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№ 050 26 filings · 2021-09-29 → 2026-08-28

B90 HOLDINGS PLC

B90
Travel and Leisure Share price 3.30p Market cap £15m Overall fit 220 /1000

Fails the core AI-receiver test (internal user of AI, not a vendor), only moderate operating leverage because management reinvests upside into marketing, valuation is fair-to-rich rather than cheap, and downside protection is weak due to the auditor's material uncertainty. Recent growth is genuine but insufficient to overcome the strategy misalignment.

Fair value range 2p–3p Mid case · £11m
Absolute upside -27.8% vs current market cap
Conviction 3/5 confidence in overvalued call
Supports the call
  • Two years of audited financials with visible revenue doubling and return to profitability
  • Consistent trading updates that match delivered numbers
  • Straightforward EV/EBITDA valuation appropriate for a scaled affiliate
Limits the call
  • Material going-concern uncertainty and unresolved €0.6m legacy creditor
  • AI positioning is largely marketing language, not a differentiated tech asset
Methodology

EV/EBITDA on FY25 with H1-26 run-rate sanity check

In one line · bull case

A genuinely re-accelerating iGaming affiliate that has doubled revenue and returned to profit, but priced without much margin of safety given a material going-concern flag and a strategy that is 'AI-user, not AI-receiver'.

In one line · biggest risk

The €0.6m legacy creditor is called at short notice, forcing a dilutive raise into a micro-cap already carrying significant option overhang.

Drivers
AI beneficiary 28 /100
Uses AI/ML for PPC optimisation internally; value flows to Google, not B90. Not a picks-and-shovels AI vendor.
Operating leverage 45 /100
Fixed salary/overhead base ~€2.8m gives some leverage, but marketing is highly variable and management redeploys upside rather than letting it drop through.
Earnings vs expectations 65 /100
Consistent meets/beats over past 18 months; H1-26 revenue ahead of plan, EBITDA in line.
Growth momentum 75 /100
Accelerating — revenue +104% in FY25, ahead of expectations in H1-26; strong momentum into 2026 World Cup year.
Moat 20 /100
No structural moat; competes on execution, algorithm expertise and partner relationships in a fragmented affiliate market.
Earnings quality 40 /100
Return to profitability is real, but IFRS impairment assumptions are sensitive, deferred consideration is opaque, and legacy liability timing is uncertain.
Management quality 42 /100
Founder-led with recent governance improvements (Chair/CEO split); track record of dilutive issuances and a large FY24 Spinbookie write-off.
Cyclicality 45 /100
iGaming affiliate is moderately cyclical — major sporting events drive step-changes in acquisition volume.
Leverage 25 /100
Net cash of ~€0.4m and no debt, but auditor flagged material uncertainty on going concern which offsets the balance-sheet strength.
Value-trap signals · 6
  • Auditor material uncertainty on going concern (repeated across 2023-2025 audits)
  • €0.6m unresolved legacy creditor potentially repayable on demand
  • Chronic share dilution: 56.7m options outstanding (~13% of share count) and repeated equity raises
  • Historic impairments (Spinbookie €1.4m in 2024, Quasar/Bet90 goodwill €1.1m in 2022)
  • Micro-cap AIM illiquidity
  • Dependency on Google search/PPC algorithms and iGaming regulation

I'll analyze the B90 filings and produce the research note now.

B90 Holdings PLC (AIM: B90) — Research Note

Executive summary

B90 is a micro-cap AIM-listed performance marketing / affiliate business serving iGaming operators, generating revenue via PPC (Google-driven) player acquisition and owned media (Oddsen.nu, Bet90.com relaunched as an affiliate site). Following a 2023-24 pivot away from B2C gambling to a lean B2B affiliate model, revenue more than doubled to €7.2m in FY2025 and the group returned to profitability (PAT €0.4m; EBITDA €1.1m). The single most important issue for valuation today is the auditor's material uncertainty on going concern — a €0.6m legacy creditor could demand repayment at short notice against €1.0m of cash — which limits how much credit the market can give the accelerating growth trajectory.

Fair value estimate

  • Fair value range: 1.8p – 3.0p per share, implying market cap of £7.9m – £13.2m (mid ~£10.5m).
  • Methodology: EV/EBITDA multiple on FY25 EBITDA of €1.1m (~£0.94m), sanity-checked against FY26 run-rate. I apply 7-9x to €1.1m EBITDA + net cash of €0.4m (cash €1.0m less €0.6m legacy liability), and layer in modest credit for the visible H1-26 revenue beat.
  • Even crediting a plausible €1.5-2.0m FY26 EBITDA at 8x, equity value only reaches £11-14m.
  • Current market cap £14.5m → downside of ~28% to mid-point (fair value 2.4p vs. 3.10p spot).
  • View: fair-to-slightly-overvalued. The market is already crediting continued growth, but the going-concern flag and dilution overhang argue for a discount rather than a re-rating premium.

Sector context

  • Confirmed sector: Consumer Discretionary — Travel & Leisure (iGaming affiliate marketing).
  • B90's quality profile is below typical peers: much smaller scale, going-concern qualification, single-vertical exposure, and no independent gaming licence exposure but heavy dependency on Google PPC and search algorithms.
  • Listed comparables: Gambling.com Group (NASDAQ: GAMB), Better Collective (STO: BETCO), XLMedia (AIM: XLM). All are materially larger and more diversified.

Investment thesis

  1. Revenue doubled and back to profitability — FY25 revenue €7.2m (2024: €3.5m), EBITDA up 66% to €1.1m, PAT €0.4m vs prior-year loss of €1.7m 2026-05 Final Results. Growth continued into H1-26 with revenue ahead of management expectations 2026-08 Trading Update.
  2. Capital-light B2B affiliate model with meaningful operating leverage on fixed costs — salaries only rose from €1.59m to €1.71m while revenue doubled, and the Group has embedded AI/automation in campaign management 2026-05 CFO Review; 2025-09 Interim.
  3. 2026 World Cup tailwind and demonstrated ability to scale via a partner network of 200+ operators including Bet365 and Stake.com 2026-02 Trading Update.

Key risks

  1. Material going-concern uncertainty — €0.6m legacy creditor may seek repayment at short notice against €1.0m cash; auditors flagged material uncertainty in the 2025 audit report 2026-05 Final Results, Auditor's Report.
  2. Regulatory, Google algorithm and VIP concentration risk — top 5% of players ("VIP Players") generate a large share of commission revenue; search algorithm changes can materially reduce traffic 2026-05 Directors' Report, Principal Risks.
  3. Persistent dilution and option overhang — 56.7m options outstanding (~12.8% of shares) with new 22m grant at 3p in June 2025; recurring share-based compensation and periodic equity raises have diluted shareholders 2026-05 Note 17.

Operating leverage

The cost base is a mix. Fixed costs (salary €1.71m + other admin €1.08m ≈ €2.8m in FY25) are broadly stable regardless of revenue — H1-25 showed salaries essentially flat vs H1-24 despite revenue up 75%. However, marketing and selling expense is highly variable, rising from €0.75m in FY24 to €3.44m in FY25 as management aggressively reinvested. This dampens leverage: while the €3.7m incremental revenue turned into only €0.44m incremental EBITDA (~12% incremental contribution), that is because management is deliberately investing marketing spend to compound growth rather than let it drop through. In an unchanged-marketing-spend scenario, a 10-20% revenue upside would drop through much more materially. The H1-26 update makes the trade-off explicit: revenue is ahead of plan but "EBITDA will remain comparable" because incremental gross margin is being redeployed into AI platform and marketing 2026-08 Trading Update. Genuine operating leverage exists on the salary and central overhead base, but the affiliate model does not deliver software-like drop-through until management chooses to stop reinvesting.

Value-trap signals

  • Auditor emphasis of matter on going concern (repeated across 2023, 2024 and 2025 audits, though the 2025 wording is milder).
  • €0.6m unresolved legacy creditor with uncertain timing that "could" be repayable on demand.
  • Chronic dilution: options + past equity raises have taken share count from ~282m (2022) to 441m (2025).
  • Small-cap AIM illiquidity; volatile share price (52-week range 1.95p – 4.35p).
  • Historic impairments (Spinbookie €1.4m in 2024, Quasar/Bet90 goodwill €1.1m in 2022) show prior capital allocation missteps.
  • Auditor emphasis-of-matter on impairment sensitivity: Oddsen.nu and PPC CGU value-in-use tests rely on 2%-25% year-1 growth assumptions.
  • Not a terminal-decline industry, but structurally exposed to Google algorithm changes and iGaming regulation.

Earnings vs. expectations

  • FY24 (May 2025): Guidance in Feb 2025 was "at least meet" market EBITDA — delivered in line/slightly ahead (positive EBITDA every month, €0.7m FY EBITDA vs €3.3m loss FY23). Met/beat.
  • H1-25 (Sept 2025): July 2025 trading update guided "material revenue and EBITDA growth"; delivered revenue +75% and EBITDA +65%, with July/August "record-breaking". Beat.
  • FY25 (Feb 2026 → May 2026): Feb 2026 update guided revenue "ahead of market" and EBITDA "in line"; May results confirmed revenue €7.2m (materially higher than €3.5m base) and EBITDA €1.1m. Beat on revenue, met on EBITDA.
  • H1-26 (Aug 2026): Revenue ahead of management expectations; EBITDA "comparable to previous year" due to reinvestment. Beat top-line, in line on EBITDA.

Pattern: Consistent beats or meets over the past 18 months, but management is deliberately capping EBITDA expansion by reinvesting — so headline "beats" understate the underlying operating leverage.

Conviction: 3 (moderate)

Anchors: (1) clean, audited financials with two consecutive years of profitable trading; (2) revenue trajectory is unambiguous and repeated in trading updates; (3) primary valuation methodology (EBITDA multiple) is appropriate for a scaled affiliate.

Limits: (1) auditor-flagged material going-concern uncertainty and unresolved €0.6m legacy liability create a bimodal outcome; (2) the AI-receiver framing in management's commentary is largely marketing language rather than a differentiated tech asset — hard to underwrite premium multiples on this basis.

Filings consulted · 34

Every document the LLM read for this note. Click any row to open the source.

  1. 2026-08-28Notice OF Agm2026-08-28_9744390_notice-of-agm.md0.30
  2. 2026-08-05Trading Update2026-08-05_9704830_trading-update.md0.85
  3. 2026-05-06Final Results2026-05-06_9553569_final-results.md1.00
  4. 2026-04-27Notice OF Final Results2026-04-27_9538186_notice-of-final-results.md1.00
  5. 2026-02-02Trading Update2026-02-02_9399732_trading-update.md0.72
  6. 2025-09-22Interim Results2025-09-22_9121630_interim-results.md0.77
  7. 2025-09-18Notice OF Investor Presentation2025-09-18_9115167_notice-of-investor-presentation.md0.59
  8. 2025-09-16Result OF Agm And Notice OF Interim Results2025-09-16_9110790_result-of-agm-and-notice-of-interim-results.md0.77
  9. 2025-08-29Notice OF Agm2025-08-29_9078777_notice-of-agm.md0.20
  10. 2025-07-22Trading Update2025-07-22_8990251_trading-update.md0.55
  11. 2025-05-12Online Investor Presentation2025-05-12_8871438_online-investor-presentation.md0.46
  12. 2025-05-07Final Results2025-05-07_8863982_final-results.md0.65
  13. 2025-02-04Trading Update2025-02-04_8719576_trading-update.md0.55
  14. 2024-09-23Interim Results2024-09-23_8431288_interim-results.md0.58
  15. 2024-09-17Result OF Agm And Notice OF Interim Results2024-09-17_8421138_result-of-agm-and-notice-of-interim-results.md0.58
  16. 2024-08-30Notice OF Agm2024-08-30_8391312_notice-of-agm.md0.14
  17. 2024-07-30Trading Update2024-07-30_8337005_trading-update.md0.38
  18. 2024-05-16Final Results2024-05-16_8200125_final-results.md0.45
  19. 2024-02-01Trading Update2024-02-01_8016255_trading-update.md0.38
  20. 2023-09-28Unaudited Interim Results2023-09-28_7782609_unaudited-interim-results.md0.41
  21. 2023-09-15Placing And Subscription Conversion OF Clns2023-09-15_7757087_placing-and-subscription-conversion-of-clns.md0.32
  22. 2023-07-31Result OF Agm2023-07-31_7666068_result-of-agm.md0.07
  23. 2023-07-12Acquisition OF Emwys Licence Agreement Cln Issue2023-07-12_7626972_acquisition-of-emwys-licence-agreement-cln-issue.md0.19
  24. 2023-06-30Fundraising And Board Changes2023-06-30_7604639_fundraising-and-board-changes.md0.17
  25. 2023-06-30Final Results2023-06-30_7604462_final-results.md0.25
  26. 2023-02-060 5 Million Raise And Trading Update2023-02-06_7356360_0-5-million-raise-and-trading-update.md0.21
  27. 2022-09-23Unaudited Interim Results2022-09-23_7065503_unaudited-interim-results.md0.23
  28. 2022-09-14Result OF Agm2022-09-14_7315723_result-of-agm.md0.07
  29. 2022-06-21Final Results2022-06-21_7021688_final-results.md0.25
  30. 2022-06-21Acquisition OF T4u Marketing Ltd2022-06-21_7021794_acquisition-of-t4u-marketing-ltd.md0.19
  31. 2022-05-13Oddsen Acquisition Update2022-05-13_6890444_oddsen-acquisition-update.md0.19
  32. 2021-12-22Acquisition2021-12-22_6913166_acquisition.md0.19
  33. 2021-09-30Acquisition OF Oddsen NU And Subscription2021-09-30_6598993_acquisition-of-oddsen-nu-and-subscription.md0.19
  34. 2021-09-29Unaudited Interim Results2021-09-29_6595083_unaudited-interim-results.md0.23

This research note was authored by a large language model after reading 26 regulatory filings published between 2021-09-29 and 2026-08-28. Each citation refers to a specific RNS announcement in the underlying data set. The note is an opinion, not advice. Do your own work before risking capital.