for the recognition of turnover is as follows:

Sale of services and products

Turnover is from the sale of products and services to the pharmaceutical industry and the UK Primary Care sector and is recognised over the term of service contract and is apportioned on a time basis representing the delivery of the service.

(i)   Foreign currency

Foreign currency transactions are initially recognised by applying to the foreign currency amount the exchange rate between the functional currency and the foreign currency at the date of the transaction.

Monetary assets and liabilities denominated in a foreign currency at the balance sheet date are translated using the closing rate.

Foreign exchange gains or losses are recognised in the Income Statement.

(j)   Employee benefits

When employees have rendered service to the company, short term employee benefits to which the employees are entitled are recognised at the undiscounted amount expected to be paid in exchange for that service.

The company operates a defined contribution plan for the benefit of its employees. Contributions are expensed as they become payable.

(k)   Leases

Rentals payable under operating leases are charged to the income statement on a straight line basis over the period of the lease.

(l)   Share option policy

The company recognised as an expense, the fair value of share options granted over their vesting period. The fair value is calculated by applying an option pricing model.

         (m)   Key judgements and Key accounting estimates

The Key judgements or Key Accounting estimates with a material effect on the carrying value of assets and liabilities are set out below -.

Going concern

In regards to the going concern of the company, the directors have considered cash flow forecasts for the period to April 2027 which include estimates to be earned from the new Next Gen SMART Referral solution which is expected to be revenue generating from early 2026.

The renewal of the NHS central funding framework which is expected to become effective in April 2026 will enable existing NHS customers to procure the DXS SMART Referral solution for practices that do not yet have the referral solution. The renewal of the NHS framework agreement is the possibility of a price increase for the referral solution.

The successful evaluation of both the SMART Referral and ExpertCare solutions, both demonstrating strong ROI for the NHS bode well for procuring new sales for these solutions for 2026/27.

Also included are costs which, if forecasted sales are slower than anticipated, can be reduced accordingly.

Based on the foregoing, the directors consider it appropriate to adopt the going concern basis of accounting and are satisfied that there is no material uncertainty.

Research and Development Tax credit

The Research and Development tax credit received from HMRC is not a Government grant but a recognition of the costs incurred in respect of the company’s research and development and is received through an adjustment to the taxable income of the company.

Impairment

As per the NHS mandate requiring NHS accredited suppliers to continue a process of innovation, the Group has invested heavily into developing new innovative solutions to meet the NHS unmet needs. However, while there is no doubt as to the potential benefits will realise for the NHS, the slow pace at which the NHS has been, and continues to operate is frustrating. This lethargic pace has come about for a number of reasons, such as the post COVID restructuring, delays in funding renewals and more recently the GP Collective Actions which are adversely affecting times to market.

The directors have decided that commencement of sales revenue from these products cannot be accurately predicted and accordingly wrote off as “Impairment” a large portion of the cost of these products in April 2024. The Government did not provide the anticipated funding to the NHS during 2024/25 that had been expected and funds were not available for purchase of new products by the NHS, The Government has indicated that significant funds for new products will be made available in the fiscal year commencing 5 April 2025.

The Directors emphatically believe that these products will be revenue producing in future years and evidence of this, although slow, exists. The Directors believe that no further impairment provision is required in the current year.

(n)   Reduced disclosure

DXS International PLC meets the definition of a qualifying entity under FRS 102 paragraph 1.12(b) and has therefore taken advantage of the disclosure exemption in relation to the parent cash flow statement.