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looking at the expected h2 numbers, there's not going to be any serious bidder for search. they haven't successfully transitioned to rsoc (and not clear that they will), and the division is only ebitda breakeven. what would be useful is to know their current annualised ebitda number - i presume that we are ending h2 stronger than we entered, but this was masked by the afd contribution to h1.

my *** packet valuation ranges for the other 2 segments:

dis $150-200m (7.5 to 10x ebitda)

comparison $50-75m (5x ebitda)

Also very frustrating that they've been sitting on the profit warning for approx a month while the share price has crashed.

Could Kestrel realistically bid for some of the business (e.g DIS)

Massive profit warning, but a SOTP unlock sounds like a positive outcome assuming that they can achieve realistic valuations for the the business units.

I agree with the stable coins comment here - that's a huge unknown that could completely derail the business model.

Who is going to own the stable coin to local currency trade? And what will the margin look like?

They'll pay a chunk of that off and the remainder will be refinanced.

Lending conditions would have to absolutely collapse for them to be unable to push out the maturity.

From the annual report:

"In October 2022, the EUR 126 million of senior secured bonds were refinanced via a new Senior Facilities Agreement comprising a USD 150 million term loan and a USD 100 million revolving credit facility. These new debt facilities had an initial maturity date of 14 October 2026, with an option to extend by a further year. During 2023, the Group successfully extended most of the facilities. USD 42 million of the term loan and USD 28 million of the revolving credit

facility matures on 14 October 2026. USD 108 million of the term loan and USD 72 million mature on 14 October 2027. The initial borrowing cost was 2.75% above SOFR and is currently 3.00% above SOFR. The RCF drawdown was used to fund the working capital requirement of the Parent Company, which has no income other than dividend income, interest income and intercompany recharge income from subsidiaries, which may or may not coincide with the

payment obligations of the Parent Company. Bank borrowings are secured over the assets of material Group companies."

So no looming debt maturities. Wouldn't expect them to have much issue extending these.

What is the best case scenario here?

They are expecting to hit guidance but can't confirm definitively yet, so are keeping quiet.

There are early stage discussions around a sale of part or all of the business. You could argue that they should announce this, but the UK takeover code is useless and companies often don't.

Or based on the current share price, we have a small miss on 2025 numbers, but nowhere near as significant as the market is assuming. Again, you could argue that they should get ahead of this and notify the market.

Any other possibility is overwhelmingly negative. Search and Comparison divisions could be underperforming with poor outlook for 2026. RSOC not gaining any traction. Struggling to reduce debt etc. etc.

Have sent a message (not a word for word copy paste of your draft) strongly suggesting that they issue an RNS to update the market on the AFD transition.

Will share any reply here.

Wouldn't be the first time that they sat on bad news - the AFD announcement was similar, dropped immediately before earnings.

Bare in mind that H1 included a full quarter of pre-RSOC earnings in Search. So wouldn't be surprised if H2 looks worse.

Comparison also slowed a revenue decline despite all of these additional geographies being brought online in the period.

My current guess is that results are looking poor, and that they are keen to wait for Black Friday and Xmas demand before deciding on the need to issue a profit warning (basically hoping that improved Comparison results bail them out).

This would explain why they are unable to respond to shareholder enquiries, as they would effectively be forced to RNS.

Currently priced as if under severe financial distress. Makes no sense.

I wonder if there is some share overhang from the ~200 employees that were made redundant.

I've topped up at 45p and will continue if it drops further.

Agreed, I intend to email IR and would suggest that others do too.

Given the uncertainty we need more regular updates than 6 monthly.

Neither me nor Grok can find any negative news in the public domain that could explain this sell off.

Most optimistic view would be a forced institutional seller (do Kestrel need liquidity?). However, we often get pre-news price moves in TIG, which makes me suspicious of a profit warning coming.

Very cheap assuming there is a recovery in Search...

IMO they should be giving much more regular updates on RSOC given the magnitude of the changes and relative uncertainty of future profits.

It's frustrating because this is a good company with a management team who are very naive when it comes to PR.

Can anyone explain the economics of these exchange cloud contracts (to BKS)?

There's basically no information about how and what they earn from these deals

Search and Comparison both slightly worse than I was expecting. Takes a very optimistic view to see 40m EBITDA in H2 to hit 2025 guidance.

Also seems a bit of a stretch to call the comparison business "seasonal" given that H1 / H2 were similar last year.

Hopefully some more detail on the call but I'm not holding my breath.

Only thing stopping me from topping up ahead of results is the fact that they have completely shelved the buybacks. Surely that would have been buying if they had clarity about positive Search results for the year.

I have very little confidence in anything management say informally. Let's see how the H1 results look in a few weeks time...

More frustrating actually is the pivot to focus on debt reduction over buybacks. This decision hasn't been explained publicly at all, and creates the impression that things are looking bleak.

I think management want to hold off on speaking to the market until they really understand the impact of the RSOC changes on Search. I'd argue that this approach is somewhat ridiculous given that they must have a reasonable idea by now, but that's what they've decided to do.

The longer the radio silence, the more likely the market is to assume negative updates are coming. Ultimately we're all in the dark, apart from the DIS business which continues to go from strength to strength.