DJ Anemoi International Ltd: Final Results For Year Ended 31 December 2025
Anemoi International Ltd (AMOI)
Anemoi International Ltd: Final Results For Year Ended 31 December 2025
30-Apr-2026 / 22:39 GMT/BST
=----------------------------------------------------------------------------------------------------------------------
Anemoi International Ltd
Anemoi International Ltd
(Reuters: AMOI.L, Bloomberg: AMOI:LN)
("Anemoi" or the "Company")
Final Results For Year Ended 31 December 2025
The information set out below is extracted from the Company's Report and Accounts for the year ended 31 December 2025,
which will shortly be published on the Company's website. A copy will also be submitted to the National Storage
Mechanism where it will be available for inspection. Cross-references in the extracted information below refer to
pages and sections in the Company's Report and Accounts for the year ended 31 December 2025.
2025 HIGHLIGHTS
Group Results 2025 versus 2024
. Group Operating Loss for the year GBP(0.6)m vs GBP(0.5)m
. Group Loss before taxation for the year GBP(0.7)m vs GBP(0.5)m
. Group Earnings Per Share (basic and diluted)*^1 GBP(0.00) vs GBP(0.00)
. Book value per share*^2 GBP0.02 vs GBP0.02
. Net Cash GBP0.4m vs GBP0.9m
*^1 based on weighted average number of shares in issue of 157,041,665 (2024:
157,041,665)
*^2 based on actual number of shares in issue as at 31 December 2025 of
157,041,665 (2024: 157,041,665)
2025 HIGHLIGHTS
-- Appointment of Canaccord Genuity as Sponsor and Lead Book Runner to the Trasna RTO announced 28 April2026
-- 2025 also marked a major shift in id4 strategy which is now focused on collaborative sales with a majorconsulting company with over 90,000 consultants and 50,000 clients Worldwide, and systems integrators such asAzilen and and Zigram and Pension Platform provider Opsio.
-- Id4 order inquiry, as at the time of writing, has now surpassed GBP750K which bodes well for the future.
CHAIRMAN'S STATEMENT
2025 was clearly a year of multiple changes, which included the announcement of the RTO with Trasna, and the repositioning of id4.
The search for a suitable RTO candidate is never easy but when eventually one finds one, as I believe we have with Trasna, there is an enormous sense of satisfaction. Now the real work begins to successfully complete the transaction.
I would like to also emphasise the turnaround underway at id4. The Board and I have never doubted the merits of the software developed by the id4 Team, frustratingly, however, they were initially unsuccessful at converting that promise into meaningful sales but with order inquiries in excess of GBP750K through Q1 2026 the Company is experiencing its Phoenix rebirth…let's hope that they can now turn the inquiries into sales!
Anemoi's journey since going public has been nothing short of bumpy. The Anemoi, the Greek Gods of Wind, was originally formed with the idea of identifying a renewable power business, which it successfully did. Agreement was reached to acquire Europe's largest onshore wind Farm project in Ukraine. Unfortunately, the 450 MW project happened to be in the Crimea and was subsequently (forcibly!) acquired by the invading Russian army. As a result of the Ukraine war and the loss of the target asset, the Board undertook the acquisition of id4, which is how we got to where we are today. Ss stated, a bumpy ride but one that now has a real chance of success thanks to the improving outlook at id4 and the proposed RTO transaction with Trasna.
The Board and I are grateful for the commitment of the Company's Management and Staff and to shareholder's who now have a real chance to benefit from the Board's perseverance with id4 and the announced Trasna RTO.
Duncan Soukup
Chairman
30 April 2026
DIRECTORS' REPORT
The Directors present their report and the audited financial statements for the period ended 31 December 2025.
BUSINESS REVIEW AND PRINCIPAL ACTIVITIES
Anemoi International Ltd (the "Company") is a British Virgin Island ("BVI") International business company ("IBC"), incorporated and registered in the BVI on 6 May 2020.
Id4 AG was formed as part of the merger of the former id4 AG ("id4") with and into its parent, Apeiron Holdings AG on 14 September 2021. Id4 was incorporated and registered in the Canton of Lucerne in Switzerland in April 2019 whilst Apeiron Holdings AG was incorporated and registered in December 2018. Following the merger, Apeiron Holdings AG was renamed id4 AG.
Anemoi is the holding company of wholly owned subsidiary id4, an award-winning software company for the financial services industry.
id4 is a Swiss RegTech company that provides digital solutions to small and medium-size Financial Institutions (FIs) to support their digital transformation and their regulatory compliance requirements in Anti Money Laundering (AML), Know Your Customer (KYC) and tax regulations. id4 is a SaaS company specialized in the provision of digital CLM solutions for financial and nonfinancial institutions. id4's solutions help institutions to onboard clients digitally in an increasingly complex regulatory environment, whilst aiming to deliver a client user-friendly experience. id4's software is intended for use by small and medium sized regulated financial intermediaries, such as brokers, IFAs, independent asset managers, private banks, business process outsourcers, insurance companies, law firms and trust companies.
DIRECTORS AND DIRECTORS' INTERESTS
The Directors of the Company who held office during the year and to date, including details of their interest in the share capital of the Company, are as follows:
Name
Date Appointed Date Resigned Shares held
Executive Director
C Duncan Soukup 6 May 2020 8,325,142
R Emanuel 4 July 2025 26 January 2026 -
Non-Executive Directors
Luca Tomasi 5 July 2021 -
Kenneth Morgan 24 May 2022 -
T Donell 21 October 2022 -
Company Secretary Charles Duncan Soukup
Registered Agent Folio Trust Limited, Folio Chambers, PO Box 800,Road Town, Tortola, British Virgin Islands
Registered Office Folio Chambers, PO Box 800, Road Town, Tortola, British Virgin Islands
Auditor RPG Crouch Chapman LLP, 40 Gracechurch Street, London EC3V 0BT
SUBSTANTIAL SHAREHOLDINGS
As of 31 December 2025, the Company had been advised of the following substantial shareholders
Holding %
Thalassa Holdings 64,029,472 40.77%
Lars Kling 20,000,000 12.74%
Hargreaves Lansdown 9,072,189 5.78%
Duncan Soukup 8,325,142 5.30%
THAL Discretionary Trust* 6,156,033 3.92%
Sébastien Lalande 5,339,417 3.40%
Emmanuel Nay 5,339,417 3.40%
Interactive Investor 5,274,452 3.36%
Other 33,505,543 30.47%
Total number of shares in issue 157,041,665 100%
* C.Duncan Soukup is a trustee of THAL Discretionary Trust
SHARE BUY-BACK
There were no share buy backs during the year ended 31 December 2025, nor for the year ended 31 December 2024.
DONATIONS
The Company made no political donations during the year ended 31 December 2025 (2024: nil).
RELATED PARTY TRANSACTIONS
Details of all related party transactions are set out in note 18 to the financial statements.
OPERATIONAL RISKS
The directors recognise that commercial activities invariably involve an element of risk. A number of the risks to which the business is exposed, such as the condition of the UK and Swiss domestic economies in relation to asset management and investment in systems, are beyond the Company's influence. However, such risk areas are monitored and appropriate mitigating action, such as reviewing the substance and timing of the Company's operational plans, is taken wherever practicable in response to significant changes. The directors consider the risk areas the Company is exposed to in the light of prevailing economic conditions and the risk areas set out in this section are subject to review.
In relation to asset management, the Company's approach to risk reflects the Company's granular business model and position in the market and involves the expertise of its directors, management and third-party advisers. Operational progress and key investment and disposal decisions are considered in regular management team meetings as well as being subject to informal peer review.
(MORE TO FOLLOW) Dow Jones Newswires
April 30, 2026 17:39 ET (21:39 GMT)
DJ Anemoi International Ltd: Final Results For Year Ended 31 December 2025 -2-
Higher level risks and financial exposures are subject to constant monitoring. Major investment and disposal decisions are subject to review by the directors in accordance with a protocol set by the Board.
The Company is dependent upon the Directors, and in particular, Mr C. Duncan Soukup, who serves as the Chairman, to identify potential acquisition opportunities and to execute any acquisition. The unexpected loss of the services of Mr Soukup or the other Directors could have a material adverse effect on the Company's ability to identify potential acquisition opportunities and to execute an acquisition.
The Company may invest in or acquire unquoted companies, joint ventures or projects which, amongst other things, may be leveraged, have limited operating histories, have limited financial resources or may require additional capital.
FINANCIAL RISKS
Details of the financial instrument risks and strategy of the Company are set out in note 19.
RISKS AND UNCERTAINTIES
A summary of the key risks and mitigation strategies is below:
Rank Risk Mitigation
Portfolio Diversification: Our investment
strategy emphasizes diversification
across sectors, asset classes, and
geographies
Recent geopolitical tensions and shifts in trade policy,
particularly between major economies, have increased
uncertainty around global trade flows. Changes in trade Engagement with Portfolio Companies:
policies, including the imposition of tariffs or trade Where applicable, we engage with the
restrictions between major economies, can influence market management of key portfolio companies to
1. volatility, affect corporate earnings, and shift global capital assess their exposure to tariffs and
flows. These developments may lead to reduced investment their mitigation plans
returns or increased risk across certain asset classes or
geographies. Also, capital markets activity and raising new
money are affected.
Dynamic Asset Allocation: Retain the
flexibility to adjust exposures in
response to material trade-related risks,
including reweighting positions in
sectors or regions disproportionately
affected by tariff changes.
Insufficient cash resources to meet liabilities, continue as a Short term and annual business plans are
2. going concern and finance key projects. prepared and are reviewed on an ongoing
basis.
Regular review of both the Board's and
Loss of key management/staff resulting in failure to identify key management's abilities. Review of
3. and secure potential investment opportunities and meet salaries and benefits including long term
contractual requirements. incentives and ongoing communication with
key individuals.
Failure to maintain strong and effective relations with key The Board and senior management seek to
4. stakeholders in investments resulting in loss of contracts or establish and maintain an open and
value. transparent dialogue with key
stakeholders.
Key management are professionally
Failure to comply with law and regulations in the jurisdictions qualified. In addition, the Company
5. in which we operate. appoints relevant professional advisers
(legal, tax, accounting etc) in the
jurisdictions in which we operate.
The Group is currently poised to take
advantage of disruption to the global
economy with a low-cost base and
Significant changes in the political environment, including the flexibility to scale up as and when the
impact of the conflict in Ukraine, Gaza and rising tensions economy recovers.
6. again in the Middle East, results in loss of resources/market
and/or business failure / volatility in international tariffs,
International trade and the war in Iran.
Increased focus on compliance within the
financial investment world will benefit
the company long term.
DIRECTORS' RESPONSIBILITIES
The Directors have elected to prepare the financial statements for the Company in accordance with UK Adopted International Accounting Standards ("IFRS").
The Directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company, for safeguarding the assets and for taking reasonable steps for the prevention and detection of fraud and other irregularities.
International Accounting Standard 1 requires that financial statements present fairly for each financial period the Company's financial position, financial performance and cash flows. This requires the faithful representation of the effects of transactions, other events and conditions in accordance with the definitions and recognition criteria for assets, liabilities, income and expenses set out in the International Accounting Standards Board's 'Framework for the preparation and presentation of financial statements'. In virtually all circumstances, a fair presentation will be achieved by compliance with all applicable International Financial Reporting Standards as adopted by the European Union. A fair presentation also requires the Directors to:
-- select and apply appropriate accounting policies;
-- present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
-- provide additional disclosures when compliance with the specific requirements in UK adopted IFRSs isinsufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and
-- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
All of the current Directors have taken all the steps that they ought to have taken to make themselves aware of any information needed by the Company's auditors for the purposes of their audit and to establish that the auditors are aware of that information. The Directors are not aware of any relevant audit information of which the auditors are unaware.
The financial statements are published on the Group's website. The maintenance and integrity of the Group's website is the responsibility of the Directors. The Directors' responsibility also extends to the ongoing integrity of the financial statements contained therein.
RESPONSIBILITY STATEMENT
We confirm that to the best of our knowledge:
-- The financial statements, prepared in accordance with the Relevant Financial Reporting Framework, give atrue and fair view of the assets, liabilities, financial position and profit or loss of the Company and theundertakings included in the consolidation taken as a whole;
-- The strategic report/directors report includes a fair review of the development and performance of thebusiness and the position of the Company, and the undertakings included in the consolidation taken as a whole,together with a description of the principal risks and uncertainties that they face; and
-- The Annual Report and financial statements, taken as a whole, are fair, balanced and understandable andprovide the information necessary for shareholders to assess the Group's position and performance, business modeland strategy.
AGM
The Annual General Meeting will be notified in due course.
AUDITORS
A resolution to confirm the appointment of RPG Crouch Chapman as the Company's auditors will be submitted to the shareholders at the Annual General Meeting.
Approved by the Board and signed on its behalf by
C.Duncan Soukup
Chairman
30 April 2026
CORPORATE GOVERNANCE STATEMENT
Anemoi International Ltd ("Anemoi" or the "Company") is a company registered on the Main Market of the London Stock Exchange.
(MORE TO FOLLOW) Dow Jones Newswires
April 30, 2026 17:39 ET (21:39 GMT)
DJ Anemoi International Ltd: Final Results For Year Ended 31 December 2025 -3-
The Company is subject to, and complies with, the relevant Financial Conduct Authority's ("FCA") Listing Rules ("Listing Rules"), the Market Abuse Regulation and the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.
On 17 December 2021 the Company confirmed its shares were re-admitted to trading on the London Stock Exchange's main market. The Board recognises the importance and value for the Company and its shareholders of good corporate governance. The Company Statement on Corporate Governance is in full below.
Board Overview
In formulating the Company's corporate governance framework, the Board of Directors have reviewed the principles of good governance set out in the QCA code (the Corporate Governance Code for Small and Mid-Sized Quoted Companies 2018 published by the Quoted Companies Alliance) so far as is practicable and to the extent they consider appropriate with regards to the Company's size, stage of development and resources. The updated QCA Code 2023 applies to periods commencing on or after 1 April 2024 and allows a 12 month transition period. The directors are reviewing the revised principles and intend to align the Company's governance disclosures with the QCA Code 2023 within the permitted timeframe. However, given the modest size and simplicity of the Company, at present the Board of Directors do not consider it necessary to adopt the QCA code in its entirety but does apply the principles, as set out below.
The purpose of corporate governance is to create value and long-term success of the Group through entrepreneurism, innovation, development and exploration as well as provide accountability and control systems to mitigate risks involved.
Composition of the Board and Board Committees
As at the date of this report, the Board of Anemoi International Ltd comprises of one Executive Director and three Non-Executive Directors.
The Board notes that the roles of Executive Chairman and Company Secretary are combined in the person of C. Duncan Soukup. The Board considers this arrangement appropriate given the current scale of the Group's operations. The three independent non-executive directors review all related party transactions in which the Chairman has a personal interest; any such transaction requires the approval of the independent directors acting without the Chairman's participation. The Board will review this arrangement as the Group's activities develop.
Board Balance
The current Board membership provides a balance of industry and financial expertise which is well suited to the Group's activities. This will be monitored and adjusted to meet the Group's requirements. The Board is supported by the Audit Committee, Remuneration Committee and Regulatory Compliance Committee, all of which have the necessary character, skills and knowledge to discharge their duties and responsibilities effectively.
Further information about each Director may be found on the Company's website at https://anemoi-international.com/ investor-relations/board-of-directors/. The Board seeks to ensure that its membership has the skills and experience that it requires for its present and future business needs.
The Board has a procedure allowing Directors to seek independent professional advice in furtherance of their duties, at the Company's expense.
Re-election of Directors
In line with the QCA Code, all Directors are subject to re-election each year, subject to satisfactory performance.
Board and Committee Meetings
The Board meets sufficiently regularly to discharge its duties effectively with a formal schedule of matters specifically reserved for its decision.
Audit committee
During the financial period to 31 December 2025, the Audit Committee consisted of two directors with at least one being an independent Director.
The key functions of the audit committee are for monitoring the quality of internal controls and ensuring that the financial performance of the Group is properly measured and reported on and for reviewing reports from the Company's auditors relating to the Company's accounting and internal controls, in all cases having due regard to the interests of Shareholders. The Committee has formal terms of reference.
Significant financial reporting issues considered during FY2025:
(1) Carrying value of goodwill and intangibles: the committee reviewed the valuation methodology in accordance with IAS36 and conclusion surrounding the year-end balance (GBP2,640,961) - and the basis of fair value less cost of disposal being higher than the value-in-use basis. (2) Capitalisation of id4 AG development costs: the committee reviewed management's assessment of the IAS 38 capitalisation criteria and challenged the assumptions regarding technical feasibility and availability of resources in the context of the Group's going concern position. The committee is satisfied that the criteria for capitalisation are met and that the carrying value of GBP2,640,961 is supportable.
The Audit Committee has undertaken a robust challenge and review of management's going concern assessment, including the appropriateness of the forecast period, the underlying trading assumptions, liquidity headroom, covenant compliance, downside scenarios and mitigating actions available to the Group. Particular attention was given to the key estimates and judgements that have the greatest bearing on the assessment, including revenue growth, margin performance, working capital movements, capital expenditure, financing costs and the timing and effectiveness of controllable cost and cash management measures. The Audit Committee also considered the sensitivity of these assumptions to reasonably possible changes in market and operational conditions. Following this review, the Audit Committee has concluded the Group can continue as a going concern.
The auditor, RPG Crouch Chapman, was appointed on 19 April 2023. The firm has indicated its independence to the Board. At present, the Group does not have an internal audit function. However, the committee believes that management has been able to gain assurance as to the adequacy and effectiveness of internal controls and risk management procedures.
Remuneration Committee
During the financial period to 31 December 2025, the Remuneration Committee consisted of two directors with at least one being an independent Director. It is responsible for determining the remuneration and other benefits, including bonuses and share based payments, of the Executive Directors, and for reviewing and making recommendations on the Company's framework of executive remuneration. The Committee has formal terms of reference.
The remuneration committee is a committee of the Board. It is primarily responsible for making recommendations to the Board on the terms and conditions of service of the executive Directors, including their remuneration and grant of options.
ESG
The Group has not complied with the recommendations of the Taskforce for Climate-related Financial Disclosures ("TCFD"). The Board recognises the importance of climate-related matters and, as our main operating segment is a development stage business, intends to develop a plan to adopt the TCFD recommendations in full over the next few years. With reference to the four pillars of the TCFD recommendations, matters of governance, risk assessment, and strategy have already been covered elsewhere in this report, and the development of metrics and targets is under consideration.
TCFD Disclosure (comply or explain)
Governance: The Board has overall responsibility for climate-related risks. These are discussed at Board level as part of the broader risk management review.
Strategy: The Group's investment portfolio is primarily in UK-listed equities and early-stage technology. The Board does not consider climate change to present a material near-term risk to the current portfolio.
Risk Management: Climate-related risks are considered as part of the Group's general risk assessment process. A formalised climate risk framework is under development.
Metrics and Targets: The Group does not currently measure or report on Scope 1, 2, or 3 emissions. This is expected to be addressed as the Group develops its TCFD plan.
The Group intends to publish full TCFD-aligned disclosures no later than the FY2026 annual report.
Statement on Corporate Governance
The corporate governance framework which Anemoi has implemented, including in relation to board leadership and effectiveness, remuneration and internal control, is based upon practices which the board believes are proportionate to the risks inherent to the size and complexity of Anemoi's operations.
The Board considers it appropriate to adopt the principles of the Quoted Companies Alliance Corporate Governance Code ("the QCA Code") published in April 2018. The updated QCA Code 2023 applies to periods commencing on or after 1 April 2024 and allows a 12 month transition period. The directors are reviewing the revised principles and intend to align the Group's governance disclosures with the QCA Code 2023 within the permitted timeframe. The extent of compliance with the ten principles that comprise the 2018 QCA Code, together with an explanation of any areas of non-compliance, and any steps taken or intended to move towards full compliance, are set out below:
1. Establish a strategy and business model which promote long-term value for shareholders
(MORE TO FOLLOW) Dow Jones Newswires
April 30, 2026 17:39 ET (21:39 GMT)
