Cluey Ltd (ASX:CLU) lodged its Appendix 4E and directors' report for the year ended 30 June 2026 on 28 August 2026. Revenue from ordinary activities fell 5.3% to $24,251,385, and the loss after tax attributable to members rose 82.0% to $10,078,866 from $5,536,488. The loss included an Impairment charge of $4,010,015, while the underlying EBITDA loss widened by 5% to $4,200,817.

Cash and cash equivalents ended the year at $3,408,228, down from $4,673,368, and the group moved from net Assets of $3,971,550 to net liabilities of $1,625,434. The report also confirmed the closure of UK operations and a shareholder-approved move to delist from the ASX, expected to take effect on 6 October 2026. The sections below detail the figures.

Company Overview

Cluey is an education technology company providing curriculum-aligned online tutoring and learning support to students in Australia and New Zealand. Through its Wholly Owned Subsidiary Code Camp it also runs co-curricular and extracurricular online programs, holiday camps and after-school courses in Australia and, until its closure, the United Kingdom. At 30 June 2026 the group had 87 full-time equivalent employees, down 12% from 99, and drew on about 2,800 tutors and instructors during the year. Robert Gavshon is Chairman.

Details of the FY2026 Results

Revenue fell from $25,607,419. By segment, Online Tutoring revenue fell 5% to $15,822,802, Schools and Partnerships fell 4% to $2,909,433, Events and Experiences fell 4% to $4,255,575, and UK revenue fell 17% to $1,263,575. The company attributed the tutoring decline to fewer new students and sessions, and the Code Camp decline to parents reducing discretionary spending. Average revenue per session rose 1.5% to $56.53.

Operating measures were mixed. New students fell 15% to 33,891 and sessions delivered fell 7% to 429,000, while variable customer Acquisition cost per new student rose 31% to $205. Cost of sales fell 8% to $10,069,623, so Gross Profit declined 3% to $14,181,762 while gross Margin rose to 58.5% from 57.1%. Marketing expenses rose 17% to $4,265,979, or 18% of revenue against 14%, and administration expenses rose to $4,555,619 from $4,139,529. Employee benefits expense fell to $11,649,088 from $12,477,927, with a fourth-quarter headcount reduction expected to save about $1,230,000 a year. Interest income fell to $70,404 from $147,789, and finance costs rose to $70,331 from $60,272.

The impairment of $4,010,015 comprised $1,489,013 on Goodwill and Brand intangibles for the UK business, which is being closed, and $2,521,002 for goodwill in the Events and Experiences ($1,778,473) and Schools and Partnerships ($742,529) units. An income tax benefit of $220,000 reduced the loss from a pre-tax figure of $10,298,866. Loss per share was 2.64 cents against 1.70 cents, and net tangible assets per security were negative 0.68 cents against negative 0.34 cents.

Net cash used in Operating Activities was $4,169,141 (FY2025: $3,141,477). The company raised $4,490,484 from share issues, with 64,149,771 new shares issued on 16 December 2025 after a $4.5 million Equity raise announced on 6 November 2025. It has no external borrowings. Payments for intangibles, mainly product development, rose to $1,011,823 from $641,493, and receipts from customers were $26,898,679 against $28,835,395.

On the balance sheet, total assets fell to $6,209,641 from $11,925,173, mostly because intangible assets dropped to $1,235,040 from $5,214,072 after the impairments. Trade and other payables rose to $3,083,493 from $2,783,523, contract liabilities rose to $3,238,351 from $3,115,748, and receivables rose to $443,299 from $396,241. Total liabilities were $7,835,075 (FY2025: $7,953,623). Shares on issue, net of treasury shares, rose to 411,674,379 from 347,524,608. In the underlying EBITDA reconciliation, restructuring, Capital raise and corporate Transaction Costs rose to $682,514 from $154,731, while the non-cash share-based payment expense fell to $128,441 from $382,593. Cluey also holds a 35% interest in Code Camp Central Europe AG, to which it provided intellectual property but no capital, and which has recorded no profit or loss for the group.

Several corporate events shaped the year. Cluey agreed to buy Education Futures Group, the Holding Company of the Art of Smart group, in November 2025, but on 2 February 2026 exercised a right of termination after conditions precedent were not satisfied. In February 2026 it launched Cluey+, which offers curriculum-mapped video lessons and an AI-powered practice environment. On 25 June 2026 it announced the closure of Code Camp's UK operations by 31 August 2026 and a proposal to become an unlisted public company. Shareholders approved the delisting at a general meeting on 13 August 2026. The board cited lower listing costs and administrative burden, limited trading Liquidity and share price performance relative to the company's scale.

Industry Context

The report links Demand to household budgets. It notes ongoing cost-of-living pressure in Australia and New Zealand and says tutoring has historically been countercyclical, while parents were cutting discretionary spending in the Code Camp division this year. It also points to digital media cost inflation, which lifted acquisition costs, and to competition from providers introducing new or improved products. Cluey describes generative AI as part of its product plans and lists AI ethics, privacy and regulatory issues among its risks.

Risks and Uncertainties

The Going Concern note records net current liabilities of $2,836,616, of which $3,238,351 is deferred revenue expected to be realised within three months, and a net cash outflow of $5,499,771 excluding net capital raising proceeds. Directors relied on approved forecasts through to August 2027 showing a positive cash balance.

Other risks identified include reliance on Digital Marketing channels, profitability, technology and cybersecurity, economic conditions and AI. The company expects its cash balance to fund Working Capital while it works toward profitability. Once delisted, shares will no longer trade on the ASX.

What to Watch Ahead

Items to follow include the delisting date of 6 October 2026, completion of the UK closure, the effect of the reduced headcount on costs, and uptake of Cluey+.