Zentra Group plc: Full year results for the year ending 30 June 2025

31 December 2025

ZENTRA GROUP PLC

(“Zentra” or “the Company”)

Full year results for the year ending 30 June 2025

Zentra Group PLC (AQSE: ZNT), the Manchester-based residential developer, development manager and property manager focused on the North of England, is pleased to announce its audited results for the year ended 30 June 2025 (FY25).

Financial highlights

• Reduction in revenue of £6.59m, 45% on the prior year, from £14.65m to £8.06m, driven by a reduction in sales completions from 52 to 27 during the period.
• Gross loss of £0.29m, down by £0.47m or 261% on prior year mainly due to sales completions of plots subject to impairment in the current and prior years (FY24: gross profit of £0.18m).
• Loss before tax of £1.71m, which was £1.84m better than the prior year (FY24: loss of £3.56m).
• Basic loss per share of 4.4 pence (FY24: loss of 8.7 pence).
• Sale of four subsidiaries to a related party for a profit of £1.41m.
• Loans and borrowings of £8.55m (FY24: £16.98m). The loan note facility was extended for a further 12 months to March 2026 at reduced interest rate of 6% per annum (FY24: 7%).
• A new loan facility with a related party of £7.94m at an interest rate of 6% per annum (the previous shareholder loan balance in FY24 was £10.98m at an interest rate of 7%). The new loan was extended in the period to December 2026, with the ability to extend for a further 2 years.
• As part of finalising the annual audit, on 30 December 2025 the Group has:
  1. agreed with OH UK Holdings Limited (“OHUK”) that OHUK will make available a further amount of £3m to the Group if required, increasing the maximum aggregate funding available under the existing loan agreement to £11m; and
  2. agreed to further extend the Loan Note due to mature on 14 March 2026 until the Group has recovered the loan receivable due from the developer of the One Victoria project in Manchester.

Operating highlights

• Completion of the sale of all remaining 24 houses at Victoria Road, Eccleshill under the new Zentra Homes brand.
• Continued progress to move away from co-living activity due to uncertainties on returns and drain on operational capacity.
• Advancement of construction on the One Victoria project in Manchester, with the completion of the 129 apartment complex, under the Zentra Living brand, expected in the second quarter of 2026 utilising a fixed-price contract procurement strategy.  Pre-sales of the units are now well progressed.
• Transition onto the Aquis Real Asset Market (“ARAM”) segment of the Aquis stock exchange, which aims to give issuers a structure that aligns capital formation to individual projects and gives investors clearer visibility of asset-level economics.
• Nick Courtney appointed as Finance Director, adding substantial knowledge and experience to the Group’s leadership team and finance function.

Post Period Events

• Completion of the design phase on the newly acquired New Islington development, with on-site activity expected in the first half of 2026.
• Completion of the sale of the land at the rear of Seaton House, Stockport for £0.4m.

Outlook 

• The completion of the One Victoria project in Manchester, and commencement of on-site works at the 40 apartment New Islington development are a core focus heading into calendar 2026.
• The reorganisation of the financial and operational structures in early FY25 has created a leaner team, but with a renewed focus on pipeline projects to create lasting value for our shareholders.

The Annual Report and Accounts for the year ended 30 June 2025  is available in full to download from the Company's website (www.zentragroup.co.uk).

Contacts

Zentra Group plc
Jason Upton
Chief Executive Officer
Email: jason.upton@zentragroup.co.uk

Nick Courtney
Finance Director
Email: nick.courtney@zentragroup.co.uk

Hybridan LLP (AQSE Corporate Adviser and AQSE Corporate Broker)
Claire Louise Noyce
Email: claire.noyce@hybridan.com
Tel: +44 (0)203 764 2341

About Zentra Group plc
Zentra Group is a property development and management company focused on the residential sector, primarily in the North of England. The Company seeks to unlock value and deliver strong returns for its investors. Zentra is listed on the ARAM segment of the Aquis Stock Exchange under the ticker ZNT.

For further information, please visit the Company’s website at www.zentragroup.co.uk.

References to page numbers throughout this announcement relates to the page numbers within the Annual Report of the Company for the year ended 30 June 2025.

STRATEGIC REPORT

Chairman’s statement

The year to 30 June 2025 was one of decisive progress for Zentra. The Board’s principal aim has been to complete the strategic reset we set in motion last year and to position the Group for the next stage of its journey. In November and December 2024, we executed a package of actions that strengthened the balance sheet and sharpened the focus of the business. We sold a portfolio of completed residential and commercial properties at market value, reduced and refinanced our core borrowings at a lower rate, and agreed a loan waiver. Together these measures reduced net debt and inventory and improved the Group’s financial outlook, as discussed in the interim results.

The reset was the natural extension of the strategic realignment announced last year. We withdrew from co-living and from self-delivery. We then focused the business on two clear propositions; namely Zentra Living which delivers modern city centre apartments and Zentra Homes which delivers high quality family housing in the communities where we operate.

Post the year end, we completed the transfer of our listing to the Aquis Real Asset Market (ARAM) becoming, in the process, the first company admitted to this segment. We chose ARAM because it has been developed for real asset backed businesses and because it allows us to present value more clearly at the level where it is created, namely the asset. Becoming an early adopter underlines our intent to remain agile and forward looking. ARAM should give us a better framework to align equity and debt to the timings of our projects and to broaden investor engagement as the pipeline grows.

The Board’s role through this period has been to set direction, ensure proper governance and allocate capital with discipline. We are pleased that during the year all 24 homes at Eccleshill were sold to a registered housing provider, making a tangible contribution in the local community.

The Board also oversaw a material simplification of the organisation to better reflect what Zentra does today. The headcount has been reduced to 14 full time equivalents (FTEs) from 28 FTEs (July 2024), as a result of the cessation of co-living activity, the exit from construction services, the reduction of property management activity and the completion of our projects. The Interim Results also recorded lower administrative expenses as the cost base was tightened.

Looking forward, the principal objective is to translate our simplified business model into delivery and value. The Group is now a leaner developer with a focused portfolio, a more resilient financial base and a “capital markets home” that better suits the way we operate – a move from the Main Market of the London Stock Exchange to the Access Segment of the AQSE Growth Market and then on to ARAM. The management team is building a pipeline that looks beyond the limited size ready-to-go schemes of prior years, towards larger projects that require careful planning, structuring and patient execution and, at the same time, exploring development management opportunities with a variety of land owners and end users. The Board will continue to support this work through disciplined oversight of risk, returns and capital. On behalf of the Board, I would like to thank our shareholders, colleagues and partners for their support over an important year for Zentra.

David Izett

Chairman

30 December 2025

Chief Executive’s statement

This has been a year of action. We set out to simplify Zentra, de-risk delivery and concentrate the portfolio around the places and products where we can create the most value. We executed a restructuring which included selling a portfolio of completed properties, refinancing our shareholder loan at a lower interest rate, securing a loan waiver and putting in place additional liquidity. By 31 December 2024 net debt had reduced by roughly a third and inventory had reduced over £7 million, giving us a cleaner base for delivery. The interim results set out these movements and the detail of the property transactions and facilities.

Our operational model is now firmly in sync with our revised strategy. We have exited co-living operations and in house construction and have moved fully to fixed price third party delivery. We have focused the business on two clear propositions. Zentra Living is our city apartment platform and Zentra Homes is our family housing platform. The rebrand to Zentra last year was the precursor of this change. We have also reduced our overheads to align with our narrower range of activities. Headcount has been realigned to 14 from 28 (July 2024) and administrative expenses moved lower in the year as we re-aligned our overall cost base.

Performance against strategic objectives

1. Deliver the projects already in our pipeline. Zentra Homes delivered its first scheme to completion at One Meadow in Eccleshill during the year. This demonstrates our capability in family housing and our ability to work with partners who provide much needed homes in their communities.

Zentra Living’s One Victoria in Manchester – where the Group acts as development manager and holds a 30% interest - continued to progress on site. The façade, glazing and internal works moved forward and the show apartment supported marketing. Practical completion is expected in the second quarter of 2026 following an energisation delay (supplying electricity to the property) and contractor disruption. 

2. Secure sales. During the period we sold more than £7 million of inventory and completed the bulk sale of 24 homes at One Meadow, Eccleshill, to a registered housing provider for more than £5 million. We resolved a Rights of Light issue on our landholding in Churchgate, Leicester and completed the sale in March 2025 for £0.25 million. At Seaton House, Stockport, we completed the disposal of the land to the rear of the property on 5 December 2025 for £0.4 million having sold the building in July 2024 for £0.6 million. Together with the restructuring, these actions simplify the portfolio and allow capital and management time to be focused on higher-return activity.

Pre-sales at One Victoria remain strong. As at 19 December 2025, 72 apartments had exchanged, a further 5 had been reserved, and  52remained available. Our priority is to secure additional pre-sales so we reach handover with a robust sold position.

3. Expand the pipeline. On July 11, after the year-end we completed the acquisition at New Islington. The scheme is planned to deliver forty apartments and one commercial unit. Design, procurement and sales preparation are advancing and our intention is to commence on site in the second quarter of 2026. In parallel, we are progressing a select pipeline in our core markets where planning, cost and sales fundamentals meet our hurdles.

Delivery strategy

Post the year-end in July 2025 we transferred our listing to the Aquis Real Asset Market (ARAM) and became the first company to trade on the new segment. ARAM is a dedicated part of the Aquis Growth Market designed for listing and trading real asset backed securities, including both equity and debt at the company and asset level. It aims to give issuers a structure that aligns capital formation to individual projects and gives investors clearer visibility of asset-level economics. We chose ARAM because it better matches how our developments are funded and how we intend to communicate value as our pipeline grows.

Our future progress is not fully dependent on generating sales revenue from equity-funded developments. We have moved to a diversified delivery strategy that uses the most appropriate route for each scheme. That includes private sale, bulk sale and partnering where it strengthens delivery, and it includes working with registered housing providers and local authorities where this helps address housing need. The strategy diversifies tenure, broadens funding routes and allows us to bring forward larger, longer-duration projects with the right structure for each asset. ARAM sits alongside this strategy by offering a market framework for asset-level equity or debt where that is the best fit, but public-sector partnering is driven by delivery logic rather than by our listing venue.

Environment, Social, Governance (ESG)

During the year, we became a Member of the Greater Manchester Good Employment Charter (GMGEC), which recognises employers that meet evidence-based criteria across seven characteristics of good employment, including secure and flexible work, paying the Real Living Wage, employee voice, fair recruitment, people management, and health and wellbeing. Membership sits above Supporter status and reflects independently assessed practice rather than an intention to improve, which is why it is regarded as a meaningful badge in the region.

We are also an accredited Real Living Wage Employer, a voluntary commitment overseen by the Living Wage Foundation to pay rates calculated to cover the actual cost of living rather than the statutory minimum.

Our social impact is felt locally through what we deliver and who we deliver for. The sale of 24 homes at Eccleshill to a registered housing provider ensured those homes serve the local need for affordable housing, and we will continue to use a mix of private sale, bulk sale and, where appropriate, partnerships with registered providers and local authorities on future projects. We are preparing to enhance scheme-level ESG disclosure as projects reach key milestones, beginning with New Islington.

On governance, we apply a recognised corporate governance code and disclose compliance on our website. We adopt version 2 of the 2023 QCA Code, and we use that framework for Board oversight of risk and controls.

Priorities for the year ahead

Our priorities are simple and measurable:

1. Complete and sell One Victoria, targeting a high level of exchanged contracts ahead of practical completion in the first quarter of 2026 and a smooth handover thereafter.
2. Commence on site at New Islington in the second quarter of 2026 with a disciplined pre sales or exit plan.
3. Build our development pipeline. The pipeline is intended to be diversified in terms of delivery strategy and funding approach so that our progress is not dependent on equity generated from sales at the corporate level.

Outlook

Zentra has evolved over the last few years and is a very different company to the one it was 12 months ago. The restructuring completed in late 2024, the sell down of completed inventory, refinancing at a lower cost and the rebrand have created a simpler base and a clearer route to value.

The move to AQSE Growth Market from the Main Market and then subsequently to ARAM signals our intent to remain agile and to align our capital approach with the way our projects are delivered.

We have an expert and experienced team, a sound operating model and a growing pipeline that balances private sale with opportunities to support the public sector through partnerships with registered housing providers and local authorities.  As such, Zentra is well placed for the next phase of its journey.

Jason Upton

Chief Executive

30 December 2025

Group’s Financial Review

Trading

For the twelve months ended 30 June 2025, revenue decreased by £6.59m (45%) to £8.06m (FY24: £14.65m). This primarily reflects a reduction in development sales, a wind-down of in-house construction services  and a reduction in the provision of property management services.

Development sales revenue from legal completions remained the largest contributor to Group revenue, accounting for 83% (FY24: 61%) of total revenue. Overall, there was a reduction in legal completions from 52 in FY24 to 27 in FY25, as well as sales of the building at Seaton House, Stockport and land at Churchgate, Leicester.  Victoria Road Eccleshill delivered £5.08m from 24 legal completions in a bulk sale to a registered housing provider, Oscar House Manchester delivered £0.47m from 2 legal completions, St Petersgate Stockport legally completed 1 sale for £0.15m and the building at Seaton House Stockport generated revenue of £0.6m.

Co-Living project management relates to the construction works undertaken on Co-Living properties where the Group receives a 5.0% cost plus margin on all works undertaken and generated revenue of £0.07m (FY24: £0.87m). In addition, construction services generated revenue of £0.33m in the period (FY24: £4.02m) from the management of construction activity at the Group’s development sites as well as on behalf of a related parties.

There was an increase in development management fee income to £0.75m (FY24: £0.36m) and this relates to management services provided on One Victoria Manchester, One Heritage Tower Salford, Bee Kitchens Salford and the OH UK Holdings group of companies (many of which were disposed of by the Group in FY25).

Property services delivered revenue of £0.15m (FY24: £0.32m). This was driven by management fees and transaction fees.