Nomad Compute Plc - Interim Results for the 6 months to 30 June 2026

30 September 2026

 

Nomad Compute PLC
(“Nomad” or the “Company”)

 

Interim Results for the 6 months to 30 June 2026

 

Nomad Compute PLC (AQSE:NMD), announces the publication of its unaudited Interim Results for the 6 months to 30 June 2026 which will be available in the Investor section of the Company's website at https://www.nomadcompute.com/.

 

Interim Management Statement

 

The period has been one of significant transformation for the Company, during which we have repositioned the business and established a new strategic direction focused on the development, deployment and operation of modular, containerised edge artificial intelligence (“AI”) compute infrastructure for global enterprise and sovereign markets.

 

Following this strategic review, the Company announced on 30 April 2026 its intention to reposition the business as a pure-play modular edge AI compute infrastructure company. To reflect this new direction, the Company changed its name from Visum Technologies PLC to Nomad Compute PLC, with the new name and ticker symbol “NMD” becoming effective on the AQSE Growth Market on 1 May 2026. The Nomad model is intended to provide relocatable compute infrastructure, bringing AI computational capacity closer to where it is economically and strategically required.

 

The Board was also strengthened during the period. I joined the Board on 29 April 2026 and was subsequently appointed Executive Chairman on 18 May 2026 to lead the Company through this strategic repositioning. Following the period end, Brian Stockbridge and Jonathan Hives were appointed to the Board as Non-Executive Directors, further strengthening the Board and bringing additional public company and capital markets experience to support the Company as it continues to develop and execute its strategy.

 

In May 2026, the Company conditionally raised gross proceeds of approximately £3.124 million through a placing. Following shareholder approval at the General Meeting on 5 June 2026, the placing proceeded and provided the Company with funding to support the implementation of its new strategy. Of the gross Placing proceeds of approximately £3.124 million, £2.674 million had been received by 30 June 2026 and a further £100,000 was received after the period end. The balance of £350,000 remains outstanding and is expected to be received in October 2026 (see note 8). The Directors' going concern assessment is not affected by this outstanding balance, and in either case the Directors are satisfied that the Group has sufficient resources for at least twelve months from the date of approval of these interim financial statements.  The proceeds are intended principally to support the recruitment of a senior technical team, secure OEM hardware allocations, develop the Company’s first proof-of-concept deployment and provide additional working capital.

 

The first half of 2026 has therefore laid the foundations for a substantially different business. With the strategic repositioning completed and additional capital secured, our focus for the remainder of the year will be on building the technical and operational capabilities required to execute the Nomad strategy and progressing the Company’s initial deployment opportunities.

 

I would like to thank our shareholders for their continued support during this period of significant change. I look forward to reporting further progress as we work to develop Nomad into a scalable platform in the rapidly evolving AI compute infrastructure market.

 

Jonathan Bixby, Executive Chairman

 

The Directors of the Company accept responsibility for the contents of this announcement.

 

For further information please visit: https://www.nomadcompute.com/

 

For further information, please contact:

 

 

The comparative information for the six months ended 30 June 2025 is unaudited and relates to the Company only, no group having existed in that period.

 

 

 

 

NOMAD COMPUTE PLC

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 30 JUNE 2026

 

 

NOMAD COMPUTE PLC

INTERIM PARENT COMPANY STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 June 2026

 

No comparative statement of cash flows is presented. The Company did not previously prepare consolidated financial statements, and a statement of cash flows for the six months ended 30 June 2025 is not available on a basis consistent with that adopted in these interim financial statements.

 

No comparative statement of cash flows is presented, for the reason set out beneath the consolidated statement of cash flows above.

 

NOMAD COMPUTE PLC

NOTES TO THE FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2026

1. General Information

 

Nomad Compute PLC (the “Company”) is a public limited company incorporated and registered in England and Wales under company number 13211334, with its registered office at 21 Arlington Street, London, England, SW1A 1RN.

 

On 30 April 2026, the Company resolved to change its name from Visum Technologies PLC to Nomad Compute PLC to reflect its new strategic focus on developing and operating modular, containerised edge artificial intelligence (“AI”) compute infrastructure for global enterprise and sovereign markets.

 

2. Basis of Preparation

 

These interim financial statements have been prepared in accordance with the requirements of the AQSE Growth Market Access Rulebook and using the recognition and measurement principles of FRS 102, 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. They do not comply with IAS 34 'Interim Financial Reporting', which is not required for companies whose shares are admitted to trading on the AQSE Growth Market, and they do not constitute a complete set of financial statements as defined by FRS 102. These interim financial statements should be read in conjunction with the Annual Report and Financial Statements for the 18-month period ended 31 December 2025.

 

The interim financial information set out above does not constitute statutory accounts within the meaning of the Companies Act 2006. It has been prepared on a going concern basis in accordance with the recognition and measurement requirements of FRS 102.

 

Statutory financial statements for the 18-month period ended 31 December 2025 were approved by the Board of Directors on 30 June 2026 and have been delivered to the Registrar of Companies. The auditor's report on those financial statements contained an adverse opinion. The adverse opinion arose because the auditor was unable to obtain sufficient appropriate audit evidence in respect of C&C Gordon Ltd, a subsidiary of the Company, and consequently the Company was unable to prepare consolidated financial statements for that period.

 

This unaudited interim financial information for the six months ended 30 June 2026 therefore represents the first period for which consolidated financial information for the Group has been presented. Accordingly, no comparative consolidated financial information is available for the prior periods presented; the comparative information relates to the Company only.

 

The interim financial statements are unaudited and have not been reviewed by the Company’s auditor. 

Going concern

 

The interim financial statements have been prepared on a going concern basis. During the period, the Company conditionally raised gross proceeds of approximately £3.124 million through a placing. The proceeds are intended to support the Company’s strategy of developing and operating modular, containerised edge AI compute infrastructure, including the recruitment of a senior technical team, securing OEM hardware allocations, developing its first proof-of-concept deployment and providing additional working capital.

 

The Directors have assessed the Group’s and Company’s ability to continue as a going concern for a period of at least twelve months from the date of approval of these interim financial statements. In making this assessment, the Directors have considered the Group’s cash position of approximately £1.904 million as at 30 June 2026, together with the Group’s forecast cash flows. The forecasts also take into account the Group’s planned expenditure in connection with the development of its modular, containerised edge AI compute infrastructure. Accordingly, they continue to adopt the going concern basis of accounting in preparing these interim financial statements.

 

Risks and uncertainties

 

The Board continuously assesses and monitors the key risks of the business. The key risks that could affect the Company’s medium term performance and the factors that mitigate those risks have not substantially changed from those set out in the Company’s Annual Report and Financial Statements for the 18-month period ended 31 December 2025, a copy of which is available on the Company’s website: https://nomadcompute.com. The key financial risks are market risk, exchange rate risk, liquidity risk and credit risk.

 

Critical accounting estimates

 

The preparation of interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the end of the reporting period. Significant items subject to such estimates are set out in Note 4 of the Company’s Annual Report and Financial Statements for the 18-month period ended 31 December 2025. The nature and amounts of such estimates have not changed significantly during the interim period.

 

Share-based Payments

 

The Company measures the cost of equity-settled transactions by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using the Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity.

  

 

 

 

3. Accounting Policies

 

The same accounting policies, presentation and methods of computation are followed in the interim consolidated financial information as were applied in the Company’s Annual Report and Financial Statements for the 18-month period ended 31 December 2025, except for the policies on consolidation, goodwill and foreign currency set out below, which are applied for the first time in the current period.

 

Basis of consolidation — The consolidated interim financial information incorporates the financial information of the Company and the entity controlled by it. The results of a subsidiary acquired during the period are included from the date on which control passes to the Company. Intra-group balances, transactions and unrealised profits are eliminated on consolidation.

 

Goodwill — Goodwill arising on the acquisition of a subsidiary represents the excess of the cost of acquisition over the fair value of the identifiable assets and liabilities acquired. In accordance with Section 19 of FRS 102, goodwill is amortised on a straight-line basis over its estimated useful economic life of 10 years, consistent with the policy applied in the Annual Report and Financial Statements for the 18-month period ended 31 December 2025.

 

Foreign currency — The consolidated interim financial information is presented in pounds sterling, which is both the functional currency of the Company and the presentation currency of the Group. The functional currency of Crowdtech AB is the Swedish krona.

Transactions in a currency other than an entity’s functional currency are recorded at the rate of exchange ruling at the date of the transaction. At each reporting date, monetary assets and liabilities denominated in foreign currencies are retranslated at the rate ruling at that date; non-monetary items measured at historical cost are not retranslated. Exchange differences arising on settlement or on retranslation are recognised in profit or loss.

On consolidation, the assets and liabilities of the Group’s foreign operation are translated into sterling at the rate of exchange ruling at the reporting date, and its income and expenses are translated at the average rate of exchange for the period. Exchange differences arising on the translation of the opening net assets of the foreign operation, and on the translation of its results from the average rate to the closing rate, are recognised in other comprehensive income and accumulated in a separate foreign exchange translation reserve within equity.

 

4. Share based payments reserves

 

The following warrants over ordinary shares have been granted by the Company and are outstanding as at 30 June 2026:

 

During the period, the Company issued 200,000,000 warrants to Fortified Securities in connection with the Placing. The fair value of the Broker Warrants at the date of grant was approximately £491,000, determined using the Black-Scholes model and after applying a 5% discount to reflect their limited transferability and the absence of an active market for them. As the warrants were issued in consideration for services directly attributable to the issue of new ordinary shares, the fair value has been accounted for as a share issue cost and recognised as a deduction from equity, with a corresponding credit to the share-based payment reserve. Accordingly, no charge in respect of these Broker Warrants has been recognised in the statement of comprehensive income.

During the period, the Company also issued 523,284,760 warrants to Mr Jonathan Bixby, Executive Chairman, in connection with his appointment. The warrants have a nil exercise price and a term of 36 months from the date of grant. They vest in three equal tranches six, 12 and 18 months from Admission on 8 June 2026, subject to earlier vesting of each tranche if certain share price performance targets are met. None of the warrants had vested at 30 June 2026.

 

 

Reconciliation of Warrants

 

 

5. Earnings per Share

 

The calculation of loss per share is based on the losses attributable to the Parent Company and the Group of £208,510 and £185,604, respectively, for the six months ended 30 June 2026, and on the weighted average number of 594,581,724 ordinary shares in issue during the period.

 

The deferred shares carry no right to participate in the profits of the Company and are therefore excluded from the calculation of loss per share. There were 2,776,423,801 ordinary shares of 0.01p each in issue at 30 June 2026.

 

No diluted earnings per share is presented for the six months ended 30 June 2026 or six months ended 30 June 2025 as the effect on the exercise of share options and warrants would be to decrease the loss per share.

 

6. Called up share capital

 

 

On 5 June 2026, following approval by shareholders at the General Meeting held on 5 June 2026, the Company reorganised its share capital such that each existing ordinary share of 1p was subdivided and redesignated into one new ordinary share of 0.01p and one deferred share of 0.99p.

The deferred shares carry no right to receive notice of, to attend or to vote at general meetings of the Company, and no entitlement to dividends.

 

7. Investment in subsidiaries and goodwill

 

 

 

On 28 April 2026, the Company entered into a share purchase agreement with Crestpoint Holdings Ltd to acquire the entire issued share capital of Crowdtech AB for a consideration of £414,000, satisfied by the transfer of the Company’s entire shareholding in C&C Gordon Ltd, which was held at a carrying value of £414,000. No gain or loss arose on the transaction.

 

The agreement has effect for both parties from 1 January 2026, from which date the income, profits, risks and liabilities of Crowdtech AB passed to the Company and those of C&C Gordon Ltd ceased to be those of the Company. The Directors have concluded that the Company obtained control of Crowdtech AB, and ceased to control C&C Gordon Ltd, with effect from 1 January 2026. Accordingly, Crowdtech AB has been consolidated from 1 January 2026 and C&C Gordon Ltd has not been consolidated in any part of the period.

 

8. Debtors

 

 

 

 

As of 30 June 2026, both the Group and the Company had an amount receivable of £450,000 (31 December 2025: £nil) in respect of some of the shares issued under the Placing announced on 18 May 2026.

As at the date of approval of these interim financial statements, £100,000 of this amount has been received, with £350,000 remaining outstanding. The Company has been informed by Fortified Securities, the Company's corporate broker, that the placee has experienced a short-term liquidity constraint and has confirmed that the amount is expected to be paid in full in October 2026. The Company understands that the shares have not been released to the placee. The Directors will keep the position under review.

 

9. Related party transactions

 

Directors’ participation in the Placing

 

During the period, the Company issued new ordinary shares to the following directors as part of the Placing:

 

 

The Directors’ participation in the Placing constituted related party transactions for the purposes of the AQSE Growth Market Access Rulebook.

 

Warrants issued to a director

 

During the period, the Company issued the following warrants to Mr Jonathan Bixby, Executive Chairman of the Company:

 

The issue of warrants to Mr Jonathan Bixby constituted a related party transaction for the purposes of the AQSE Growth Market Access Rulebook. Further details of the warrants are set out in Note 4.

 

Director loans

 

At 31 December 2025, amounts owed by the Company to its directors comprised loans of £111,157. Those amounts were settled in full during the period from the proceeds of the Placing, together with directors’ fees accrued during the six months ended 30 June 2026. Amounts owed to directors at 30 June 2026 were £nil.

 

Events after the reporting date

 

On 17 August 2026, after the reporting date, the Company issued 30,000,000 warrants to Mr Jonathan Hives, who was re-appointed a Non-executive Director of the Company on 7 September 2026. The warrants have an exercise price of 0.25p and a term of 36 months from the date of grant. One third of the warrants vest on the first anniversary of the date of grant and one thirty-sixth of the warrants vest at the end of each month thereafter. None of the warrants had vested at the date of approval of these interim financial statements.

 

On 18 September 2026, Mr Marc Dixon resigned as a Non-executive Director and Mr Brian Stockbridge was appointed a Non-executive Director, in each case with immediate effect. On his appointment, Mr Stockbridge was granted 60,000,000 warrants exercisable at 0.25p per ordinary share, one third of which vest on the first anniversary of the date of grant and one thirty-sixth of which vest at the end of each month thereafter. Mr Stockbridge is interested, through a company wholly owned by him, in 174,652,000 ordinary shares of the Company and in the 1,014,426 warrants referred to in note 4.

 

The issue of the warrants described above constituted related party transactions for the purposes of the AQSE Growth Market Access Rulebook. The fair values of these awards are in the course of being determined and the resulting charges will be recognised over the respective vesting periods, commencing in the second half of the financial year.

 

10. Approval of interim financial statements

 

The interim financial statements were approved by the Board of Directors on 30 September 2026.