ZOO Digital Group plc

ANNUAL REPORT 2024

Annual Report 2024
ZOO Digital Group plc
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What ZOO does
Industry overview
The short term impact on ZOO
What are the opportunities for ZOO?
ZOO's strategic response
Expansion of global footprint
Enhanced versions of ZOOstudio
ZOOs Global footprint 
ZOO's five pillars
The ZOO technology ecosystem
ZOO Academy
ZOO and the role of AI in media localisation
Remuneration Committee report
Directors’ remuneration report
Independent auditor’s report
Consolidated statement of comprehensive income
Consolidated statement of financial position
Company statement of financial position
Consolidated statement of changes in equity
Company statement of changes in equity
Consolidated statement of cash flows
Notes to the financial statements
Group directory
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AI IN MEDIA
LOCALISATION

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Globalising media content made smarter, easier, better. 
ZOO Digital provides high-quality localisation, media processing
and digital distribution services to major studios, leading streaming services 
and global broadcasters.
Using its ecosystem of proprietary tools and platforms, ZOO provides fast, reliable and cost-effective end-to-end 
services, enabling premium, original film and TV content to reach global audiences.  
The company delivers globalisation services to media and entertainment companies in Hollywood including 
Warner Brother Discovery, Disney, NBCUniversal and Lionsgate. 
ZOO is one of the few global, end-to-end localisation service providers. These are a select pool of premium 
vendors that can handle all streaming platforms and all languages to ensure the breadth and quality of localisation 
services that content owners now demand.
ZOO’s localisation services include:
WHAT ZOO DOES
Dubbing 
Audio description 
Scripting 
Subtitling 
Captioning  
Media services include:
Editing (audio and video)
Mastering
Audio mixing  
Transcoding 
Video packaging 
Video QC 
Media processing 
DVD/Blu-ray authoring
iTunes Extras authoring
Artwork localisation 
Compliance editing 
Metadata localisation 
Menu localisation 
Creative letter preparation

Annual Report 2024
ZOO Digital Group plc
INDUSTRY OVERVIEW
This year in the entertainment industry 
The year saw an unprecedented period of disruption, not only for ZOO, 
but for the wider film and TV entertainment industry.
Industrial action in Hollywood 
In May 2023 writers went on strike in Hollywood, followed by actors in July. This was the first joint industrial 
action in more than 60 years, and it brought film and TV production to a halt for six months. 
In September 2023, the leadership of the Writers’ Guild of America, which represents 11,500 screenwriters, 
voted to end its strike following resolution of the labour dispute, meaning that the preparation of new scripts 
could resume.
However, restarting production relied on actors returning to work, which was finally resolved in November 2023 
when the leadership of the Screen Actors Guild – American Federation of Television and Radio Artists (SAG-
AFTRA) agreed contract terms for the next three-year period for its 160,000 members. 
This was the longest strike in the union’s history and its repercussions have been far-reaching across the 
industry, not only in the US but in the UK and many other countries.
According to Statista, the number of global video viewers continues to rise, increasing by 3.1% in 2023 to 
almost 3.5 billion. As affordable mobile telephony and internet services reach more countries the number 
of people able to access digital video will continue to grow.
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Market evolution
The hiatus has also been a symptom of the evolution of the major studios
in making the transition to streaming.
Prior to streaming, the major media companies such as Paramount, Fox and Disney acted as wholesalers of 
content for TV channels, cinemas and retailers. In order to compete with Netflix and other major players in VOD 
rather than continuing to license content to them, most major media companies decided to launch their own 
streaming services. 
Making streaming viable has involved several challenges as media companies have had to establish a new 
business model required to make multiple discrete entertainment products i.e., films and TV series.
Firstly, traditional studios have had to manage the change in revenue stream generated by subscription 
payments to focus on profitability. Secondly, for the first time they have had to deal directly with consumers 
to ensure mass market appeal i.e., offering diverse content to attract different viewers, demographics and 
preferences, etc.
This contrasts with early adopters such as Netflix, Amazon Prime and Hulu who have been able to build their 
business model and operations from the ground up based on the subscriptions.
Shifts in consumer demand
Studios strategic reviews
Previously, for traditional studios churn was low on Cable TV, however with streaming this 
has changed. Now, consumers need only commit to a subscription one month at a time. 
Consequently, with the ability to swap platforms easily, they are agile in how they spend their 
money. As a result, churn is much higher and the market is far more dynamic.
In the early months of 2023, all major US media corporations undertook strategic reviews, 
prompted by a rapidly shifting economic landscape for entertainment as consumers migrated 
away from network television. 
Up until 2022, the traditional studios, new to the streaming market, regarded volumes of 
subscribers as the focus for driving revenues. They have since evolved their approaches to 
content acquisition, informed by better understanding of audience viewing preferences, to 
increase retention as it is this that drives monthly subscriptions and profitability. This was 
highlighted by Disney Plus, for example, which replaced its relatively new CEO, Robert Chapek 
after two years and reinstated his predecessor, Bob Iger towards the end of 2022. The latter 
put the production of many new TV and movie projects on hold last year to carry out a major 
review of the titles on the platform to assess their global appeal. Subsequently, Disney has 
refined its strategy, which included removing some titles from their platform and increasing 
investment in other genres.
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Changing types of content
Another change in the market has been the rise in international content being distributed. 
Firstly, this has been driven by cost, as the buying rights of shows from the US are more 
expensive than that of other countries. Secondly it has been driven by the ability to tap into a 
far bigger pool of content from around the world.
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Annual Report 2024
ZOO Digital Group plc
The move to advertising
Establishing in-territory partnerships
The move to advertising by all the major streaming services except for Apple TV+, marked a 
significant shift in the industry landscape. Initially, some streaming platforms prided themselves 
on offering ad-free experiences to subscribers for a premium subscription fee. However, more 
recently they have introduced advertising tiers to lower subscription costs, attract a wider 
audience and leverage the potential for additional advertising revenue streams. Indeed, through 
the first three months of 2024, 56 percent of new subscribers to a streaming service chose the 
lower-priced ad-tier, according to Antenna, a US subscription research firm . This was up from
39 percent a year earlier, the firm said.
The strategy has proven to be financially beneficial  for both subscribers, who pay a lower 
fee and streaming service providers, who gain a higher average revenue per user (ARPU). 
Consequently, the industry transition towards incorporating adverts into streaming services 
reflects a strategic response to evolving consumer preferences and market dynamics.
Many streaming providers have started to opt for in-territory partnerships for launching their 
services in specific countries. This strategy involves collaborating with established in-country 
streaming services to offer exclusive rights in exchange for a revenue share. 
It allows media companies to leverage the success and infrastructure of local streaming services, 
while avoiding the need for significant upfront investments in infrastructure, marketing campaigns 
and operational setup. By doing so, they can achieve a lower-cost entry to the market, make a 
shorter-term investment and establish a strong in-territory relationship.
While partnering may result in lower immediate profits, it offers a strategic advantage in terms of 
market entry, flexibility and potential long-term growth opportunities. 
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Annual Report 2024
ZOO Digital Group plc
In-territory partnerships offer growth opportunities

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THE SHORT-TERM
IMPACT ON ZOO
Order volumes for new 
TV and movie content
Since FY22, the work that ZOO received
from its customers has consisted 
predominantly of localisation and media 
services for newly created content. 
Consequently, the strike disruption has had a 
significant adverse impact on order volumes 
received during the period, not only by ZOO, 
but also by all its major competitors. 
In FY24, where ZOO achieved sales of 40 
million, this represented less than half of 
the sales from the previous year as a direct 
consequence of external factors, including 
industry disruption in Hollywood.
A slower recovery for the 
entertainment industry
The industry recovery following the strikes 
has proven to be slower than initially 
anticipated. Despite the strikes coming to an 
end in November 2023 and some productions 
resuming in December of the same year, as 
of August 2024, the industry has not yet fully 
returned to pre-strike levels.
This delay can be attributed in part to the 
heightened competition for resources as 
production companies strive to complete 
numerous projects within a condensed 
timeframe, leading to scheduling conflicts and 
logistical challenges. For example, scheduling 
a large cast and crew, with competition 
for access to essential sound stages for 
studio recording.  Also, the high demand for 
talented crew members, coupled with job 
losses in the industry as individuals sought 
other employment opportunities, created a 
bottleneck in the production process.
Therefore, while there has been gradual 
improvement in recent months, a significant 
recovery is not expected to occur within the 
current calendar year. Industry experts predict 
that it may take until the end of 2025 for the 
industry to fully regain its pre-disruption 
momentum.
WHAT ARE THE 
OPPORTUNITIES FOR ZOO?
A select pool of
end-to-end vendors
ZOO emerges better placed to grow market 
share as one of few end-to-end localisation and 
media service vendors. These are a select pool 
of premium service providers who can handle all 
streaming platforms and all languages to ensure 
the breadth and quality of localisation services 
that content owners now demand.
Having reduced their headcount following 
strategic reviews, global media companies 
no longer have the capacity to engage with a 
significant number of vendors. They are relying 
heavily on fewer, more capable, trusted vendors 
to localise content from more countries as well 
as to reach wider audiences in those countries. 
At the same time, demand for content is growing 
but given the wide choice of content available 
via streaming, the bar for quality continues to 
rise. Further audiences can vote with their feet 
and choose which streaming services they 
subscribe to according to the choice and quality 
of localised content available. The quality of 
localisation is therefore more critical than ever.
The Company's success relies on its ongoing 
commitment to providing top-tier services. 
Despite the recent period of uncertainty and 
disruption, ZOO has demonstrated unwavering 
excellence in performance, as attested by its 
customers.
In November, ZOO was honoured as 
the APAC Netflix Preferred Fulfilment 
Partner of the year, showcasing 
exceptional achievements in the program, 
such as an impressive on-time delivery 
rate of 99.5%.

Annual Report 2024
ZOO Digital Group plc
Improved workflow
While studio reviews pose a challenge in the interim to the localisation workflow and all those involved in it, 
moving forward, it means that the studios will be far better informed in regard to the appeal of their content
with their target audience, including the consumer data and analytics to drive those decisions.
For ZOO, this will mean a more consistent workflow of content to be localised based on consumer demand and 
profitability. Further, because studios are now dependent on fewer more capable vendors, they have recognised 
the need to extend notice of projects in the pipeline. For ZOO visibility is much improved compared to FY23 
enabling us to resource and plan delivery better.
Content type
Through last year’s strategic reviews, media companies are all viewing their content production and acquisition 
strategy differently. For example, some studios are now making fewer, costly feature films while increasing the 
number of episodic TV shows which can be produced at a much lower cost per minute.
This complements ZOO’s own strategy and business model for which the localisation of episodic TV is more 
profitable than feature films.
In their research of January 2024 Ampere Analysis reported that global spend on entertainment content 
plateaued in 2023 as a result of strikes by the WGA and SAG-AFTRA but will return to growth of 2% per annum 
in 2024, reaching $247 billion in that year. Independent research by MoffatNathanson indicates that Hollywood 
content cash spend declined 8% in 2023 but will return to 2022 pre-strike levels of $137 billion in 2025.
Global Content Spend ($ billion)
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What are the opportunities for ZOO? (cont)
Studio focus on TV shows complements ZOO’s strategy

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ZOO'S STRATEGIC 
RESPONSE
Closer dialogue with customers to inform future plans  
The strikes gave ZOO an opportunity to have extensive dialogue with 
existing customers and teams that have global influence, outlining 
its strategy and positioning, reminding them what ZOO brings to the 
table as a technology-enabled, premium, end-to-end localisation 
vendor with a global footprint.
Subsequently, having provided subtitling services in certain languages for one major studio for several 
years, ZOO won an RFP to provide them with global subtitling (i.e. in all languages), which is expected to 
result in a significant expansion of subtitling services for them. Following a successful RFP for another 
major studio, the Company was appointed for the first time as a primary vendor for the dubbing of 
specific languages. This work is expected to expand as it is usual for commissioning to begin slowly and 
gain momentum as the relationship develops.
Scaling back to reduce costs  
As the hiatus in TV and film production continued during the year, ZOO remained close to its 
customers to gain intelligence which informed its decisions regarding costs. 
As a result, the Company took a measured approach to scaling back its work force in more costly 
UK and US locations – gradually cutting its workforce across both territories by 24.5%, as the 
Hollywood strikes continued and the company was obliged to respond accordingly. 
In the early days of the strike, the industry consensus was that the dispute would be short-lived with little 
disruption to the pipeline of productions as only Hollywood’s writers had taken industrial action. Initially only 
near-live programming, such as late-night chat shows, were immediately affected. Consequently, the Company 
responded by cutting all discretionary spend and by not renewing the engagement of contract staff, otherwise 
keeping the workforce intact. 
This approach was also to ensure that ZOO can respond to customers’ needs and grow quickly when work 
resumes and capture market share, thereby delivering superior profitability in the medium to long-term. 
As it became clear that the disruption would continue longer, and actors striking would impact the types of 
content ZOO works on, the company took the decision to make redundancies. As a result, both direct and 
indirect staff costs were materially reduced throughout the second half of FY24 compared to the first. 
As part of this exercise, a rebalancing of staffing across locations was undertaken to provide adequate resources 
for growth regions and languages. A guiding principle has been to maintain industry-leading performance 
metrics, with monthly customer reports confirming that this has been achieved.

Annual Report 2024
ZOO Digital Group plc
Accelerated expansion in India
In November 2023, ZOO opened Chennai, a second facility in India. The production facility 
is spread across 11,000 square feet, with over 10 dubbing rooms, multiple Atmos rooms, 
mixing rooms and screening rooms.
The facility was already intended as a strategic hub for media services as well as dubbing services for 
Indian languages spoken in the south of the country. Firstly, the aim has been to add another hub as part 
of ZOO’s strategy to provide follow-the-sun  production services with seamless global support and 
availability from key locations around the world.
Secondly, the objective has been to expand resources for delivering media services. Where fulfilment does 
not need to take place in close geographical proximity to the client, ZOO is now able to process projects 
in Chennai where costs are lower than in the UK or US. As such, ZOO had already started to recruit to India 
through natural attrition elsewhere, during the hiatus in production this was accelerated. 
SVOD Total Global Revenue 2023-2031
($ billion)
AVOD Total Global Revenue 2017-2027
($ billion)
A May 2024 report from MIDiA Research forecasts continuing growth in global revenues for SVOD services, 
where services are monetised through a subscription model, while data from Statista suggests a similar trend for 
worldwide AVOD revenues, where typically lower subscriptions are supplemented by advertising sales.
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Chennai, ZOO's second facility in India

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EXPANSION OF
GLOBAL FOOTPRINT
ZOO made several other investments during FY24 
including acquisitions and partnerships to expand 
its global footprint. This ongoing strategy is due, in 
part, to the fact that dubbing expertise is required 
in each language.
This can be achieved by establishing a modest 
operation in territory, supplemented by ZOO’s 
scalable technology-enabled approach.
This ensures ZOO retains its agile model and 
competitive advantage while aligning with its 
customers’ global strategies.  
Further, the landscape in key territories such 
as France, Italy, Germany and Spain, where the 
dubbing industry is heavily unionised, demands that 
it is critical to establish a presence with dubbing 
studios in those countries. 
Hence, global expansion has involved the 
acquisition and opening of hubs and facilities in 
key territories. Alongside this, it has made smaller 
strategic investments in partners in other locations 
where its presence is needed. ZOO’s partnerships 
mean that the company may own a percentage of 
a studio to inform how a studio operates including 
the adoption of ZOO’s technology and platforms. 
This enables ZOO to provide a local footprint 
capable of delivering to ZOO’s Hollywood-certified 
standards; work with a pool of local talent in a 
scalable way and access to a point of contact with 
local dubbing specialists who can advise on how 
best to work with the industry in that area.
Opening of
ZOO's facility 
in Dubai to 
serve the 
MENA region.
March
Aquisition of 
Whatsub Pro, 
South Korea to 
provide ZOO's 
APAC hub
May
Investment in 
AM Group, a 
Spanish partner 
with studios 
in Madrid and 
Valencia
June
Aquisition of a 
partner studio,
ASR Audio in 
Germany
June
Aquisition of a 
partner studio,
LogoSound in Italy
November
Expansion of 
India operation 
through opening 
of Chennai 
facility
April
Opening of 
dubbing studio 
in Copenhagen, 
Denmark
November
Investment in 
Ares Media, a 
partner studio 
in Turkey

Annual Report 2024
ZOO Digital Group plc
Annual Report 2024
ZOO Digital Group plc
ENHANCED VERSIONS 
OF ZOOSTUDIO
ZOO Digital Labs, the company’s dedicated R&D team continued
to develop ZOO’s unique, technology-enabled offering including the
ZOOdubs dubbing platform, ZOOsubs subtitling platform and ZOOstudio. 
The latter, ZOOstudio, is ZOO’s globalisation 
management platform, a vendor-agnostic, client 
ordering and asset management system optimised 
for global localisation and media services. Having 
been adopted by a first direct-to-consumer (D2C) 
streaming service from a major US media corporation 
in 2019, ZOOstudio is now key to its operations with 
engagement across multiple divisions and with several 
distinct sets of decision makers.
During FY24, ZOOstudio was adopted by
a second D2C streaming service from a major US 
media corporation.
Designed to be used by ZOO’s customers to help 
them manage all their vendor relationships, the 
adoption of ZOO’s proprietary software means that 
ZOO and the customer are closely aligned – a key 
competitive advantage for the Company.
During the year, ZOO Digital Labs continued 
to develop ZOOstudio, making it a centralised 
hub of information. This involved integrating the 
platform with major studios’ existing systems 
(financial, ordering, workflow management and asset 
repositories) and with studios’ other vendor systems. 
A second D2C service adopts ZOOstudio

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ZOO'S GLOBAL FOOTPRINT
ZOO’s localisation and media services operations are controlled by its owned-and-
operated hubs in key locations in the Americas, Europe, Middle East and SE Asia. These 
include Los Angeles (US), London (UK), Chennai and Mumbai (India), Dubai (UAE), Seoul 
(South Korea), Berlin (Germany), Copenhagen (Denmark), Istanbul (Turkey), Madrid and 
Valencia (Spain) and Milan (Italy).
Every dubbing studio works with ZOO territory managers and a network of freelance 
talent based in each region across the world. All locations operate using ZOO’s cloud 
software platforms, ensuring consistency and scalability.
ZOO’s strategy is to develop and employ 
innovative, proprietary cloud computing 
systems that deliver significant competitive 
advantage and clearly differentiate the 
company from other providers of similar 
services. ZOO’s software enables the 
Company to collaborate with a worldwide 
network of thousands of freelance workers, 
and to significantly reduce the human capital 
requirements of service fulfilment, enabling 
the Company to scale its capacity efficiently 
with high operational gearing. Clients 
benefit from accelerated time to market, 
consistently high-quality standards and 
competitive prices.
ZOO's strategy
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Annual Report 2024
ZOO Digital Group plc
ZOO Digital Group plc
ZOO'S FIVE PILLARS
SUPPORTING ITS FUTURE
While the recent period of disruption has brought about significant change 
across the entertainment industry, the strategic imperatives that set ZOO 
apart from its competitors remain as relevant and important as ever. 
Through the period of recovery that lies ahead, the Company continues its 
focus on its strategic priorities or five pillars: 
Innovation
Scalability
ZOO’s market-leading services are 
delivered using its proprietary technology.
Developed by ZOO Digital Labs, a team of in-
house specialists, the software provides efficient 
and scalable solutions for the delivery of premium 
localisation and media services.
During FY24, the team continued to prioritise the 
enhancement of ZOOstudio – its globalisation 
management platform for use by ZOO’s customers. 
Further integrations with major studios’ existing 
systems (financial, ordering, workflow management 
and asset repositories) and integrations with their 
other vendors’ systems, now make ZOOstudio a 
centralised hub of information.
This functionality enables the platform to become 
embedded in customer operations, thereby enhancing 
the strategic value that ZOO delivers to its clients.
ZOO’s cloud-based platforms provide the 
infrastructure necessary to scale capacity required 
for its clients in a cost-effective way. The platforms 
enable its global workforce to fulfil localisation and 
media services at scale across many languages.
These encompass a network of hubs in strategic 
locations; smaller, in-region partner studios, and an 
extensive pool of creative talent, including translators, 
script adapters for dubbing, voice actors and dubbing 
directors.
ZOO’s targeted global strategy of establishing dubbing 
studios in key locations is designed to ensure that 
the Company can deliver its services across global 
languages and with high availability. Therefore, in 
FY23 it acquired facilities to create hubs for media 
services in Mumbai (India), Seoul (Korea) and opened 
a dubbing studio in Copenhagen (Denmark).
In FY24, the Company has invested in AM Group, a 
Spanish partner with dubbing studios in Madrid and 
Valencia. It also opened Chennai, a second facility in 
India to extend dubbing services for Indian languages 
spoken in the south of the country and expand 
resources for delivering its global media services 
offering. Post period end, the Company has acquired 
partner dubbing studios LogoSound in Italy and ASR 
Audio in Germany.
All of these locations hold high strategic 
importance for ZOO’s major studio clients.

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Partnerships with third parties enable ZOO 
to deliver capability in a cost-effective way.
The Company continues to partner in many countries 
with emerging markets. Here it forms relationships 
with smaller traditional dubbing studios and 
businesses where the management teams are willing 
to embrace ZOO’s cloud-based platforms and 
Hollywood-approved practices.
In addition to their help with access to talent, this 
enables the Company to work closely with partners to 
inform strategic investment and acquisition decisions. 
Both ZOO Italy and ZOO Germany were former 
partners that have become wholly owned subsidiaries, 
and are now fully integrated into the Group.
The Company is helping to address the shortage 
of talent in the industry in certain disciplines and 
languages through various initiatives delivered through 
ZOO Academy.
This includes a partnership programme with 
universities and other educational establishments 
around the world, particularly in emerging markets. 
In the period, several new institutions partnered with 
ZOO, bringing the total number to 50 across Europe, 
Asia and the Americas. See page 17 for more detail.
ZOO’s aim is to be the vendor of choice to the 
largest buyers of localisation and media services in 
the entertainment industry. Target companies are 
predominantly US-based organisations that produce 
original content and distribute to global audiences 
through streaming services and other channels.
A key strategy is to strengthen its relationship with 
clients through use of its ZOOstudio platform. This 
offers clients a way to manage the complex business 
of planning, procuring and tracking localisation and 
media services from all its providers. A major global 
streaming service adopted ZOOstudio in 2019 and 
is now key to its operations with engagement across 
multiple divisions and with several distinct sets 
of decision makers. During FY24, ZOOstudio was 
adopted by a second direct-to-consumer (D2C) 
streaming service from a major US media corporation.
The Company continues to have dialogue with other 
global strategic target clients regarding the use of 
ZOOstudio and the platform forms a key part of 
ZOO’s response when it is invited to participate in 
tenders and requests for proposals (RFPs).
There remains a requirement for talent 
to support the production of premium 
subtitling and dubbing.
The establishment of hubs, first in Mumbai in the 
previous year, then in Chennai during the period, 
have enabled the expansion of dubbing services 
and the associated creative talent for the fulfillment 
of Indian languages for which demand continues 
to rise. As part of its investment in acquisitions and 
partnerships during the year, ZOO also welcomed 
dubbing studios and their teams of media 
localisation specialists in Spain, Italy and Germany.
Collaboration
Customer focus
Talent

Annual Report 2024
ZOO Digital Group plc
ZOO Digital Group plc
THE ZOO TECHNOLOGY
ECOSYSTEM
ZOO DIGITAL LABS
All our regional hubs, dubbing 
studios, partners and freelancers 
work together in the ZOO 
technology ecosystem.
This guarantees consistent security, process 
efficiency, production quality and rapid scalability 
across the world.
This is focused around the users and key stakeholders 
involved in the delivery process and designed to 
address some of the biggest challenges in global 
distribution. 
ZOO technology is built for security and scale – so 
new localisation or media servicing resource can be 
fired up in any in-demand territory to take pressure off 
existing facilities and develop additional capacity. 
ZOO technology encompasses the suite of 
proprietary cloud platforms that support ZOO’s end-
to-end services including:
Whether it’s leveraging the latest advancements in 
artificial intelligence or cloud computing,
ZOO is dedicated to harnessing the power of 
technology to transform the delivery of globalisation 
services and drive meaningful change for its clients. 
In a rapidly evolving landscape, the ZOO Digital 
Labs team constantly explores new methodologies, 
technologies and best practice to ensure that the 
Company stays at the forefront of innovation.
ZOO Digital Labs is ZOO’s dedicated R&D team that creates the software 
platforms, tools and technologies that support its end-to-end services.
ORDERING AND ASSET 
MANAGEMENT
Annual Report 2024
SUBTITLING
DUBBING
CONTRACT
MANAGEMENT

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ZOO ACADEMY
Established in 2021, ZOO Academy is dedicated to nurturing, 
training, and empowering the next generation of audio-visual 
localisation and media services talent worldwide.
The Company provides practical skills, learning opportunities, and essential tools by collaborating with 
educational institutions and professionals worldwide.
The initiative was established to address the worldwide shortage in media localisation talent as 
streaming services reach wider global audiences and the demand for content continues to increase.
As highlighted by Slator, Language Industry Intelligence, this talent shortage relates mainly to specific 
roles, such as voice-over actors and dubbing directors or subtitlers in new language combinations.
Progress, expansion
and partnerships
One focus at ZOO Academy is to equip universities 
and educational organisations engaged in educating 
future audio-visual localisation talent with ZOO’s 
cloud-based dubbing and subtitling platforms.
Through the ZOO Academy Partnership Program, 
these institutions gain free access to ZOOdubs and 
ZOOsubs, allowing students to refine their translation 
skills using ZOO’s award-winning tools. This program 
now boasts 50 partners across 25 countries in Europe, 
Asia, and South America.
Recently, ZOO has provided a library of video 
materials of various genres to all its academic 
partners. This offers learners the opportunity to 
practice and sharpen their skills with real commercial 
content and state-of-the-art tools, marking a first 
for localisation in the academic sphere. The clips 
are segments of feature films and TV series that 
have been made available by customers who are 
supportive of the ZOO Academy initiative and eager 
to support the development of new industry talent.

Annual Report 2024
ZOO Digital Group plc
Internally in ZOO, the Academy provides vital 
training for specific roles to ensure everyone in 
the same role works consistently and to the same 
exacting quality standards demanded by ZOO’s 
premium, Hollywood clients. The ZOO Academy 
platform is harnessed for all internal training needs 
and the Academy acts as an internal centre of 
expertise to ensure that the training courses we 
develop are pedagogically sound.
Teams nominate trainers to collaborate with ZOO 
Academy, overseeing the curation of all training 
requirements. This method guarantees uniform 
training standards across all regions, available at 
any time. The training program offers avenues for 
continuous learning and professional development, 
enabling individuals to explore new roles within the 
organisation. Team members can engage in training 
in their own time, either independently or as part of a 
personalised professional development plan tailored 
to each team member.
Future goals
Looking ahead, from an educational standpoint, 
the future of ZOO Academy is promising. Beyond 
transitioning all existing internal training to the platform, 
the team is developing a range of compelling courses 
tailored to ZOO's evolving needs. These include 
specialised training in Subtitling for the Deaf and 
hard of Hearing (SDH), Audio Description (AD), and a 
comprehensive Management Training program. The 
Company’s commitment to continuous improvement 
and innovation ensures that ZOO Academy will remain 
at the forefront of audio-visual localisation education, 
internally and externally, preparing the next generation 
of professionals with the skills and knowledge they 
need to excel in the industry.
Initiatives and impact
Internal training
ZOO Academy also supports ground-breaking 
research in audio-visual translation conducted by 
esteemed researchers at prestigious universities, 
such as University College London and the University 
of Bristol. This research provides ZOO with valuable 
insights into translators' and content creators' 
workflows and audience perceptions of subtitles.
The initiative is part of ZOO's broader educational 
strategy, which prioritises collaboration, scalability, 
and professional development for both freelance 
talent and internal staff. ZOO is committed 
to building substantial additional capacity for 
translation and dubbing services, ensuring the talent 
necessary for authentic and culturally sensitive 
localisation. Its initiatives are designed to anticipate 
and respond to future growth.
To further professional development and attract 
localisation talent to the industry, ZOO Academy 
has launched an innovative new course titled 
'Subtitling From a Template' in collaboration with 
AVT Masterclass, an organisation led by three 
distinguished researchers and academics in 
audio-visual translation. It is a carefully designed, 
self-paced online training course that teaches 
the theory and practice of the art of inter-lingual 
subtitling.  Not only are learners guided through 
the Company’s cutting-edge commercial subtitling 
platform, ZOOsubs, but they receive 'Insider Insights'. 
These are where learners hear from ZOO’s trusted 
translators working in various languages globally. 
Furthermore, there are specific languages that lack 
skilled and experienced translators. To address 
this issue, ZOO is actively working to attract more 
learners by offering courses in these languages, with 
Mandarin Chinese being the initial focus.
ZOO Academy (cont)

19
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ZOO AND THE ROLE OF AI 
IN MEDIA LOCALISATION 
ZOO Digital is a premium localisation vendor known for its innovation in 
the industry. With its expertise, ZOO is well-positioned to take advantage 
of AI in various aspects of localisation and media services. Over the past 
two years, ZOO has been actively exploring new technologies to improve 
its services and offer added value as an end-to-end vendor. ZOO sees 
itself as a beneficiary of AI technology, rather than viewing AI as a threat.
Quality and timely delivery are key for ZOO's clients. The company is committed to developing AI responsibly 
with these priorities as its focus and within legal and ethical guidelines. Rather than removing human talent such 
as specialist media translators, actors, and directors, ZOO aims to use AI to enhance traditional processes. 
With its cloud-based systems, ZOO has an AI-ready architecture and infrastructure and is able to incorporate 
AI technologies seamlessly, allowing for testing and improvement while maintaining a reliable workflow. 
Consequently, the AI revolution presents an opportunity for ZOO to expand its capabilities and solidify its 
leadership position in the industry.
AI and the entertainment 
industry
A major factor in the union-studio dispute is how AI 
could change Hollywood and potentially diminish 
the roles of workers in the industry, raising concerns 
about the future of human creativity. The agreements 
with writers and actors include protections to ensure 
fair treatment and recognition for their creative work 
in films and TV shows. The contracts do not ban AI 
tools but establish guidelines to keep control in the 
hands of workers, preventing studios from replacing 
them. Writers can choose to use AI tools like 
ChatGPT, but they cannot be forced to. Companies 
must also disclose when AI-generated material is 
given to writers. 
For now, these agreements offer temporary solutions 
to AI challenges and the dispute has the potential to 
set a precedent for the wider global entertainment 
industry, not just Hollywood.

Annual Report 2024
ZOO Digital Group plc
Concerns about AI and provisions negotiated in the 
latest contracts affect dubbing artists just like they 
do screen actors. The industry is unionised with 
agreements in place to cover (with details varying by 
country) the pay and conditions of actors in several 
countries including the USA, UK, France, Germany, 
Spain, Italy and Japan.
Now that US actors’ terms are agreed, unions in other 
countries are looking to do the same.
These agreements will set out what is acceptable in 
each place and will shape how AI is used in specific 
territories. The deals also cover adapting scripts for 
different languages and making dubbed soundtracks 
to ensure that the technology benefits everyone 
fairly and sustainably.
ZOO’s ongoing AI projects and initiatives
ZOO is actively engaged in exploiting AI wherever it can in its pipeline and processes as 
artificial assistance to make services more efficient, such as in the following areas: 
•	 Speech to text (Transcription)
•	 Text to speech (speech synthesis)
•	 Speech to speech (voice cloning)
•	 Picture manipulation
•	 Translation
•	 Separating dialogue from music and effects
•	 Conforming audio and subtitles
•	 Quality Control
•	 Workflow management
•	 Asset management
ZOO has investigated using ChatGPT and Large 
Language Models (LLMs) to see if these could help 
automate some of its services. In translation, it is 
important to understand the differences between 
literal, written translations – which ChatGPT performs 
well – and creating authentic dialogue adaptations. 
The latter involves considering things like culture, 
speaker motivation, ethnicity, and social dynamics. 
Simply using a transcript of spoken words will not 
capture the context needed for authentic adaptations. 
ZOO's clients are major players in streaming and 
premium entertainment, therefore they have the 
highest expectations for quality localisation and 
media services. While technologies like ChatGPT 
might work well for certain types of content such as 
some documentaries (where the translation can be 
literal), they are not currently viable for the premium 
entertainment content such as the scripted dramas 
ZOO deals with. 
In summary, ZOO recognises the potential of AI  to 
improve certain workstreams in its business, but this 
continues to be alongside traditional practices and 
the use of creative talent. Building on its existing 
deployment of AI, heritage as an innovator and trusted 
partner to the leading names in the industry, ZOO is 
well-placed to become a leader in the field.
AI innovations and challenges
in localisation
AI and the localisation industry

21
Page
Speech to text 
(Transcription)
Media localisation starts with an accurate transcription 
of the original content in its native language, known 
as the 'template.' This template is crucial for all 
subsequent language adaptations, as any errors could 
impact all subtitles and dubbing scripts
While Automated Speech Recognition (ASR) software 
has been used in other industries, challenges like 
regional languages, music, and overlapping speakers 
have hindered accuracy in entertainment content. 
Recent advancements in speech models have 
improved accuracy in this field. ZOO has integrated 
ASR into its production systems, tailored to its needs 
and enhanced with internal training data.
This has streamlined transcription workflows, leading 
to quicker project completion. Despite automation, a 
two-pass human quality control process ensures the 
output meets the premium standards ZOO’s clients 
demand.
Text to speech
(speech synthesis)
Text to speech (TTS) technology converts written 
text into spoken words, used in various applications 
like accessibility tools, language learning apps, virtual 
assistants, and navigation systems. TTS systems aim
to create natural-sounding synthesised speech so that 
users can listen to content rather than reading it.
While TTS has been applied in entertainment for audio 
descriptions and potential voice-over dubbing in 
documentaries, creating character voices for scripted 
content remains challenging due to the need for 
expressive and authentically human performances. It is 
also crucial to obtain consent and compensate voice 
owners when using TTS commercially. ZOO will always 
be transparent in its use of TTS technology use and 
will collaborate with industry groups to follow ethical 
guidelines.
Speech to speech
(voice cloning)
Voice cloning is the process of creating a digital 
replica of someone's voice by analysing their voice 
recordings for pitch, tone, and pronunciation and 
responsible use and regulation are crucial. Once 
trained, the system can generate new speech that
sounds like the original speaker, even if they did not 
say those exact words. This technology can be used 
to recreate voices in situations where the original 
speaker is unavailable. While voice cloning has 
benefits, it also raises ethical concerns like privacy, 
consent and misuse. 
ZOO is collaborating with industry groups to 
establish ethical standards for voice cloning in 
entertainment dubbing, ensuring explicit consent is 
always obtained. For example, in dubbing, a "pick-
up" refers to re-recording small audio segments to 
correct mistakes, improve audio quality or to make 
late changes to the script. With the actor’s consent, 
this can be achieved quickly and efficiently with 
voice cloning.

Picture manipulation
Traditional lip-synchronised dubbing involves voice 
artists matching their lines to the lip movements of 
actors speaking a different language. This requires 
carefully synchronised script adaptations. Writing 
dubbing scripts and voice acting are skilled jobs 
due to the way speech rhythms and patterns differ 
between languages.
AI-based software now automates this process 
by aligning dialogue with lip movements in videos, 
potentially making it faster and more efficient. While 
this technology can work well if someone is speaking 
to camera such as a newsreader, challenges arise 
with free head movements and occlusions in general 
entertainment. Legal considerations include obtaining 
consent and compensation from actors affected by 
the technology. 
Provided that there is a legal and ethical framework 
in place and support from unions and acting guilds, 
ZOO aims to partner with software providers to offer 
these services, to augment its dubbing proposition.
Picture manipulation still requires creative talent 
for script adaptation, voice acting, and surround-
sound mixing, to meet the standards required in 
ZOO's market, so the technology can only be used to 
facilitate dubbing production rather than replace it. 
This innovation could be particularly valuable in non-
traditional dubbing markets like the UK and USA, to
help overcome consumer reluctance to watch 
dubbed content.
Conforming audio
and Subtitles
Matching up audio and on-screen text is crucial when 
creating subtitles. ZOO's production systems already 
have a feature that automatically works out precise 
timing for each line, making sure audio and subtitles 
sync up correctly in all languages.
Translation
With advancements in LLMs like ChatGPT,
AI technologies are becoming more prominent 
in the entertainment industry. As quality and 
accuracy are the priority for ZOO’s clients, it 
is this that will drive the focus of its workflow 
platforms, automation, and processes. Integrating 
machine translation into workflows can enhance 
efficiency and cost-effectiveness, particularly for 
specific content genres. ZOO remains committed 
to evaluating and incorporating new technologies 
to improve its services by reducing errors and 
turnaround times. Consequently, machine 
translation has the potential to strengthen ZOO’s 
proposition rather than replace it.
Separating dialogue from 
music and effects
In traditional lip-sync dubbing, a production company 
provides separate audio tracks for dialogue and 
music and effects (M&E). For foreign language dubs, 
new vocal recordings are combined with the M&E 
track. However, older or low-budget content may 
not have a separate M&E track, leading to voiceover 
dubbing. AI advancements now allow for automated 
separation of dialogue and non-dialogue in 
soundtracks. ZOO will use this technology to improve 
dubbing quality without requiring a new M&E track, 
potentially increasing demand for dubbing due to 
cost savings.
Annual Report 2024
ZOO Digital Group plc

23
Page
Workflow management
For over a decade ZOO has been developing 
and refining its workflow management systems, 
gathering valuable data on project performance 
across services and languages etc. It uses this 
data to train machine learning systems to predict 
outcomes, anticipate issues and enhance working 
practices. AI analyses historical data to forecast 
workflow trends, aiding in resource planning and 
scheduling. By optimising resource allocation based 
on workload and skills, ZOO boosts productivity 
and maximises its team efficiency.
Quality control
Quality control is a standalone service as well as a 
key part of what ZOO does for its clients across all 
services. ZOO's systems are designed to catch any 
issues early on, improving efficiency and reducing 
errors.
By using AI, ZOO can automate more processes, 
detect errors, and enhance content quality. AI 
algorithms can analyse media content including 
images, videos, and audio files to spot issues like 
compression artifacts or audio distortion.
This helps catch problems early, boosting 
productivity and maintaining high quality. AI-based 
solutions can adjust parameters for optimal video 
quality and efficient compression, saving bandwidth 
and storage space. AI can also improve audio 
and video quality by reducing noise, enhancing 
clarity, and boosting resolution. Additionally, it can 
automatically enhance media assets by adjusting 
brightness, contrast, and colour balance.
Asset management
Asset management is a key part of ZOO’s work 
in handling entertainment media. The Company 
deals with large volumes of digital assets each 
year, so managing them efficiently is crucial. AI can 
significantly enhance how ZOO handles these assets 
by automating tasks, organising and searching for 
content, and providing advanced analytics.
ZOO offers metadata generation, including content 
tagging, using AI algorithms like computer vision and 
NLP to analyse media files and create descriptive 
metadata. Its platforms already use advanced 
methods to identify duplicate assets and ensure 
content integrity. Additionally, AI can help automate 
content moderation tasks, such as flagging sensitive 
content like violence or nudity, to meet cultural and 
legal requirements.
Summary
In summary, AI is set to revolutionise the Media and 
Entertainment industry, including ZOO's services. 
While some roles may change or disappear as 
software takes over tasks, the demand for ZOO's 
premium entertainment content services is set to 
grow. In this regard, AI presents an opportunity for 
ZOO rather than a threat, as it can enhance service 
fulfilment economically.
Despite the impressive capabilities of AI tools, they 
still have limitations and rely on pre-existing patterns 
rather than true understanding. For premium Media 
and Entertainment applications, human involvement 
remains crucial. ZOO, as an industry innovator, is well-
positioned to develop and integrate AI technologies 
effectively within its processes to enable its teams 
to meet customer needs for quality and faster 
turnaround times.

Annual Report 2024
ZOO Digital Group plc
CHAIRMAN’S STATEMENT
The past year will be remembered as an extremely challenging period for the film and television entertainment industry and all those 
businesses that operate in this wider ecosystem. The first joint strike of Hollywood actors and writers in 60 years amounted to a black 
swan event that halted new productions overnight and is only now feeding through to a gradual recovery. This was compounded by a 
realignment of content budgets as media companies revise their business models to address the longer-term impact of streaming. 
The industry disruption caused revenues to fall by 55% to $40.6 million leading to an operating loss of $19.1 million (FY23 profit of 
$8.1 million). While this performance is disappointing, it can be directly attributed to the perfect storm of industrial action and strategic 
realignments by key customers. 
Against this uncertain backdrop, we took the necessary measures to restructure the organisation and reduce our cost base, while 
retaining the flexibility to take on orders as the market rebounds. The Group’s cash position was further supported by the £12.5 million 
($15.5 million) equity placing in May 2023 for the acquisition of a partner in Japan, which was subsequently postponed considering the 
industry disruption. 
It is thanks to these efforts that ZOO is now well placed to capitalise on the market recovery and structural trends that sit in our favour. 
Indeed, the first quarter of FY25 has just recorded revenue growth of 35% over FY24Q4 which resulted in an EBITDA profit on a reduced 
cost base. The Board expects the industry recovery to continue gradually through 2024 and to reach former levels of output in late 
2025, providing continued positive signs for the years ahead. The restoration of former levels of industry output will pave the way for 
the business to return to levels of performance achieved in FY23, which marked an extended period of growth in which Group revenues 
increased by a compound annual growth rate of over 34% to more than $90 million between FY16 and FY24.
More broadly, the transition to streaming marks a fundamental shift in how we all enjoy our favourite film and television programmes. As 
is often the case, this transformation has been accompanied by disruption as the studios adapt to the new consumption model. The 
industry is now moving to a more mature stage in the cycle as streaming services transition to profitable growth. This is likely to result 
in some consolidation and a greater focus on maximising returns on content spend, both of which should benefit ZOO as the recovery 
gathers pace. 
The Board is confident that the investments we have made over the past few years give ZOO a competitive advantage and will enable 
the business to grow. ZOO is one of few companies in the world with the capability and scale to operate as an end-to-end vendor to 
major media groups, and we have built on this advantage by establishing local hubs in key markets. Furthermore, we have been appointed 
as a primary vendor for dubbing and a global vendor for subtitling by another major film and TV distributor as we continue to grow and 
diversify our customer base. 
As with our investment decisions, we take a long-term approach to technology and recruitment. The recent advances in Generative 
Artificial Intelligence and Large Language Models have rightly brought the focus on their potential impact and, indeed, opportunities for 
businesses. As an innovator in its sector, ZOO has been actively working with AI technologies for many years and has developed tools to 
provide automated assistance to our established practices. The Board believes the Company will benefit from the advantages that AI can 
bring over the long term. We plan to publish a formal whitepaper in October 2024 on our approach in this field.  
Meanwhile, ZOO Academy continues to go from strength to strength and is doing valuable work training the next generation of 
audiovisual localisation talent. The Academy has grown to 50 partners across 25 countries, plugging gaps in vital skills and languages 
required by the industry. 
Our teams are fundamental in making life easier for the people who entertain the world. I would like to take this opportunity to express 
my gratitude to all my colleagues for their hard work and resilience over a testing period for the business, and indeed the wider industry. 
While we do not expect the industry recovery to be straightforward, we remain confident in the structural market opportunity as ZOO 
plays an important role in helping media companies to adopt profitable, sustainable streaming models. This gives us confidence in ZOO’s 
ability to return to strong growth over the long term.
Gillian Wilmot, CBE
Chairman

Page 25
STRATEGIC REPORT
Introduction
ZOO’s FY24 marks a period of unprecedented changes within the film and TV entertainment industry. Whilst the strikes by Hollywood 
writers and actors brought US productions to a standstill for months, the unrelenting shift of consumption away from linear and towards 
streaming on demand delivery has far-reaching implications. Like almost every participant in the wider entertainment ecosystem this 
disruption has had a detrimental impact on ZOO over the short term. However, the Company’s strategy is aligned with the structural 
changes that are taking place and, as these adjustments conclude, the Board believes ZOO will secure a strong competitive position 
within a recovering industry that will return it to sustainable growth.
The Company continues to fulfil a pivotal and highly specialised need of film and TV content producers and distributors to transform 
original entertainment products so that they can be delivered on any platform and in any language. ZOO has achieved prominence 
through a combination of its ability to deliver first rate quality services to major entertainment brands, enabled through the deployment 
of its proprietary cloud technology. The Company is one of a small number of elite players in the sector referred to as ‘End-to-End’ (E2E) 
vendors, having the ability to operate as a ‘one-stop shop’, delivering the full complement of technical and creative services required. The 
E2E approach is a relatively new model of engagement in the industry yet one that is gaining traction rapidly due to the benefits it affords 
large buyers.
An important component of the Company’s software capability is its ZOOstudio platform. This has been adopted by some major media 
companies to enable them to engage with ZOO and its peers in a way that simplifies workflows, enhances visibility, and streamlines 
operations, allowing customers to reduce their costs. ZOOstudio is a specialised and unique offering in the market that gives ZOO 
competitive advantage and provides strategic alignment with major customers.
In the early months of FY25 the Board has seen stabilisation followed by the early stages of recovery of the order book. While disruption 
continues, the situation is expected to improve and the industry to return to former levels towards the end of calendar 2025. In the 
meantime, cost reductions and restructuring previously implemented by the Board should result in more efficient operations going 
forward, leading in due course to margin enhancement.
Over the past few years, the Board has invested to strengthen its competitive position as a service provider both in terms of supporting 
efficient scale-up of its proposition as well as building its capability and capacity for dubbing in key languages. In May 2023 the 
Company completed an equity placing from which it successfully raised £12.5 million ($15.5 million) net of expenses specifically to 
pursue the acquisition of a partner in Japan. However, given the industry disruption that soon followed, the Board took the prudent 
decision to postpone this transaction pending improved visibility. The strengthened balance sheet resulting from this injection of 
capital subsequently proved to be beneficial through the protracted industry hiatus that followed. Whilst the planned acquisition in 
Japan continues to be on hold, the Board remains in regular dialogue with the vendor and in the meantime will continue to explore small 
opportunistic investments in territories that provide strategic value at an attractive price.
Market Overview
For contextualising the recent disruptions in Media and Entertainment (M&E) and how the industry may evolve in the future, it is worth 
reflecting on a comparable transformation that took place in the recorded music business. Music, like M&E, evolved over decades to 
exploit many channels of distribution (vinyl, 8-track, cassette tape, Mini-disc, CD, MP3, radio, etc.). The advent of streaming brought about 
a step change. 
When compared with predecessor distribution formats, streaming music services such as Spotify represent a differentiated and 
attractive offer to consumers, giving access to an enormous catalogue of material in return for a monthly subscription. The rapid adoption 
of such services had repercussions on the wider music industry, causing publishers and artists alike to rethink their business models and 
monetisation strategies. This was a painful transition for many participants as well-established revenues, such as retail sales of Compact 
Discs, declined rapidly, yet today the industry is thriving. According to Spotify, the platform hosts about 11 million artists and creators, 
reflecting substantial growth in the music industry. This can be attributed to the rise of music streaming services and digital platforms 
that make it easier for new artists to distribute their music globally. There are more artists than ever before producing collectively more 
recorded music every year, with consumption at an all-time high.
The M&E industry is currently undergoing a comparable transition, and the period of ZOO’s FY24 witnessed an inflection point for Direct-
to-Consumer (D2C) services. Like the music business, over decades there have been many distribution formats and channels for M&E 
(cinema, linear TV, Video on Demand, VHS, Laserdisc, DVD, Blu-ray, etc.) and here too the advent of streaming has brought about a step 
change in consumption. Compared with relatively costly Pay TV packages, streaming offers consumers a convenient and cost-effective 
way to access large catalogues of on demand film and TV content. 

Annual Report 2024
ZOO Digital Group plc
For large M&E companies that have launched D2C services, the accelerating shift of consumption from linear to streaming, and the 
consequential rapid decline in traditional revenue sources, prompted a re-evaluation of business models during calendar 2023. In most 
cases this has included cost reductions to streamline operations. Many have also implemented changes in their content production and 
acquisition strategies to maximise return on investment in their catalogues.
The decline in traditional models of consumption has created market entry opportunities for ‘new media’ operators that can establish 
scalable and cost-effective distribution platforms without the need to maintain legacy broadcast TV infrastructure. Netflix, Amazon 
and Apple, with their global offerings, are all early movers in this market, alongside a slew of domestic operators especially in Asia, such 
as India’s JioTV and Hotstar. There is also disruption from new content producers, with a burgeoning creator economy fuelling more 
programming delivered through new channels on YouTube and Free Advertising-supported Streaming Television (FAST) and increasing 
competition for consumer attention. We can expect this evolution of the M&E landscape to continue over the coming years.
Launching a D2C service turns an M&E company from a wholesaler of titles to a retailer of a service. General entertainment streaming 
services need diverse programming with broad appeal to attract subscribers, and regular new additions to retain them. Content strategies 
that worked well for a wholesale model may need to be modified for retail so that capital is deployed appropriately. A premium feature 
film might cost perhaps $200 million to produce, while a premium episodic drama series $2 million per episode, and an unscripted show 
perhaps $100,000 per episode. Therefore, with a budget of $200 million a studio could produce one 90-minute movie, or 10 scripted 
drama series each with 10 one-hour episodes per season, or 400 unscripted TV shows each having 10 episodes of 30 minutes per season. 
Content strategies that will yield greater volumes of content at a lower cost of production have the benefit of giving more diversity. This 
explains partly why the number of feature films being made is declining in some markets (for example, according to the BFI the number 
of feature films made in the UK prior to the strikes in Q1 2023 was 74, down from 105 a year before), while unscripted episodic content 
production has been growing (TTV News reported that production of unscripted programming, particularly reality TV formats, grew in 
2022 and 2023, driven by platforms’ demand for fresh content). 
As a first mover in the market, having launched its streaming service in 2007, Netflix now reaches over 270 million subscribers, has a 
monthly churn rate of under 2% (lower than its major competitors for which the weighted average is 5.3%), and is cash generative. 
During 2023 D2C services from other leading studios were reconfigured to accelerate this same outcome. While some changes, such 
as reducing headcount, may be implemented relatively quickly, others, such as modifying strategies for content acquisition, may take 
months or even years to come to fruition. This explains in part the prolonged period over which the current recovery is expected to 
occur.
Recent research from MoffetNathanson indicates that although there was an 8% decline in 2023 of total Hollywood content cash spend 
because of the strikes, this is forecast to recover by 2025 to the level of the full year pre-strike period of 2022. The findings suggest that 
overall Hollywood content budgets over the long term will be undiminished and highlight that ‘new media’ companies (such as Netflix, 
Amazon and Apple) will account for a growing proportion of this spend.
According to PwC’s Global Entertainment and Media Outlook, the shift in consumer preferences towards streaming services and their 
associated business models are driving companies to invest more in episodic content. This aligns with evolving consumption patterns 
and technological advancements, indicating a significant pivot towards producing more serialised TV content compared to previous 
years. This is beneficial to ZOO since most titles localised by the Company are episodic programmes; the average run time of each title 
processed since 2019 has been less than 40 minutes, with fewer than 15% of titles having a duration over 60 minutes.
In their quest to improve the return on investment in original programming, all leading streaming companies continue to pursue sourcing 
of programming from international producers. There are countless examples now of hugely successful international titles that have 
come to our screens, with Ampere Analysis reporting that over the past four years there has been a 24% rise in the proportion of 
consumers in English-speaking markets engaging with international TV shows and films. Such content may be less costly to acquire than 
equivalent English titles, and greatly expands the pool of potential programming accessible to streamers. The attraction of such content 
across worldwide markets emphasises the necessity for localisation as reported by Ampere Analysis: “the rise in international content 
consumption underscores the importance of adapting to regional preferences”. 
Consumers in many markets have choices for where they watch entertainment content, including services that are monetised by 
Subscription Video on Demand (SVOD), Advertising Video on Demand (AVOD) and FAST. This wide choice and competition have 
elevated consumer expectations of choice and quality, consequently the leading streaming providers seek to assemble catalogues of a 
high standard. This in turn leads to the need for high quality localisation since international audiences require sensitively and authentically 
adapted dialogue into many languages and cultures, thereby driving demand for premium localisation services as provided by ZOO. 
The KPIs tracked by ZOO’s largest customer report a perfect score of 100% across 22 independent measures for each of the last three 
quarters, indicating that the Company is consistently achieving the highest quality standards across the industry.
Following their quest to reduce overheads through changes implemented in 2023, large buyers of media services and localisation are now 
working with fewer suppliers than previously, and choosing those that can provide a broad range of services and languages. For example, 
one major studio has reduced its pool of vendors to just five partners, of which ZOO is one. Consequently, providers such as ZOO that 
operate an E2E model and demonstrate excellent KPIs are increasingly favoured, while smaller and more niche vendors are becoming 
marginalised.
The industry disruption of FY24 had a damaging effect on ZOO’s business in the short term. However, market trends and evolved 
operating practices of major customers point to an enhanced opportunity and favourable market dynamics for ZOO over the long 
term. Global industry content cash spend, which is a useful albeit crude indicator of market size, will return to growth; adapted 
content acquisition strategies will likely result in greater volumes of original content created, thereby increasing demand for ZOO’s 
services; international appeal will be a key consideration for programme makers, and therefore accessibility to global audiences is key, 
necessitating multi-lingual localisation as supplied by ZOO; the drive for higher quality content will similarly create demand for high 
standards of localisation that ZOO is qualified to deliver; and the trend for operating E2E vendor engagements will concentrate spend on 
a small number of providers such as ZOO.

Page 27
Strategy
The Company’s strategy is built upon five pillars:
Innovation
ZOO’s in-house R&D team, ZOO Digital Labs, develops proprietary software technology that provides a differentiator in the market 
and delivers competitive advantage. Despite the industry slow-down during FY24, the team maintained its productivity and delivered 
enhancements across several cloud platforms. This included integrations of ZOOstudio with internal systems of customers to deliver 
more efficient user experiences, and the development of a new platform – ZOOflux. This is an AI-enabled tool that provides significant 
productivity benefits to support the Company’s workflows for creating accurate, high-quality scripts.
Scalability
This is focused on ZOO’s ability to flex resources quickly and easily and provide high levels of availability to customers. During the 
period the Company made great strides in the implementation of its ‘follow-the-sun’ approach to the fulfilment of media services after 
establishing a new facility in Chennai in the south of India and the complete acquisition of the former Whatsub Pro business in South 
Korea. Together with existing operations in Los Angeles, Sheffield/London, Dubai and Mumbai, ZOO is now able to migrate urgent 
projects from one facility to another coinciding with normal business hours in different time zones to deliver cost-effective ‘always 
on’ services. In addition, further steps were taken to strengthen the Company’s multi-lingual dubbing offering following investments 
in partners in Istanbul, Milan and Berlin. Due to the subdued demand for localisation during the period, the recruitment of additional 
freelancers, through which ZOO benefits from variable costs, was temporarily halted, resulting in a number largely unchanged over the 
period of 11,952 (FY23: 11,467).
Collaboration
ZOO continued to collaborate with partners to provide cost-effective access to specialised expertise. ZOO Academy, the Company’s 
programme to support the development of new and existing industry talent, expanded its relationships with academic partners to 50 
in number in the areas of subtitling and dubbing with the ZOOsubs and ZOOdubs cloud platforms used for teaching purposes. ZOO 
Academy expanded significantly the online training courses it offers across media services and localisation skillsets, most of which 
are targeted at ZOO’s internal staff and collaborators, with one new major course – Subtitling From a Template – made available to 
the public. ZOO Digital Labs continues to collaborate with research partners, particularly to further its initiatives in the areas of AI and 
Machine Learning.
Customer Focus
The Company continues to focus primarily on major M&E industry producers and distributors. ZOO was successful in securing a 
subtitling and dubbing mandate from a leading US-based studio which the Board expects will begin to make a meaningful contribution 
during FY25. Despite atypically lower volumes of orders placed across the industry due to the disruption, ZOO has strengthened its 
relationship with some clients which places it in good stead to expand its share of their spend as the market reopens. 
Talent
Operating in a specialised field where high quality and rapid time-to-market are demanded by its customers, the engagement of the right 
talent, which is critical to ZOO, is achieved through the selection of experienced practitioners and leaders in each of the Company’s 
operating locations. The hiatus in orders led the Board to implement significant cost savings during the period, resulting in direct staff 
costs in the first quarter of FY25 being 30% below the prior year period. While the Company is committed to its follow-the-sun strategy 
and will therefore continue to operate teams in entertainment centres in Los Angeles and London, its new facility in Chennai provides the 
opportunity to expand certain service lines in this location as demand requires, resulting in lower operating costs and enhanced margins.
Review of Operations
The Group manages on an internal basis the following KPIs which assist in measuring progress against the Group’s strategy.
Financial
	•
Revenue decreased 55% to $40.6 million (FY23: $90.3 million) due to the industry-wide disruption of 2023 and the hiatus in media 
production and orders that followed. Revenue is considered a KPI as it is the headline demonstration of services provided to 
customers, and of confidence of customers to utilise our services.
	•
EBITDA margin adjusted for share-based payments was (33.5)% (FY23: 17.1%) due to the abrupt decline in orders together with 
staff costs and overheads that was built to support revenues exceeding $100 million. EBITDA margin is a KPI (and an Alternative 
Performance Measure as described in note 11) and considered a key metric as this closely approximates to the cash generated 
from operations, considered to be a key indicator of the general health of the Group.
	•
OPEX as a % of revenue 61.2% (FY23: 28.7%). This is considered a KPI as this demonstrates the operational gearing of the business.
	•
Operating (Loss)/Profit margin (47.1)% (FY23: 9.0%). Operating profit is considered a KPI as this is a key measure of how value is 
added to the Group’s net assets.
Operational 
	•
Number of freelancers 11,952 (FY23: 11,467). This measure, which is the number of active freelance workers in ZOO’s systems who 
are engaged directly, is a lead indicator on capacity within the business.
	•
Retained Sales 92.3% (FY23: 98.5%) fell slightly due to many customers having no new titles to publish because of the strikes. This 
measure, which represents the proportion of client revenues retained from one year to the next, provides a quality indication that 
helps to assess customer satisfaction.
	•
Employee engagement score 78% (FY23: 81%). This measures the overall score from the Group’s employee engagement survey 
and gives an indication on how engaged staff are productive. Given the high level of redundancies in the period it is no surprise 
that the score has fallen, and it is a priority in FY25 to rebuild engagement.

Annual Report 2024
ZOO Digital Group plc
The disruption of FY24 was triggered by an industry-specific event which was unexpected and unprecedented. Whilst its effect was 
always certain to be temporary, the duration of disruption was difficult to predict given the deep cost cutting and reorganisations 
that took place at major M&E companies, together with the protracted industrial disputes between film/TV studios and the unions 
representing writers and actors.
The impact of the industry disruption was felt by ZOO throughout the entirety of FY24. This began with customers pausing plans while 
they reconfigured their businesses for streaming, and led to strikes by writers and actors in Hollywood that lasted six months. During this 
time very little new content was produced, significantly reducing ZOO’s order pipeline. Some productions resumed in the final weeks of 
2023, but order flow remains at historically low levels due to an extended industry recovery period.
During the year, the Board implemented cost saving measures primarily through redundancies at its facilities in the UK and US, whilst 
being mindful of preserving sufficient capacity when orders return, resulting ultimately in year-on-year cost reductions of around 30%. By 
the end of the final quarter of FY24 some of ZOO’s customers had provided their first guidance on future order flow for many months, 
giving visibility for the first half of FY25. This indicated that with the reduced cost base the first quarter of FY25 would be profitable at 
EBITDA level with sufficient capacity to support continued growth.
During FY24 media localisation and media services were both affected adversely as a direct consequence of the disruption. Since 
dubbing services are primarily performed on newly produced titles (rather than catalogue products), dubbing assignments declined to a 
greater degree during the period than subtitling and media services. Current indications are that some customers are proceeding more 
cautiously in their commissioning of dubbing, however, demand for the major European dubbing languages of French, Italian, German and 
Spanish remains. Consequently, the Board has continued with small opportune investments in partners to strengthen its market position 
ready for the scale up of orders.
ZOO introduced a TV mastering capability to complement its media services offering in FY22. Although orders here also declined due to 
the disruption, it has nonetheless proven to be a successful and strategic addition as customers are increasingly bundling work for TV and 
streaming distribution as part of the same order.
As the Company entered FY25 and following the end of strikes, with market conditions that increasingly favour ZOO and the cost 
reductions and restructuring now implemented, the Board believes that ZOO has built an efficient platform to capitalise on the industry 
recovery. Since the disruption began ZOO has retained all its customers which, in some cases, have reduced their vendor pools, has 
strengthened some relationships and added new customers. It has continued its global growth initiative by making investments in 
partners located in South Korea, Spain, Italy, Turkey and Germany, thereby expanding dubbing capacity and capability in the associated 
key languages. It has opened a new facility in Chennai which not only extends the Company’s follow-the-sun programme for media 
services through access to cost-efficient resources but serves as a hub for dubbing of languages spoken in southern India. The reduction 
in overall headcount in the UK and USA, needed to realign costs with revenues in the short to medium term, has significantly lowered the 
break-even position which, combined with the new facility in India, results in improved efficiency by decreasing unit cost of production, 
thereby enhancing ZOO’s operational gearing.
Proposed Task Force on Climate-related Financial Disclosures
This section sets out ZOO’s climate related financial disclosures as required by The Companies (Strategic Report) (Climate-related 
Financial Disclosure) Regulations 2022 and the Task Force on Climate-related Financial Disclosures, (TCFD). This requirement is not yet in 
scope however we want to start the process to provide the recommended disclosures.
Our work in this area is overseen by the ESG management committee with regular updates to the Board. We are still working towards 
further integration of our climate change risks into the overall risk management processes.
Given the disruption to the business over the last twelve months which is detailed in the strategic report, progress has been slow, 
however, over the coming year we will improve our disclosures to meet best practise. Our progress to date is summarised below.
TCFD recommended 
disclosures
Disclosure
Summary of progress
Governance Disclose the 
organisation’s governance 
around climate-related 
issues and opportunities.
1.	
Board oversight of climate 
related risks and opportunities.
2.	 Management’s role in assessing 
and managing climate risks and 
opportunities.
The Board receives monthly an update on all ESG matters from 
the CFO who leads the ESG committee. This provides updates on 
our environmental initiatives and risk register which includes an 
environmental section.
Strategy Actual and 
potential impacts 
of climate risks and 
opportunities on the 
business.
3.	 Climate-related risks and 
opportunities.
4.	 Impact on the business and 
financial planning.
5.	 Resilience of the organisation 
strategy.
The Board and senior management have reviewed the environment 
risks associated with the business in the last 12 months and have 
concluded that the multi-site strategy coupled with cloud-based 
working makes the risk low. In the coming year the Board has 
requested a scenario analysis to be conducted. 
Risk Management 
How the organisation 
identifies, assesses and 
manages climate related 
risks.
6.	 Risk identification.
7.	
Risk management process.
8.	 Integration into overall risk 
management.
The ESG committee which comprises managers from all 
departments and locations meets monthly to assesses key risks 
and progress on initiatives. This is chaired by the CFO who reports 
back to the Board monthly.
Any new risk is identified, an action plan for mitigation completed 
and costed by finance. Where considered a high risk the mitigation 
plan is implemented. An example in the year was that all sites were 
fitted with Uninterruptible Power Supplies to prevent loss of data if 
external power supplies failed. 

Page 29
Metric and Targets
The metrics and targets 
to assess and manage 
relevant climate related 
risks and opportunities.
9.	 Disclose scope 1 and scope 2 
greenhouse gas emissions.
10.	 Metrics used to assess climate-
related risks.
11.	 Describe the targets used to 
improve or mitigate climate-
related risks and opportunities. 
Other than calculating the SECR metrics for gas emissions 
the organisation is not yet ready to set targets or measure 
performance. 
Artificial Intelligence
ZOO Digital is a premium localisation vendor known for its innovation in the industry. With its expertise, ZOO is well-positioned to take 
advantage of AI in various aspects of subtitling, dubbing and media services. Over the past two years, ZOO has been actively exploring 
new technologies to improve its services and offer added value as an E2E vendor. 
Quality and timely delivery are the highest priority requirements of ZOO’s clients. The Company is committed to developing AI 
responsibly with these priorities as its focus and within legal and ethical guidelines. Rather than removing human talent such as specialist 
media translators, actors, and directors, ZOO aims to use AI to enhance traditional processes. With its cloud-based systems, ZOO has an 
AI-ready architecture and infrastructure and can incorporate these technologies seamlessly, allowing for testing and improvement while 
maintaining a reliable workflow. Consequently, the AI revolution presents an opportunity for ZOO to expand its capabilities and solidify 
its leadership position in the industry.
ZOO has investigated using Large Language Models (LLMs) and tools such as ChatGPT to see if these could help automate some of 
its services. In localisation, it is important to understand the differences between creating literal, written translations – which ChatGPT 
performs well – and creating authentic dialogue adaptations. The latter involves considering factors like culture, speaker motivation, 
ethnicity, and social dynamics. Simply using a transcript of spoken words will not capture the context needed for authentic adaptations. 
ZOO’s clients are major players in streaming and premium entertainment and have the highest expectations for quality localisation and 
media services. While technologies like ChatGPT might work well for certain types of content where the translation can be literal, they 
are not currently viable for premium content such as the scripted dramas ZOO deals with. Indeed, in some cases commercial agreements 
stipulate that AI technologies, such as machine translation, may only be used at the customer’s explicit request.
AI holds potential for ZOO’s business, but this continues to be alongside traditional practices and the use of creative talent. ZOO’s 
heritage as an innovator and trusted partner to the leading names in the industry means that it is well-placed to become a leader in the 
field.
Currently ZOO deploys AI as a supporting technology in its pipeline and processes to make services more efficient and has identified 
potential applications in several areas, including speech to text for transcription; text to speech (speech synthesis) and speech to 
speech (voice cloning) in specific circumstances; picture manipulation (where such is approved by the customer); machine translation 
to enhance media workflows; separating dialogue from music and effects to facilitate lip synchronised dubbing of catalogue content; 
automated conforming of audio and subtitles; quality control across several workflows; enhanced workflow management; and enhanced 
asset management.
The Company intends to publish a whitepaper providing a deep dive into the application of AI in its business in October 2024.
Outlook
We are beginning to benefit from the step-by-step recovery following the disruption of the strikes last year which effectively shut down 
the industry in which we operate.  Most recently, in Q1 2025, our order book expanded by 35% over the prior quarter as work delayed 
from 2023 was eventually completed and we were profitable at EBITDA level as the improvement in revenue coupled with the cost 
reductions implemented in FY24 came through. With a stronger year-end cash position than previous market expectations combined 
with its renewed debt facilities, the Company has sufficient working capital for FY25.
Our major customers have not yet provided full order schedules for Q3 onwards; however, the Board expects further revenue growth and 
an EBITDA profit in H1 2025, putting us on track to meet market guidance for the full year.
Market analysts forecast recovery continuing until late 2025 as the strategic changes implemented by major media companies, which 
include those relating to content commissioning and acquisition, start to work through, at which point a return to former levels of content 
spend, both globally and in Hollywood, is anticipated. 
The Board believes that the Company’s technological capability, coupled with the industry-leading performance of its services, position 
it well to continue to play a leading role as an E2E vendor, and remains optimistic for the future prosperity of the Group.
A further update on trading will be provided at the AGM to be held on 26 September 2024.
Stuart Green
Chief Executive Officer

Annual Report 2024
ZOO Digital Group plc
FINANCIAL REVIEW
Introduction
FY24 was a very challenging period for both ZOO and its wider industry, as reflected in this set of financial results. The writers’ and 
actors’ strikes resulted in a major reduction in new titles being made and completed, which has had a significant impact on ZOO. This 
was compounded by the difficulty in anticipating the duration of the strikes which resulted in overhead cost cutting being later than, 
with the benefit of hindsight, would have been the case. Fortunately, due to the strong cash position at the end of March 2023, followed 
by a fundraise in May 2023, ZOO had the cash reserves to weather the storm and remains in a good position to take advantage of the 
industry recovery in 2024 and 2025.   
During the year, the Company continued its plan to acquire assets in strategic markets with investments in South Korea, Turkey, Italy and 
Germany. The total cost of these investments was $4.5 million and sets the business up to take advantage of dubbing opportunities in 
future years. The financial performance in the year was disappointing with revenues falling 55% to $40.6 million. This translated into an 
operating loss of $19.1 million (FY23 profit of $8.1 million) and contributing to Net Assets falling to $27.7 million (FY23: $35.1 million) and a 
net cash balance on 31 March 2024 of $5.3 million (FY23: $11.8 million).
Revenue
In the financial year ended 31 March 2024, total revenues declined 55% to $40.6 million (FY23: $90.3 million). This reflects the disruption 
caused by the actors’ and writers’ strikes that lasted six months and strategic re-evaluations by the global entertainment streaming 
providers. ZOO’s customers have been concentrating on profitability over subscriber growth which has delayed international launches 
and, in some cases, prompted them to reconsider distribution strategies in certain markets. 
Most of the Group’s operations are in the United States, where revenues were down 57% at $31.2 million. The balance of work was 
performed in Europe and Asia which fell by 49% to $9.4 million. 
Customer concentration reduced during the period with the revenue contribution from the Company’s two largest clients falling to 58% 
of sales (FY23: 78%). This was primarily a consequence of a significant drop in orders from the largest US customer. 
The Company reports two revenue segments: media production and software solutions. The media production segment is split into 
localisation and media services to give readers more transparency on margins.
Media localisation revenues decreased by 52% in the year to $27.2 million (FY23: $56.6 million), as a direct result of the strikes.
Media services revenues decreased by 63% to $11.9 million (FY23: $32.1 million) again because of the industry strikes and the lack of new 
content releases.
Software solutions, the segment that has been a reducing proportion of the business, decreased by 6% in the year to $1.5 million, 
however, licences paid by Group companies are expected to grow as our media localisation business recovers.
Segment contribution
The Company reports gross profit after deducting both external and internal variable costs to reflect that most of its revenues are 
derived from the provision of services to our customers. To add clarity to the financial statements, a table is included of performance 
by the Company’s two key operating segments. This shows that overall gross profit fell by 84% to $5.5 million (FY23: $33.9 million). This 
represents a gross profit margin of 13%, down from 38% last year, driven by fall in revenue and a phased plan to cut capacity.
Media localisation contribution dropped in the year from $18.9 million to $6.2 million, a decrease of 67% driven by the revenue 
contraction in both subtitling and dubbing. 
Media services contribution fell to $4.3 million down 78% on last year. This is again due to the revenue drop but without a 
corresponding reduction in staff costs. The Board is confident that the business will recover and achieve in due course similar margins 
to those in FY23 due to the industry returning to normal and significant cost cutting in the ZOO business. 
Software solution segment contribution fell 5% points to 79% in the year, because of the drop in revenues.
Administrative expenses
Operational fixed costs, which are defined as operating expenses less share-based payments, depreciation and amortisation, increased 
by 3% in the year as a reduction in headcount was offset by higher wages and IT costs. Overall, operating expenses increased to $24.8 
million, including share-based payments, depreciation and amortisation. The 4% decrease in operating expenses is explained by the 
reversal of the share based payments for the last two years being partly offset by higher depreciation on previously acquired fixed assets.

Page 31
Non-operating income and costs and loss for the year
Share of (loss)/profit of associates and JVs decreased from a profit of $0.1 million to a loss of  $0.9 million due to a full year contribution 
from Turkey and Spain, as well as a revaluation of South Korea when the Company acquired the remaining 49% of the entity’s equity 
being offset by the impairment of the Korean acquisition. The impairment of the Korean acquisition has arisen due to the consideration 
being mainly in shares which were fixed at the point of agreement with the sellers and the share price rising significantly by the date the 
investment was contracted. For more details on the impairment reviews see note 17. 
Finance costs were flat in the year at $0.6 million as the exchange loss on borrowings was offset by lower banking fees.
As a result of the decrease in revenues and a major drop in gross profit, the Company reported an operating loss of $19.1 million 
compared to a profit of $8.1 million in FY23. 
Loss before tax was $20.5 million compared to a profit of $7.9 million last year for the reasons highlighted above.
The Group has reviewed the recent performance of its US subsidiary and the expected growth in profits over the next two years and has 
concluded that it is appropriate to reduce the deferred tax asset by $1.3 million in this year’s results to reflect the unused tax losses in the 
US subsidiary over the next two years. This has resulted in a profit and loss debit of $1.3 million (FY23: credit of $0.2 million).
Statement of financial position
Non-current assets decreased by 4% in the period. The decrease is due to the investments in international assets in the period being 
offset by the reduction in the deferred tax asset, the impairment of investments in associates and the write back of the right of use asset 
relating to the Sheffield office due to the termination of the lease.
The capitalisation of research and development costs increased by 25% to $2.7 million as we accelerated the product roadmap to 
support customer requirements and upgraded our internal production systems. This also increased the amortisation charge resulting in 
the balance sheet asset increasing by 20% to $3.9 million. 
Trade and other receivables decreased 30% to $11.5 million (FY23: $16.5 million) reflecting the weak sales performance in the second half 
of the year. This decrease was mirrored in trade and other payables as work performed by suppliers and freelancers dropped by 28%. 
Contract assets, which represent work in progress and sales accruals on customer projects, decreased by 47% to $2.6 million as the 
volume of projects straddling the year-end reduced.
Current borrowings were flat compared to last year at $1.4 million and represent the lease rental commitments over the next 12 months. 
Cash and cash equivalents of $5.3 million at year end (FY23: $11.8 million) were down 55% because of the drop in profitability. However, 
despite challenging market conditions the cash balance throughout the period has remained robust and, together with its debt facilities, 
is believed to provide sufficient working capital for FY25.
Non-current liabilities decreased in the year due to the reduction in the “right to use” liability on our property lease in Los Angeles having 
one less year to run and the write back of the right of use liability on the Sheffield office.
Consolidated statement of cash flows 
Net cash generated from operating activities was an outflow of $12.1 million, down from an inflow of $15.5 million in FY23. The decrease 
of $27.6 million is attributable to the operating loss. The outflow from operating activities was increased by a $9.0 million spend on 
investing activities, which was an increase of $0.8 million on FY23. The increase was due to the extra spend on R&D and investments in 
international assets partly offset by a 54% reduction in the purchase of property, plant and equipment. 
In May 2023 the Group received $15.5 million gross through an equity raise, this offset most of the outflows from operating and investing 
activities and resulted in the Group having a net outflow of $6.4 million compared to inflow of $5.9 million in FY23. 
Post balance sheet events and going concern
Going forward, the Company remains confident that it has sufficient headroom to trade for the foreseeable future, as the renewal of 
the $3 million invoice discounting facility from HSBC to August 2025, gives us the working capital headroom for the next phase of our 
recovery. The budget for FY25 and FY26 has been stress tested by our financial modelling. For this reason, we continue to adopt the 
going concern basis in preparing the financial statements. Further details can be found in the Directors’ Report on page 31.
Principal risks and uncertainties
Company law requires the Group to report on principal risks and uncertainties facing the business, which the Directors believe to be as 
follows:
International business
While the Group is domiciled in the UK, its main country of operations is the US and over 79% of ZOO’s revenues come from overseas 
clients. As with most small international businesses cash flow and exchange rate fluctuations management present a risk. The Group 
continues to focus closely on conservative cash management and closely monitors currency transactions.
Political uncertainty
The political climates in the UK and US are currently challenging due to the global economic environment.  Although the terrible situation 
in the Ukraine is having a major impact on the world economy, the current impact on ZOO is negligible. The Directors monitor emerging 
news and trends and remain alert to any potential impact on the trading of the Group.
Technology conservation
The Group continues with a patent protection policy, with 16 patents granted and a further three pending, having allowed some legacy 
patents which are no longer beneficial to lapse. These active patents are integral to the business in the protection of our unique 
technologies.

Annual Report 2024
ZOO Digital Group plc
Operational risks
The main operational risk is managing any unexpected peaks or troughs in production orders and ensuring that the appropriate levels 
of resource are available to provide the quality of services expected by our clients.  This risk is managed by having a core of highly 
skilled permanent staff along with a pool of temporary staff that can be brought in at short notice to help at times of high volume.  In the 
current year we have supplemented these resources by engaging international businesses to operate within our technology platform, 
giving us further variable cost capacity. The use of technology helps mitigate this risk by streamlining processes as much as possible and 
enabling efficient access to a large, global and scalable pool of independent contractors. The Company is actively implementing artificial 
intelligence where appropriate to help with reducing costs and managing capacity.
Cyber Risks
Like most digital businesses, the Group faces cyber risks in four key areas: Intellectual Property Theft refers to unauthorised access and 
use of the Group’s own software and data that could undermine its competitive position; Data Breaches refers to exposure of sensitive 
data, such as client information and unreleased media which could result in disclosure of confidential information, leading to reputational 
and financial damage; Ransomware Attacks,  caused by malicious software that could prevent us from accessing our IT systems and the 
data stored on them, could disrupt our operations and delay project completions; and Social Engineering, which refers to manipulating 
people so they give up confidential information (e.g. the fraudulent practice of Phishing where messages are sent purporting to be from 
reputable people and companies in order to induce individuals to reveal personal information such as passwords), could compromise 
our systems and data security. Although we assess our risk level as medium/low compared to more prominent industry players, the 
potential impact of these risks remains high. To mitigate these threats, we have implemented industry-standard security tools, managed 
by reliable third parties. ZOO’s proprietary cloud-based software has been designed from the outset with high levels of security in 
mind and incorporates a range of measures to protect confidential data throughout end-to-end workflows, incorporating features that 
include encryption, multi-factor authorisation and watermarking. In June 2024 the Company completed a third-party Trusted Partner 
Network (TPN) security audit, which involved a thorough evaluation of ZOO’s security protocols, infrastructure, and practices, earning a 
Gold Shield for the ZOOsubs, ZOOdubs and ZOOscripts platforms. TPN is the leading, global, industry-wide film and television content 
security initiative. Designed to assist companies in preventing leaks, breaches, and hacks of movies and television shows prior to their 
intended release, TPN seeks to raise security awareness, preparedness, and capabilities within the industry. TPN is owned and managed 
by the Motion Picture Association. Cyber security is a key focus of management and our IT team, and we ensure all staff are continuously 
trained to maintain a security-first approach.
Artificial Intelligence
Third party software products and services have emerged that make use of Artificial Intelligence, which refers to the ability of a machine-
based system to apply analysis and logic-based techniques to solve problems, perform tasks and improve as more data is analysed. This 
includes applications in which the Company provides services, including the creation of closed captions, inter-lingual subtitles, audio 
description and dubbing. Such technologies have the potential to displace the services currently offered by the Company. The Directors 
monitor emerging technologies, evaluate third party products where applicable and remain alert to any commercial implications they 
may have. The Group’s internal Research and Development department has actively developed and enhanced such technologies over 
several years with some already incorporated into the Company’s cloud platforms. As an innovator in its sector the Directors believe that 
the Group is well positioned to assess where AI technologies are viable in its business and to capitalise on these, thereby mitigating any 
apparent threat.
Loss of the Group’s key clients
Client relationships are crucial to the Group and the strength of them is key to its continued success. The Group mitigates this risk by 
a diverse number of contacts working closely with the largest clients across different business units and seeking to secure long term 
contractual agreements for supply of technology and services.  The Group focusses on providing high quality services to all clients to 
ensure an attractive and differentiated offering thereby reducing the likelihood of client loss.
Corporate activity within key clients
Merger and acquisitions within key clients represent a risk as they can disrupt sales.  This risk is mitigated by ensuring an awareness of 
news in the market and focussing on diversifying the client base.
Financial risks
The main financial risks faced by the Group are in relation to foreign currency and liquidity.  The Directors regularly review and agree 
policies for managing these risks.
The functional currency and presentation currency of the Company are US dollars as the majority of the Group’s transactions are 
undertaken in US dollars, however, the Consolidated Statement of Financial Position can be affected by movements between pound 
sterling and the US dollar as the parent company and UK subsidiaries have some pound sterling debtors and creditors. Foreign currency 
risk is managed by matching payments and receipts in foreign currency to minimise exposure. Further information on the financial risks is 
given in note 28 to the accounts.
The Group is exposed to the usual credit risk and cash flow risk associated with selling on credit and manages this through credit control 
procedures. The Group regularly monitors cash flows and cash resources and has the ability to draw down funds from financing facilities 
in the UK and the US.
The Strategic Report was approved by order of the Board
Approved by:
Phillip Blundell
Director and Secretary
19 August 2024

Page 33
CORPORATE GOVERNANCE STATEMENT
All members of the board believe strongly in the value and importance of good corporate governance and in our accountability to all of 
ZOO’s stakeholders, including shareholders, staff, clients, our growing network of freelance workers and other suppliers. In the statement 
below, we explain our approach to governance and how the board and its committees operate.
The corporate governance framework which the group operates, including board leadership and effectiveness, board remuneration, and 
internal control is based upon practices which the board believes are proportional to the size, risks, complexity and operations of the 
business and is reflective of the group’s values. Of the two widely recognised formal codes, we decided in 2018 to adhere to the Quoted 
Company Alliance’s (“QCA”) Corporate Governance Code for Small and Mid-Size Quoted Companies (revised in April 2018 to meet the 
current requirements of AIM Rule 26).
The QCA Code is constructed around ten broad principles and a set of disclosures. The QCA has stated what it considers to be 
appropriate arrangements for growing companies and asks companies to provide an explanation about how they are meeting the 
principles through the prescribed disclosures. We have considered how we apply each principle to the extent that the board judges 
these to be appropriate in the circumstances, and below we provide an explanation of the approach taken in relation to each. The board 
considers that it does not depart from any of the principles of the QCA Code.
	•
Board Composition and Compliance
The QCA Code requires that the boards of AIM companies have an appropriate balance between executive and non-executive 
directors of which at least two should be independent. The group has three independent non-executive directors. Gillian Wilmot is 
the Board Chairman, Nathalie Schwarz chairs the Remuneration Committee and Mickey Kalifa is the chair of the Audit Committee.
	•
Board Evaluation
For many years we have supported the QCA Code’s principle to review regularly the effectiveness of the board’s performance as a 
unit, as well as that of its committees and individual directors. The most recent review was in June 2023. The major recommendation 
was to instigate a formal process for succession planning which is expected to be completed by the end of September 2024. We will 
be considering the use of external facilitators in future board evaluations.
	•
Shareholder Engagement
We have made significant efforts to ensure effective engagement with both institutional and private shareholders. In addition to 
the usual roadshows following the release of full year and interim results, each of which was expanded to include a greater number 
of existing and potential new investors and included one or more presentations for retail investors, we have actively promoted our 
AGM as a forum to present to and meet with investors, and presented at investor conferences. The company has also continued 
to distribute a quarterly shareholder newsletter to which investors can subscribe via email, providing an easy to access source of 
information on operational activities taking place within the group. 
The board has continued to commission Progressive Equity Research to produce and provide both institutional and private investors 
with independent research on the group. 
The board has ultimate responsibility for reviewing and approving the Annual Report and Accounts and it has considered and 
endorsed the arrangements for their preparation, under the guidance of its Audit Committee. The Directors confirm the Annual 
Report and Accounts, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders 
to assess the group’s position and performance, business model and strategy.
The following paragraphs set out ZOO’s compliance with the 10 principles of the QCA Code.
	•
Establish a strategy and business model which promote long-term value for shareholders
The purpose of the group is encapsulated in the expression of its mission, which is to make life easier for the people who entertain 
the world. Our business model is to provide media localisation and media services to content owners and distributors. Our strategy is 
to deliver these through a combination of proprietary software technology that acts as a competitive differentiator, and a large global 
network of linguistic professionals engaged on a freelance basis. We believe this will deliver a profitable and highly valued business 
with competitive advantages over other providers of similar services, leading to faster turn-around of projects, to a consistently high 
quality at an attractive price point.
The key challenges we face include:
	•
Maintaining consistently high levels of quality – very high standards are now expected by the digital distributors who influence 
much of the localisation that is commissioned by industry players. We have implemented automated testing wherever possible, 
and our system-driven workflow management ensures that manual linguistic quality control is engaged as necessary. In the case 
of dubbing operations, we have developed software to analyse the acoustic performance of recording environments to ensure 
they meet minimum specifications.
	•
Ensuring security of client assets – the safekeeping of materials is of paramount importance. Our production facilities in 
Sheffield, London, Los Angeles, Dubai and Mumbai are audited for security annually by the Trusted Partner Network. Features 
to prevent the copying of assets and provide effective deterrents are implemented throughout our proprietary software and 
systems. During the period we enhanced features within our software that provide a high level of deterrent for copyright theft.
	•
Delivering continuous availability – a failure in the group’s systems could lead to an inability to deliver services. This is 
addressed by operating redundant systems across multiple availability zones, a comprehensive disaster recovery programme 
and assigning staff from multiple facilities on each project. During the period the group operated a hybrid working model allowing 
staff to work from home and deliver uninterrupted service and maintain the same high standards of quality and security, as well as 
attending the office when required, without any interruption in productivity.
	•
Operating a large freelancer network – the group’s capacity for processing orders is dependent, in part, on the network of 
freelance workers. The cloud software is enhanced on an ongoing basis to make the group’s systems increasingly attractive to 

Annual Report 2024
ZOO Digital Group plc
freelance workers. Financial processes are designed to ensure that all freelancers are paid on time. A process of peer review is 
implemented in the group’s production systems to ensure that all work undertaken by freelancers is independently checked and 
verified and its quality is assured.
	•
Recruiting and retaining suitable staff – the group’s ability to execute its strategy is dependent on the skills and abilities of its 
staff. We undertake ongoing initiatives to foster good staff engagement and ensure that remuneration packages are competitive 
in the market. We have adopted hybrid working as a permanent practice across the group which aids efficiency and staff 
retention.
We believe we have the right strategy and service in place to deliver strong growth in sales over the medium to long term. We expect the 
gross profit of our localisation revenue stream to improve in future periods as our dubbing service and software mature, which will result 
in improving EBITDA margins or provide us with scope for additional investment in new services. This will enable us to deliver sustainable 
shareholder value.
	•
Seek to understand and meet shareholder needs and expectations
Responsibility for investor relations rests with the CEO, supported by the CFO. During the period under review the following activities 
were pursued to develop a good understanding of the needs and expectations of all constituents of the group’s shareholder base: 
Date
Description
Participants
Comments
Apr 23
Ad hoc institutional investor 
calls
SG, PB
Several ad hoc calls requested by institutional shareholders and non-
holders following pre-close trading update
Apr 23
Deal roadshow for share 
placing
SG, PB
Multiple UK, Europe and US investor meetings to market a share placing 
completed in May 23 (Project Vivid)
Apr 23
Calls with equities research 
analysts
SG, PB
Provided updates to equities analysts following announcement of Project 
Vivid
May 23
Media calls
SG, PB
Calls with investment media following announcement of Project Vivid
May 23
Ad hoc institutional investor 
calls
SG, PB
Several ad hoc calls requested by institutional shareholders and non-
holders following announcement of Project Vivid
May 23
Participation in Liberum 
“Meet the CEO” lunch
SG
Attendance of a Liberum hosted event for engagement with several 
institutional investors
May 23
Calls with equities research 
analysts
SG, PB
Provided updates to equities analysts following pre-close trading update
May 23
Investor newsletter
-
Investor e-newsletter including CEO video distributed to subscribers
Jun 23
Participation in Berenberg 
Discovery Conference
SG, PB
Presented to several institutional investors at a UK conference organised 
by Berenberg
Jun 23
Ad hoc institutional investor 
calls
SG, PB
Several ad hoc calls requested by institutional shareholders and non-
holders 
Jun 23
Attendance of UK Small Cap 
Awards
SG
Met with several institutional investors informally at a dinner and awards 
ceremony
Jul 23
Investor calls following 
trading update
SG, PB
Institutional investors, analysts, and PCBs via Zoom calls scheduled 
proactively to follow release of a trading update
Jul 23
Ad hoc institutional investor 
calls
SG, PB
Several ad hoc calls requested by institutional shareholders and non-
holders following trading update
Jul 23
Media interview
SG
Call with the Wall Street Journal in relation to a thematic article
Jul 23
Fireside chat
GD, SG
Two live streamed events featuring Gordon Doran in a fireside chat with 
a Singer Capital Markets analyst; the recording was made available to 
investors after the event
Aug 23
Ad hoc institutional investor 
calls
SG, PB
Several ad hoc calls requested by institutional shareholders and non-
holders following trading update
Aug 23
Preliminary results roadshow 
and media meetings
SG, PB
Institutional investors, analysts, and PCBs via in-person meetings and Zoom 
calls
Aug 23
Retail investor meeting
SG, PB
Open invitation to retail investors; virtual presentation and Q&A; recording 
made and published via website
Aug 23
Media interview
SG
Call with Investors Chronicle
Aug 23
Investor newsletter
-
Investor e-newsletter including CEO video distributed to subscribers
Sep 23
AGM and trading update
SG, PB, GD, 
GW, MK, NS
Actively encouraged all shareholders and prospective investors to attend a 
meeting held in person in London and live streamed; event made available 
on website subsequently
Sep 23
Ad hoc institutional investor 
meetings
SG, PB
Several ad hoc meetings and Zoom calls requested by institutional holders 
and non-holders in UK and US
Oct 23
Attendance of UK Tech 
Awards
SG
Met with several institutional investors informally at a dinner and awards 
ceremony

Page 35
Date
Description
Participants
Comments
Nov 23
Presentation at Hargreave 
Hale VCT AGM
SG
Presented on the topic of AI at this event
Nov 23
Interim results roadshow 
and media meetings
SG, PB
Institutional investors, analysts, and PCBs via in-person meetings and Zoom 
calls
Nov 23
Retail investor meeting
SG, PB
Open invitation to retail investors; virtual presentation and Q&A; recording 
made and published via website
Dec 23
Interim results roadshow and 
media meetings (continued)
SG, PB
Institutional investors, analysts, and PCBs via in-person meetings and Zoom 
calls
Dec 23
Ad hoc institutional investor 
meetings
SG, PB
Calls with institutional shareholders and non-holders in UK and US
Dec 23
Investor newsletter
-
Investor e-newsletter distributed to subscribers including video
Jan 24
Investor calls following 
trading update
SG, PB
Institutional investors, analysts, and PCBs via Zoom calls scheduled 
proactively to follow release of a trading update
Jan 24
Ad hoc institutional investor 
calls
SG, PB
Several ad hoc calls requested by institutional shareholders and non-
holders following trading update
Feb 24
Ad hoc institutional investor 
calls
SG, PB
Several ad hoc calls requested by institutional shareholders and non-
holders 
Feb 24
Investor newsletter
-
Investor e-newsletter distributed to subscribers
Mar 24
Ad hoc institutional investor 
calls
SG, PB
Several ad hoc calls requested by institutional shareholders and non-
holders 
Mar 24
Media interview
SG
Call with Small Company Share Watch
Key: GW: Gillian Wilmot; SG: Stuart Green; PB: Phillip Blundell; GD: Gordon Doran; MK: Mickey Kalifa; NS: Nathalie Schwarz.
The group is committed to communicating openly with its shareholders to ensure that its strategy and performance are clearly 
understood. We communicate with shareholders through the Annual Report and Accounts, full-year and half-year announcements, 
trading updates and the annual general meeting (AGM), and we encourage shareholders’ participation in virtual meetings. A range of 
corporate information (including all ZOO announcements) is also available to shareholders, investors and the public on our website. 
Private shareholders: The AGM is the principal forum for dialogue with private shareholders, and we encourage all shareholders to 
attend and participate through RNS announcements and a quarterly newsletter. The Notice of Meeting is sent to shareholders at least 
21 days before the meeting. The chairs of the board and all committees, together with all other directors whenever possible, attend the 
AGM and are available to answer questions raised by shareholders. Shareholders vote on each resolution, by way of a poll. For each 
resolution we announce the number of votes received for, against and withheld and subsequently publish them on our website.
Institutional shareholders: The directors actively seek to build a mutual understanding of objectives with institutional shareholders. Our 
CEO and CFO make presentations to institutional shareholders and analysts immediately following the release of the full-year and half-
year results. We communicate with institutional investors frequently through a combination of formal meetings, participation at investor 
conferences, roadshows and informal briefings with management. Most meetings with shareholders and potential investors are arranged 
by the broking teams of our joint brokers. Following meetings, the broker provides anonymised feedback to the board from all fund 
managers met, from which sentiments, expectations and intentions may be gleaned. 
In addition, we review analysts’ notes to achieve a wide understanding of investors’ views. This information is considered by the board 
and is compared to the group’s Investor Relations strategy to ensure adherence.
	•
Take into account wider stakeholder and social responsibilities and their implications for long-term success
Stakeholder
Reason for engagement
How we engage
Staff – our ability to fulfil client 
services and develop and 
enhance the cloud software 
platforms on which they depend 
relies on having talented and 
motivated staff. 
Good two-way communication 
with staff is a key requirement 
for high levels of engagement, 
fostering a culture of innovation.
Monthly staff briefings delivered to all locations by webcast.
Invitation to staff to ask questions of management that are 
answered in the briefings.
Operation of an employee communications platform to 
provide ad hoc news, industry developments and other 
information to all staff in an accessible way.
Annual engagement survey.
These have provided insights that have led to enhancement 
of management practices and staff incentives.

Annual Report 2024
ZOO Digital Group plc
Stakeholder
Reason for engagement
How we engage
Clients – our success and 
competitive advantage are 
dependent upon fulfilling client 
requirements, particularly in 
relation to quality of service, its 
speed of delivery and security.
Understanding current and 
emerging requirements of clients 
enables us to develop new and 
enhanced services, together with 
software to support the fulfilment 
of those services
Seek feedback on services and software systems.
Obtain fulfilment metrics employed by clients to measure 
performance.
Obtain requests for new services and service enhancements.
These have led to the group securing approved vendor status 
with several large media organisations.
Suppliers – a key supplier group 
is our network of freelancers who 
fulfil linguistic services.
Freelance workers will provide 
similar services to other 
organisations, including our 
competitors, so we must ensure 
they are available to us and are 
accommodating.
We optimise our systems to simplify the work of freelancers 
as much as possible, including in relation to administration of 
projects.
We operate systems to ensure that supplier invoices are 
processed and paid promptly.
These have led to a large, growing and supportive freelancer 
network.
Shareholders – as a public 
company we must provide 
transparent, easy-to-understand 
and balanced information to 
ensure support and confidence.
Meeting regulatory requirements 
and understanding shareholder 
sentiments on the business, its 
prospects and performance of 
management.
Regulatory news releases.
Keeping the investor relations section of the website up to 
date.
Quarterly investor newsletters.
Participation at investor events.
Publishing of videos of investor presentations and interviews.
Annual and half-year reports and presentations.
AGM.
We believe we successfully engage with our shareholders; 
over the past 12 months this engagement has led to support 
for the group.
Industry bodies – the services 
we provide must meet certain 
requirements.
The views of certain industry 
groups, including the Motion 
Picture Association of America 
(MPAA),  the Trusted Partner 
Network (TPN) and the 
Entertainment Globalisation 
Association (EGA) are influential in 
the way the group is perceived by 
certain clients.
Membership of MPAA, MESA, EGA, DPP and TPN and 
participation in security programs.
Annual audit of security.
These have resulted in audit reports that have led to certain 
clients commencing engagement.
Communities – what we do 
impacts communities in the 
places where we operate and 
elsewhere.
It is important to be, and to 
be perceived as a reputable 
business that makes a positive 
contribution to local economies 
and is attractive as an employer 
and partner.
Multiple activities to support fundraising of local charities and 
good causes.
Operation of ZOOgooders programme which provides all 
staff with two paid days per year to work for a charity of their 
choice.
Participation in apprenticeship and other schemes to support 
and provide opportunities to young people.
One director is a trustee of a registered charity.
These have led to a favourable profile for the group in the 
local areas of its major operations.

Page 37
	•
Corporate social responsibility
The Company strives to ensure that its business activities positively benefit all stakeholders by committing to conduct its business 
in a fair and responsible manner, to treat its employees fairly, supporting personal growth and development, and to have a positive 
impact in its local community.
We strongly value our customers and seek to deliver a world-class product backed by class-leading customer service and support. 
The Company routinely seeks customer feedback and performance appraisal inputs and takes active steps to remedy any instances 
of customer dissatisfaction. 
Key customers are also routinely invited to provide product improvement inputs, and in some cases to test key features or 
functionality prior to general release. 
The Company has agreed rate cards with its major customers to provide a fair and transparent pricing structure so that customers 
can be confident that the Company’s services are cost effective.
The key themes of our Environment, Social and Governance strategy are to grow globally in a smarter, easier and better way ensuring 
we scale up responsibly.
People
The Company is an Equal Opportunity Employer and its policy is to ensure that all employees and job applicants will be given equal 
opportunities in all aspects of employment and training irrespective of their gender, ethnic origin, disability, age, marital status, sexual 
orientation or religious affiliation (and/or any other protected characteristics under relevant legislation). ZOO encourages, where possible, 
the employment of disabled people and the retention of those who become disabled during their employment with the Group. 
The Company recognises the benefit of involving employees in target setting and keeping them informed of progress. The Board 
has expanded the internal communication network to include all sites across the globe involving more contact, more frequent 
communication and more opportunities for feedback. The views of employees are considered when making decisions which are likely 
to affect their interests. This has included the introduction of increased ability for employees to put questions to senior management 
members during Group wide meetings and has also included the introduction of various digital surveys issued to employees throughout 
FY24 so that they can give their views and feedback on relevant Group wide matters. ZOO ensures that it communicates clear and 
appropriate policies to employees setting out data protection rules, information security rules, commercial contract rules (e.g. sales 
contracts, procurement contracts and partner contracts), commercial dispute resolution rules, share dealing rules, anti-bribery rules, 
anti-bullying/harassment rules and anti-discrimination rules and codes of conduct. These policies and procedures are made available 
to employees via the Group’s Human Resources Information System and are regularly reviewed and updated as necessary. The Board 
regularly reviews, considers and updates the salaries, benefits and support offered to the Group’s employees. The aim of this is to ensure 
that individuals with the appropriate experience and skill to add value to the business and drive its long-term success are attracted to the 
Group and then retained. In addition, this approach by the Board aims to ensure that staff are provided with the appropriate environment, 
career progression and rewards to remain motivated and enabled to produce the best possible output and add the maximum possible 
value to the Group. The Board has initiated a diversity strategy and is measuring our performance for future benchmarking.
The current gender analysis is as follows:
Female
Male
Total
Executive Directors
0
5
5
Senior Managers
8
22
30
Staff
187
293
480
Total
195
320
515
Non-Executive Directors
2
1
3
Diversity, Equity and Inclusion
The group gives full consideration to applications for employment from disabled persons where the candidate’s particular aptitudes 
and abilities are consistent with adequately meeting the requirements of the job. Opportunities are available to disabled employees for 
training, career development and promotion.
Where existing employees become disabled, it is the group’s policy to provide continuing employment wherever practicable in the same 
or an alternative position, and to provide appropriate training and reasonable working environment adjustments as required to achieve 
this aim.
The company launched its first diversity and inclusion survey in 2022 and published its results to the workforce. This was followed up 
with the company hosting its two Diversity, Inclusion, Equity and Belonging forums attended by people across the business to understand 
our employees’ experiences and action plans.
A part of the company action plan was to form the DIEB (Diversity, Inclusion, Equity and Belonging) forum and through collaboration the 
company has developed several Employee Resource Groups (ERGs) hosted through the company’s employee communication platform 
(ZOOconnect). These spaces have been designed for employees to share experiences, promote awareness, allyship and educate in all 
areas such as LGBTQ+, Neurodivergence, visible and non-visible disabilities and launching soon, marginalised religious groups and female 
leadership. These initiatives have created a platform (within the already successful ZOOconnect) that the people of ZOO can access to 
learn. The company is actively working with its DIEB champions to increase the number of ERG spaces over the next 12 months.
The company has founded a group of DIEB champions across the business who support and facilitate events and opportunities for all 
colleagues, driving a positive, inclusive and thus engaged workforce. 

Annual Report 2024
ZOO Digital Group plc
Through active collaboration with the DIEB champions the company has increased its promotion and celebration of international 
awareness days through its internal communication platform and will continue with this over the next 12 months. This has included 
educational pieces, sharing of employee stories and experiences, training and events. Past events have included ADHD month, Mental 
Health and Wellbeing, Black History Month, Dyslexia and Autism Awareness and Trans Day of Visibility.
The company will continue to focus our development and DE&I programs on growing the number of female and minorities represented in 
leadership roles. The company will continue to invest in female leadership development programmes over the next 12 months.
As part of its DE&I initiatives the company continues to review its hiring practices. The company promotes and invests in apprenticeship 
programs to complement its strategy to diversify the workforce, along with internal mobility opportunities across the business. The 
company believes that apprenticeships and cross training provide access to career opportunities that not only offer paths to higher-
paying jobs, but also better opportunities for its workforce. 
With the board’s support and guidance from our HR department, we have taken significant actions to enhance our diverse and inclusive 
culture, train and educate our employees, to maintain and increase our commitment as a great place to work.
Community
The pandemic accelerated trends that are reshaping the way of work including what employees expect employers to provide in terms 
of working arrangements. With the increase in hybrid and remote working, employees are looking for more rewarding, engaging and 
meaningful workplace experiences.
Through listening to its employees, the company launched its first employee volunteering programme (ZOOgooders) in FY22 which 
actively encourages all staff to take two additional paid leave days each year and donate them for the support of charitable projects in 
the community as a way to give back to local communities and increase our employees’ sense of purpose and improve engagement.
During FY24, employees across the UK and US participated in volunteering activities that either had been arranged by the company or by 
the individual. During the year some charities supported through volunteering included:
	•
SCCC knit a winter blanket appeal, gifting the elderly with handmade blankets.
	•
Ben Centre - This charity aims to provide a safe space and an open hand to those who suffer through substance misuse and its 
associated barriers.
	•
Cavendish Cancer Care - Providing support to people affected by cancer.
	•
Live Love Animal Rescue - A charity that partners with local shelters to save homeless animals by providing them a lifelong 
commitment.
	•
Heal the Bay Adopt-A-Beach - A programme that gives groups the opportunity to learn about and participate in the conversation 
of outdoor places in California.
The recycling of IT equipment that is no longer required in the business has been started, working with a local charity that can repurpose 
the equipment for local and international use. In the UK we are now recycling 100% of such equipment. In the coming year we hope to 
extend the scheme to the US.
Environment
In FY22 we published our Environmental policy.
ZOO is a technology first service group that has developed platforms that deliver media localisation projects in an efficient and 
environmentally friendly way by reducing travel and the need for carbon intensive buildings. We are committed to further innovation to 
support our customers and freelancers in reducing their impact on the environment. 
We also recognise that as a company we do have a small impact on the environment relative to other industries and as such will 
constantly look for ways to reduce and ultimately eliminate our environmental footprint and meet relevant environmental legislation. To 
achieve this our environmental strategy will focus on:
	•
Working with suppliers with a responsible attitude to the environment
	•
Eliminate waste within our offices
	•
Operating to international and local environmental laws and regulations in all countries in which we operate
	•
Actively promoting recycling in all our locations
	•
Source locally to reduce carbon emissions
	•
Reducing our water consumption
We are currently measuring the impact on the environment in FY25 which we will publish and use for future performance measurement.
Board-level commitment to diversity, equity and inclusion
Our commitment to sustainability from the Board also includes a focus on diversity, equity and inclusion (DE&I). We recently 
commissioned a comprehensive survey into DE&I across the ZOO workforce, which will give us a benchmark from which to measure 
future improvements. 
We operate ZOO Academy, the goal of which is to bring more diverse talent into the industry. We will also soon be launching an 
innovative apprenticeship scheme to encourage more young people to become software engineers.
Supporting home working

Page 39
Our People and Culture team has been very busy supporting enhanced health and safety procedures in our upgraded offices – offering 
support to our working from home initiative and operating an e-learning platform that is available to all staff to assist in building their work 
and life skills. 
The introduction of a formal ESG strategy means we can codify and measure how we are improving our impact on these critical topics. 
We are excited about developing and executing our ESG strategy over the coming months and years.
Modern Slavery
ZOO Digital Group plc is committed to preventing modern slavery and human trafficking in all our operations and supply chains. We 
enforce rigorous systems and controls to ensure ethical business practices and compliance with UK and international laws. Our approach 
includes continuous review and improvement of our practices, training, and vigilance to safeguard against modern slavery.
For further information, our detailed Anti-Slavery and Human Trafficking Policy is available at  https://www.zoodigital.com/legal/.
	•
Embed effective risk management, considering both opportunities and threats, throughout the organisation
The CFO has prepared a risk register for the group that identifies key risks in the areas of corporate strategy, financial, clients, staff, 
environmental and the investment community. All members of the board are provided with a copy of the register. The register is 
reviewed periodically and is updated as and when necessary.
Specific financial risks are evaluated in detail, including in relation to foreign currency, interest rates, liquidity and credit.
Staff are reminded every month to report, anonymously or otherwise, any security risks or threat they perceive in the operations 
of the business. On receipt of any such notification, a security incident team is mobilised to assess and take remedial action as 
appropriate in the circumstance. 
Staff are reminded every month that they should seek approval from the CFO if they, or their families, plan to trade in the group’s 
equities. 
	•
Maintain the board as a well-functioning, balanced team led by the chair
The members of the board have a collective responsibility and legal obligation to promote the interests of the group and are 
collectively responsible for defining corporate governance arrangements. Ultimate responsibility for the quality of, and approach to, 
corporate governance lies with the chair of the board.
The board consists of six directors of which three are executive and three are independent non-executives. The board is supported 
by two committees: audit and remuneration. The board does not consider that it is of a size at present to require a separate 
nominations committee, and all members of the board are involved in the appointment of new directors. The board may appoint 
additional non-executive directors as its business expands.
Non-executive directors are required to attend 10-12 board and board Committee meetings per year and to be available at other 
times as required for video and telephone meetings with the executive team and investors.
Meetings held during the period under review and the attendance of directors is summarised below:
Board meetings
Audit Committee
Remuneration Committee
Possible
Attended
Possible
Attended
Possible
Attended
Executive Directors
Dr. Stuart Green
11
11
–
–
2
2
Gordon Doran
11
11
–
–
–
–
Phillip Blundell 
11
11
2
2
–
–
Non-executive Directors
Gillian Wilmot 
11
11
2
2
2
2
Mickey Kalifa 
11
10
2
2
2
2
Nathalie Schwarz
11
11
2
2
2
2
 In addition to the formal Board meeting in the January to March period the Board introduced weekly catch up calls to monitor the 
turnaround plan.
The board has a schedule of regular business, financial and operational matters, and each board Committee has compiled a schedule 
of work to ensure that all areas for which the board has responsibility are addressed and reviewed during the course of the year. The 
Chairman is responsible for ensuring that, to inform decision-making, directors receive accurate, sufficient and timely information. The 
Company Secretary compiles the board and Committee papers which are circulated to directors prior to meetings. The Company 
Secretary provides minutes of each meeting and every director is aware of the right to have any concerns recorded in the minutes and to 
seek independent advice at the group’s expense where appropriate.
	•
Ensure that between them the directors have the necessary up-to-date experience, skills and capabilities
All six members of the board bring relevant sector experience in media and technology, all have at least nine years of public markets 
experience and two members are chartered accountants. The board believes that its blend of relevant experience, skills and 
personal qualities and capabilities is sufficient to enable it to successfully execute its strategy. Directors attend seminars and other 
regulatory and trade events to ensure that their knowledge remains current.

Annual Report 2024
ZOO Digital Group plc
Gillian Wilmot CBE, Independent Chairman 
Term of office: Appointed as Chairman with effect from 1 July 2019; Chair of 
the Remuneration Committee until Summer 2022 and a member of the Audit 
Committee.
Background and suitability for the role: Along with extensive board level 
leadership roles in both private and public company environments, Gillian 
brings a wealth of relevant industry experience across B2B, technology and 
communication sectors. As Xpediator plc Chairman she successfully completed 
the delisting with a sale to Baltcap in 2022/2023. She advised Government for 9 
years on IDAB to 2021, was recognised in the 2014 UK NED awards and awarded 
a CBE in January 2023 for her contribution to business, entrepreneurship and the 
prevention of problem gambling. She brings strong experience of governance, 
public markets and growth companies.
Current external appointments: Non-Executive Chairman of Brighter Beauty 
Group, Non-Executive Chairman of JISP.com trading as Bubbles Online Services 
Ltd., Director of Board Mentoring Ltd.
Time commitment: two to three days per month. 
Mickey Kalifa, Independent Non-Executive Director
Term of office: Joined as Non-Executive Director on 5 October 2017; Chair of the 
Audit Committee and member of the Remuneration Committee.
Background and suitability for the role: Mickey is a Chartered Accountant and 
finance professional with nearly 30 years’ experience across the technology, 
media and gaming sectors. Mickey was appointed CFO of digital agency Dept 
in January 2022 having previously held the role of CFO with M&C Saatchi plc, 
an LSE listed business, since March 2019. Previously he was CEO of the betPawa 
Group and CFO of Sportech plc. where he led a transformation in the company’s 
financial strength and played a prominent role in driving Sportech’s global 
expansion. He brings a combination of financial expertise, knowledge of public 
markets as well as a wide range of sector experience gained from a career spent 
in the technology, media and gaming sectors with some of the world’s largest 
media and technology companies, including Liberty Global, BSkyB PLC, Time 
Warner, Disney and Young and Rubicam.
Current external appointments: CFO of Dept Holding B.V.
Time commitment: one to two days per month.
Nathalie Schwarz, Independent Non-Executive Director
Term of office: Joined as Non-Executive Director on 13 January 2022; Chair of 
the Remuneration Committee from Summer 2022 and member of the Audit 
Committee.
Background and suitability for the role: Nathalie brings 20 years of board-
level international experience from her roles in both publicly listed and 
privately owned companies. She has particular expertise in the media and 
digital technology sector with a career spanning broadcasting (television and 
radio), mobile and digital interactive platforms and information/data services. 
This includes as Group Commercial and Development Director at Channel 
4 Television Corporation, overseeing the negotiation of its commercial 
partnership with UKTV. She also served as Group Strategy and Development 
Director at Capital Radio plc as the FTSE 250 company completed an £800 
million merger to create the largest commercial radio analogue and digital group.
A qualified corporate finance lawyer, Nathalie began her career at leading global 
law firm Clifford Chance and has since served as Chair of Boards, Remuneration 
Committees and Nominations Committees. Her non-executive experience 
includes roles at Wilmington plc, Matomy Media plc, BigHand, Optionis and 
Amiad Water Systems plc. 
Current external appointments: Vice Chair of the International Trade Association 
for the Broadcast and Media Industry (IABM)
Time commitment: one to two days per month.

Page 41
Dr. Stuart Green, CEO
Term of office: A co-founder from the group’s inception in 2001, originally in the 
role CTO, and appointed CEO on 1 February 2006.
Background and suitability for the role: Stuart brings over 30 years of experience 
of team building and executive management in the software industry to his 
role as CEO. Stuart established ZOO’s business strategy and difference in the 
marketplace by using software technology to deliver disruptive innovation. With 
a PhD in Computer Science he brings expertise in software technology, a track 
record of innovation having secured over 30 software patents, experience of 
leading innovative technology businesses as a result of having co-founded and 
sold three private software companies, and experience of capital markets gained 
from 24 years as a main board director of AIM-quoted companies.
Current external appointments: Trustee of Sheffield Chamber Orchestra.
Time commitment: full time.
Phillip Blundell, CFO
Term of office: Appointed as Chief Financial Officer in July 2018. 
Background and suitability for the role: Phill has extensive experience with AIM 
listed businesses having worked as an Executive Director for Dot Digital Group 
plc, Eagle Eye Solutions Group plc and Intelligent Environments Group plc. During 
the 21 years working for AIM listed businesses, he has floated one business 
and raised substantial funds to assist the growth strategies of the businesses. 
A qualified Chartered Accountant since 1987 with 31 years’ experience in the 
software and media industries, Phill brings both financial expertise and sector 
experience. He has 23 years as a CFO and Company secretary of AIM listed 
businesses providing strong Corporate Governance experience.
Current external appointments: Flamefinch Partners.
Time commitment: full time.
Gordon Doran, Chief Commercial Officer
Term of office: Originally engaged as a commercial consultant in 2005 to establish 
the group’s US operations and was appointed Commercial Director on 28 July 
2009.
Background and suitability for the role: Gordon has spent his career in 
commercial roles with technology businesses in the UK and USA. As Chief 
Commercial Officer and President of ZOO’s US operation, Gordon is responsible 
for all global operations and has been pivotal in establishing relationships with a 
number of large US entertainment companies including the ‘big six’ Hollywood 
studios. Based on the West Coast of the USA, Gordon brings significant 
experience of sales and marketing in the software industry since the early 1990s, 
having held senior positions in a number of companies, including as COO for 
Mediostream Inc., and capital markets experience as a main board director for 13 
years.
Current external appointments: None.
Time commitment: full time.
	•
Evaluate board performance based on clear and relevant objectives, seeking continuous improvement
A board evaluation process led by the Chairman took place in June 2023. All directors began by completing questionnaires about 
the effectiveness of the board and a self-assessment of their own contributions which were returned to the Chairman. The Chairman 
then reviewed this information and used it as the basis for an individual discussion with each director, followed by a collective 
discussion with the board. 
The review considers effectiveness in several areas including general supervision and oversight, business risks and trends, succession 
and related matters, communications, ethics and compliance, corporate governance and individual contribution.
Several refinements in working practices were identified as a result of this exercise and are in the process of being adopted.
We will be considering the use of external facilitators in future board evaluations. 
As the business expands, the executive directors will be challenged to identify potential internal candidates who could occupy 
board positions and set out development plans for these individuals. 

Annual Report 2024
ZOO Digital Group plc
	•
Promote a corporate culture that is based on ethical values and behaviours
Our long-term growth is underpinned by our core values which reflect our core brand proposition to make globalising media content 
smarter, easier and better:
	•
Think Smarter
	
—
Inspiration everywhere: We’re always open
to learning. From our colleagues, from our customers, even from our suppliers. 
When we work together and share ideas, we share success.
	
—
There is no box: When you look at things differently, you’ll find new and creative ways to take on any challenge.
	•
Make it easier
	
—
We are family: Everyone is heard, everyone is valued. We challenge each other, but it’s done with love and respect.
	
—
Be the customer: We put ourselves in our customers’ shoes to anticipate their future needs and blow their minds.
	•
Be better
	
—
Daydream believers: Think big and be bold. See a way to change something for the better and then believe you can make it 
happen. Remember... disruption favours the brave!
	
—
There’s always a way: Never underestimate the power of determination. From dreaming up new tech to just good old-
fashioned graft. We’ll get the job done.
The culture of the group is characterised by these values which are conveyed regularly to staff through internal communications, in 
monthly staff briefings and forums. A staff recognition programme operates on an on-going basis by which any employee can nominate 
any of his/her colleagues for a contribution that is in-keeping with the core values. All nominees are recognised at company-wide staff 
briefings that in FY24 took place by webinar, presented by executive directors and senior managers. The core values are communicated 
to prospective employees in the group’s recruitment programmes and are considered as part of the selection process.
The board believes that a culture that is based on its core values is a competitive advantage and consistent with fulfilment of the group’s 
mission and execution of its strategy.
The culture is monitored through the use of a widely used satisfaction and engagement survey that is operated on an annual basis and to 
which all permanent staff are invited to contribute. The board reviews the findings of the survey and determines whether any action is 
required.
	•
Maintain governance structures and processes that are fit for purpose and support good decision-making by the board
The Board provides strategic leadership for the group and operates within the scope of a robust corporate governance framework. 
Its purpose is to ensure the delivery of long-term shareholder value, which involves setting the culture, values and practices that 
operate throughout the business, and defining the strategic goals that the group implements in its business plans. The board defines a 
series of matters reserved for its decision and has approved terms of reference for its Audit and Remuneration Committees to which 
certain responsibilities are delegated. The chair of each committee reports to the board on the activities of that committee.
The Audit Committee monitors the integrity of financial statements, oversees risk management and control, monitors the 
effectiveness of the internal audit function and reviews external auditor independence.
The Remuneration Committee sets and reviews the compensation of executive directors including the setting of targets and 
performance frameworks for cash- and share-based awards.
The Executive Board, consisting of the Executive Directors, the US-based Chief Operations Officer and the CTO, operates as a 
management committee, chaired by the CEO, which reviews operational matters and performance of the business, and is responsible 
for significant management decisions while delegating other operational matters to individual managers within the business.
The Chairman has overall responsibility for corporate governance and in promoting high standards throughout the group. She leads 
and chairs the board, ensuring that committees are properly structured and operate with appropriate terms of reference, ensures 
that performance of individual directors, the board and its committees are reviewed on a regular basis, leads in the development of 
strategy and setting objectives, and oversees communication between the group and its shareholders.
The CEO provides coherent leadership and management of the group, leads the development of objectives, strategies and 
performance standards as agreed by the board, monitors, reviews and manages key risks and strategies with the board, ensures 
that the assets of the group are maintained and safeguarded, leads on investor relations activities to ensure communications and 
the group’s standing with shareholders and financial institutions is maintained, and ensures that the board is aware of the views and 
opinions of employees on relevant matters.
The Executive Directors are responsible for implementing and delivering the strategy and operational decisions agreed by the 
board, making operational and financial decisions required in the day-to-day operation of the group, providing executive leadership 
to managers, championing the group’s core values and promoting talent management.
The Independent Non-Executive Directors contribute independent thinking and judgement through the application of their external 
experience and knowledge, scrutinise the performance of management, provide constructive challenge to the Executive Directors 
and ensure that the group is operating within the governance and risk framework approved by the board.
The Company Secretary is responsible for providing clear and timely information flow to the board and its committees and supports 
the board on matters of corporate governance and risk.
The matters reserved for the board are:
	•
Setting long-term objectives and commercial strategy;
	•
Approving annual operating and capital expenditure budgets;

Page 43
	•
Changing the share capital or corporate structure of the group;
	•
Approving half year and full year results and reports;
	•
Approving dividend policy and the declaration of dividends;
	•
Approving major investments, disposals, capital projects or contracts;
	•
Approving resolutions to be put to general meetings of shareholders and the associated documents or circulars; and
	•
Approving changes to the board structure.
The board has approved the adoption of the QCA Code as its governance framework against which this statement has been 
prepared and will monitor the suitability of this Code on an annual basis and revise its governance framework as appropriate as the 
group evolves. 
	•
Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other relevant 
stakeholders
In addition to the investor relations activities described above, the following Audit and Remuneration committee reports are 
provided.
Audit Committee Report
During the year, the Audit Committee has continued to focus on the effectiveness of the controls throughout the group. The Audit 
Committee consists of Mickey Kalifa, chair, Gillian Wilmot and Nathalie Schwarz. The committee met twice, and the external auditor 
and CFO were invited to attend these meetings. Consideration was given to the auditor’s pre- and post-audit reports, and these provide 
opportunities to review the accounting policies, internal control and the financial information contained in both the annual and interim 
reports. The Committee also met with the auditors with no executives present.
Directors’ Remuneration Policy
This section sets out the Directors’ Remuneration Policy. The Remuneration Committee considers the Remuneration Policy annually to 
ensure that it continues to underpin the Group’s strategy.
Key principles
The main aim of the Group’s policy is to align the interests of Executive Directors with the Group’s growth strategy and long-term creation 
of shareholder value. The policy is designed to remunerate the Executive Directors competitively and appropriately and allow them to 
share in this success and the value delivered to shareholders. The policy is based on the following principles:
	•
Promote shareholder value creation and support the business growth strategy.
	•
Ensure that the interests of the Directors are aligned with the long-term interests of shareholders.
	•
Deliver a competitive level of pay for the Directors sufficient to attract, retain and motivate individuals.
	•
Ensure that an appropriate proportion of the package is determined by targets linked to the Group’s performance. 
	•
Ensure the total reward cost to ZOO are affordable and sustainable.
Component
Purpose and link to 
strategy
Operation
Maximum
Performance measure
Base salary
To provide a competitive 
base salary to attract, 
motivate and retain 
directors with the 
experience and 
capabilities to achieve the 
strategic aims.
Reviewed annually against 
salary surveys for market 
rate, Group performance, 
role and experience.
No overall maximum, 
however, they are 
reviewed to ensure they 
are proportionate and fair 
when compared  to other 
salaries in the Group.
N/A
Benefits
To provide a market 
competitive benefits 
package
Receive benefits in line 
with market practise, 
these include death in 
service plus health care in 
the US.
Set a level deemed 
appropriate by the 
Remuneration committee
N/A
Pension
To provide an appropriate 
level of retirement benefit
Executive Directors are 
eligible to participate 
in the Group’s pension 
scheme.
Up to 5% of base salary
N/A

Annual Report 2024
ZOO Digital Group plc
Component
Purpose and link to 
strategy
Operation
Maximum
Performance measure
Annual bonus
To reward performance 
against annual targets 
which support the 
strategic plan.
Awards are made annually 
and are paid in cash
Maximum of 100% of base 
salary
Minimum of 80% based 
on financial performance 
and a maximum of 20% 
linked to smart personal 
objectives.
L-T incentives
Awards are linked to 
long-term financial and 
strategic objectives. To 
further promote equity 
ownership and long-term
performance, vesting 
occurs at the end of a 
three-year period
with holding periods 
applying up to a further 
seven years.
Awards are made at 
market price at date 
of grant and with 
performance targets that 
require to be met in the 
first 3 years after grant. 
No maximum, subject 
to not exceeding the 
Group’s overall share 
based incentive schemes 
limit that apply across 
all employees of 15% of 
issued share capital.
Performance metrics 
will be linked to financial 
performance.
Shareholdings
To promote share 
ownership for Executive 
Directors
Executive Directors are 
encouraged to build a 
shareholding in the Group 
over time.
No maximum
N/A
Explanation of performance measures 
Performance measures are selected that are aligned with the performance of the Group and the interests of shareholders. Stretching 
targets are set each year for the annual bonus and long-term incentive awards. When setting these performance targets, the Committee 
will consider several different reference points, which may include the Group’s business plan and strategy and the economic 
environment.
The Committee retains the ability to adjust or set different performance measures if events occur which cause the Committee to 
determine that the measures are no longer appropriate, and that amendment is required so that they can achieve their original purpose. 
Awards and options may be adjusted in the event of a variation of share capital in accordance with the rules of the share option scheme. 
Non-Executive Directors Remuneration Policy
The Remuneration Policy for the Non-Executive Directors is to pay fees necessary to attract an individual of the talent required, taking 
into consideration the size of the business and the time commitment of the role. This is reviewed annually by the Group Chairman 
and the Chief Executive. The basis of the fees is cash only and Non-Executive Directors do not receive any other benefits other than 
reasonable travel and other expenses incurred in the course of performing their duties.
The Company welcomes dialogue with its shareholders over matters of remuneration. The Chairman of the Remuneration Committee is 
available for contact with institutional investors concerning the approach to remuneration.
The remuneration committee report is contained on page 50.
By order of the board
Gillian Wilmot
Chairman

Page 45
Section 172 Statement
Section 172 of the Companies Act 2006 requires Directors to take into consideration the interests of stakeholders in their decision 
making. The Directors act in a manner consistent with this statement, and in doing so they promote the success of the Company for the 
benefit of its shareholders, taking into consideration the interests of all stakeholders.
In this statement we outline the key aspects of our approach to section 172 and how our Directors have fulfilled their duties throughout 
the year. In summary, the Directors have consistently acted in accordance with their duties under section 172, working diligently to 
promote the success of ZOO and safeguard the interests of shareholders and stakeholders alike. We will continue to uphold these 
principles as we navigate the challenges and opportunities ahead, striving to create lasting value for all those connected to our business.
1.	
The likely consequences of any decisions in the long term
Our Directors are committed to making strategic decisions that drive long-term growth and value creation for our shareholders. 
This includes investments in development, forming strategic partnerships, and expanding both our service offerings and geographic 
footprint to achieve further market penetration. 
2.	 The interests of the company’s employees
Details of how the Directors have engaged with employees is provided in our Corporate Governance Statement. 
We recognise the importance of attracting, retaining, and developing a talented workforce. We are committed to providing a safe and 
inclusive working environment, offering competitive remuneration packages, and investing in training and development programmes 
to help our employees reach their full potential.
3.	 The need to foster the company’s business relationships with suppliers, customers, and others
Details of our approach to stakeholder engagement is provided in our Corporate Governance Statement.
4.	 The impact of the company’s operations on the community and environment
The Directors continue to have regard to the interests of the Company’s employees and other stakeholders, including the impact 
of its activities on the community, the environment and the Company’s reputation, when making decisions. Acting in good faith and 
fairly, the Directors consider what is most likely to promote the success of the Company for its members in the long term. We explain 
this in our corporate governance section of this Annual Report.
5.	 The desirability of the company maintaining a reputation for high standard of business conduct
The Company has taken a low-risk approach in its investments and acquisitions by targeting long-established businesses that 
have been affiliate partners of ZOO for several years. These companies, which include media services providers and localisation 
vendors, have accumulated extensive experience of working in the cloud-based technology that ZOO operates throughout its 
global ecosystem of partners and freelancers. The all-encompassing approach supports unrestricted creativity while enforcing high 
standards of production quality, workflow efficiency and content security across the entire global Group.
The Chairman has overall responsibility for corporate governance and in promoting high standards throughout the group. She leads 
and chairs the board, ensuring that committees are properly structured and operate with appropriate terms of reference, ensures 
that performance of individual directors, the board and its committees are reviewed on a regular basis, leads in the development of 
strategy and setting objectives, and oversees communication between the group and its shareholders.
6.	 The need to act fairly between members of the company
Details of our decision making in this respect are provided in our Corporate Governance Statement.
The Directors are fully aware of their responsibilities to promote the success of the Company in accordance with section 172 of the 
Companies Act 2006. The Board regularly reviews its principal stakeholders and how it engages with them. This is achieved through 
information provided by management and also by direct engagement with stakeholders themselves.   During the coming year the 
Directors will continue to value input from all stakeholders and this will be formalised in more detail in the coming months. In the opinion 
of the Directors the following significant events or decisions were required to be separately reported under this section.
	•
The Board approved the fundraise to expand our presence in Japan.
	•
To address the need to support our customers on a global basis the Board approved two strategic investments after the year-ending 
31 March 23 that support our aim to be a global media localisation partner to the major US media corporations. 

Annual Report 2024
ZOO Digital Group plc
ADVISERS
Company Secretary and Registered Office
Phillip Blundell
ZOO Digital Group plc
Floor 2 
Castle House
Angel Street
Sheffield
S3 8LN
Tel: 0114 241 3700
Company no. 03858881
Bankers
HSBC Plc
Grosvenor House
1 Wellington Street
Sheffield
S1 4NB
Nominated advisor and joint broker
Stifel Nicolaus Europe Limited 
150 Cheapside, 
London, 
EC2V 6ET 
Joint broker
Singer Capital Markets
1 Bartholomew Lane
London 
EC2N 2AX
Auditor
Grant Thornton UK LLP
No 1 Whitehall Riverside
Leeds
LS1 4BN
Tax advisor
RSM UK Tax and Accounting Limited
25 Farringdon Street
London
EC4A 4AB
Registrar
Share Registrars Limited
Molex House
Millennium Centre
Crosby Way
Farnham
Surrey
GU9 7XX
Solicitors
DLA Piper UK LLP
Elshaw House
51 Carver Street
Sheffield
S1 4FT

Page 47
DIRECTORS’ REPORT
The directors present their report on the affairs of the group, together with the financial statements and the independent auditor’s report, 
for the year ended 31 March 2024.
Principal activities
The principal activity of the group for the year under review was to provide a range of services to allow TV and movie content to be 
localised in any language and prepared for sale with all major online retailers and to continue with ongoing research and development of 
productivity software in those areas. The principal activity of the company was to act as a holding company for its trading subsidiaries.
Review of the business and future developments
A review of the development of the business together with an indication of future developments is included in the Chairman’s Statement 
and the Strategic Report set out on pages 25 to 29.
The audited financial statements for the year ended 31 March 2024 are set out on pages 63 to 106. The directors do not recommend the 
payment of a dividend for the year.
Research and development
The group undertakes research and development into software solutions for media preparation and processing.  The aim of the software 
developed is to improve efficiencies, therefore reducing time and costs of producing physical and digital products.
Political contributions
During the year the group made no political donations. (2023: nil)
Going concern
The financial statements have been prepared on a going concern basis which the Directors consider to be appropriate for the following 
reasons.
The events of the actors and writers strike that had such a negative impact on the financial results for FY24 were a once in a generation 
disruption to the market. Once these disputes were resolved in November 2023, with a three year agreement secured, and with demand 
already picking up, coupled with the long-term growth in the need for content for streaming platforms the future remains positive for 
ZOO.
The Directors have reviewed the Group’s forecasts up until 31 August 2025, taking account of recovery and reasonably possible changes 
in trading performance, together with the planned capital investment over that same period. The Group is expected to have a sufficient 
level of financial resources available through operating cash flows for the period to 31 August 2025 (“the going concern period”). 
For the purpose of assessing the appropriateness of the preparation of the Group’s accounts on a going concern basis, the directors have 
produced a financial model which includes a profit and loss account, balance sheet and cash flow forecast for the group for the period 
to 31 August 2025. The forecasts consider the current cash position, the availability of banking facilities and an assessment of the principal 
areas of risk and uncertainty. In addition, this is based on firm orders for quarter one, a schedule of project deliverables to October 
2024 and expected run-rate orders for the remainder of the forecast period. This forecast shows that in Q1 FY25 the business returns to 
EBITDA profitability and thereafter remains in a position of profit for the full forecast period. The cash position stabilises at the end of Q1 
FY25 with approximate cash of $2 million and improves from that point onwards. In line with industry practice in this sector the directors 
have had informal indications from major and smaller clients to substantiate a significant proportion of the forecast sales.
The directors have also conducted a stress test exercise which involved reducing the sales forecast by 25% in the period from 1 October 
2024 to 31 August 2025 without a significant reduction in the cost base and this results in cash being exhausted in July 2025. If revenues 
in Q3 FY25 were to track the stress test model the directors would take corrective action to reduce the Group’s cost base to ensure 
the business did not exhaust all cash reserves. To mitigate the Board would instigate a round of redundancies to align the cost base with 
future projected revenues. 
The group has a facility with HSBC Bank which provides invoice financing of up to $3.0 million against US clients invoices raised by ZOO 
Digital Production LLC. This facility is reviewed on an annual basis in August of each year. In the UK there is an overdraft facility with a limit 
of £250,000 ($345,000) in place with HSBC. The reverse stress test scenario does not include the use of any banking facilities.
The directors believe the assumptions used in preparing the trading and cash flows forecasts to be realistic and that the reverse stress 
test is implausible. Consequently, the group will continue in operational existence for the foreseeable future, and the financial statements 
have therefore been prepared on a going concern basis.

Annual Report 2024
ZOO Digital Group plc
Directors
The directors who served during the year were as follows:
Gillian Wilmot	
Non-Executive Chairman 
Dr Stuart A Green	
Chief Executive Officer
Phillip Blundell	
Chief Finance Officer
Gordon Doran	
Chief Commercial Officer
Mickey Kalifa 	
Non-Executive Director
Nathalie Schwarz	
Non-Executive Director
Details of the interests in the shares of the company at the beginning or subsequent date of appointment and end of the financial year of 
those directors who held office at 31 March 2024 are disclosed in the Directors’ Remuneration report.  In accordance with the company’s 
Articles of Association, Phillip Blundell and Gillian Wilmot retire by rotation at the next Annual General Meeting and, being eligible, offer 
themselves for re-election.
Directors’ indemnities
The group has granted an indemnity to one or more of its directors against liability in respect of any proceedings brought by third 
parties, subject to the conditions set out in the Companies Act 2006. The company has purchased and maintains directors’ and officers’ 
insurance cover against certain legal liabilities and costs for claims in connection with any act or omission by such director in the 
execution of their duties.
Financial risk management
The financial risk management is included in the Strategic Report and in note 30.
Streamlined Energy and Carbon Reporting (SECR)
ZOO’s mandatory reporting of greenhouse emissions is pursuant to the Companies Act 2006 (Strategic report and Directors’ report) . 
ZOO’s reporting year is the same as its financial year 31 March to align with our fiscal year and financial reporting year. 
ZOO has only recently passed the test for reporting emissions data and is still refining the measures and data collection to comply 
with the legal requirements. We are only to report on an operational basis which is emissions ZOO is directly responsible for. This was 
calculated using data provided by our energy providers in both the UK and USA.
Our Group greenhouse electricity and gas emissions for the year ended 31 March 2024 and the year ended 31 March 2023 is summarised 
below.
SECR Metrics
2024
2023
Kwh
tco2
Kwh
tco2
Scope 1 natural gas
0
0
Scope 2 electricity
625,434
128
617,960
118
Scope3 car mileage
n/a
n/a
Total
625,434
617,960
118
Substantial shareholdings
At 31 July 2024, the company had been notified, in accordance with sections 791 to 825 of the Companies Act 2006, of the following 
interests in the ordinary share capital of the company:
Name of holder
Percentage held
Number
Dr S A Green*
12.01%
11,755,472
Herald Investment Trust plc
9.89%
9,681,978
Stonehage Fleming IM Limited LLC
6.03%
5,906,739
Canaccord Genuity Group Inc.
5.36%
5,248,258
Liontrust AM
4.14%
4,066,659
Premier Miton Investors
3.37%
3,295,583
*Shareholdings of directors include any interests of a “connected person”.

Page 49
Directors’ responsibilities statement
The directors are responsible for preparing the Annual Report, the Directors’ remuneration report, and the financial statements in 
accordance with applicable law and regulations. 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have to prepare 
the financial statements in accordance with UK-adopted international accounting standards.  Under company law the directors must not 
approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs and profit or loss of the 
company and group for that period. 
	•
In preparing these financial statements the directors are required to:
	•
select suitable accounting policies and then apply them consistently;
	•
make judgements and accounting estimates that are reasonable and prudent;
	•
state whether applicable UK-adopted international accounting standards have been followed, subject to any material departures 
disclosed and explained in the financial statements;
	•
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company and the group will 
continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s 
transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that 
the financial statements and Directors’ Remuneration report comply with the Companies Act 2006. They are also responsible for 
safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud 
and other irregularities.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company’s 
website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from 
legislation in other jurisdictions.
Disclosure of information to auditor
The directors confirm that:
so far as each director is aware, there is no relevant audit information of which the company’s auditor is unaware, and
the directors have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit 
information and to establish that the company’s auditor is aware of that information.
Auditor
Grant Thornton UK LLP have expressed their willingness to continue in office. In accordance with Section 489 (4) of the Companies Act 
2006 a resolution to reappoint Grant Thornton UK LLP will be proposed at the Annual General Meeting.
The Directors Report was approved by order of the Board
Signed 19th August 2024
Phillip Blundell
Director and Secretary

Annual Report 2024
ZOO Digital Group plc
REMUNERATION COMMITTEE REPORT
I am pleased to present the remuneration committee report for FY2024, which sets out the remuneration earned and paid to Directors in 
the year ended 31 March 2024. 
As an AIM listed company, ZOO Digital Group plc is not required to comply with the remuneration reporting requirements applicable to 
fully listed companies in the UK. However, the Committee has taken a number of these regulations into account in the preparation of this 
report for the year as a matter of best practice.
The work carried out by the Remuneration Committee during the year included the following:
	•
A review of the performance of the Executive Directors
	•
A formal review of the scale and structure of their remuneration, 
	•
Reviewing the basis of their service agreements and, 
	•
Reviewing incentive plans and other employment related benefits with due regard to the interests of the shareholders 
The Annual report on remuneration, detailed on pages 51 to 53 provides details of the amounts earned in respect of the year ended 31 
March 2024 and how Directors’ Remuneration Policy has operated and will be subject to an advisory shareholder vote at the 2024 AGM.
Review of the year ended 31 March 2024
As described earlier in the annual report, the Company missed its financial goals for the year. As a result of this performance the 
Executive Directors will not receive a bonus. 
No share options held by the Executive Directors vested in the period, nor were there share option grants in the year. 
Outlook for FY2025 
The Committee remains committed to a fair and responsible approach to executive pay whilst ensuring it remains in line with best 
practice and appropriately incentivises Executive Directors over the longer term to deliver the Group’s strategy. In respect of the 
Remuneration policy for FY 2025:
	•
The committee determined it was appropriate to not increase the base salaries of the 3 Executive Directors to reflect the slow 
recovery of the business.
	•
With regard to the annual cash bonus provision, the committee felt it appropriate to leave the on-target earnings percentage at an 
average of 54% of base salary. This mirrors similar schemes at comparable companies. Any such bonus will reflect the slow recovery 
of the business.
	•
The committee determined that it was not appropriate to grant further long-term incentives at this stage. The committee agreed to 
review the broader remuneration policy and to make recommendations in due course.
On behalf of the Board
Chairman of the Remuneration Committee

Page 51
DIRECTORS’ REMUNERATION REPORT
Directors’ remuneration report
The directors’ remuneration report is presented as a voluntary disclosure in order to aid the understanding of the financial statements.
The Remuneration Committee
During the year ended 31 March 2024 the Remuneration Committee consisted of all non-executive directors, and was chaired by Nathalie 
Schwarz.  
The Remuneration Committee is responsible for determining the executive directors’ remuneration packages, including bonuses, share 
options and other incentive schemes.
Executive directors
The committee aims to ensure compensation is fair and reasonable and that it motivates the executive directors in both the short and 
long-term.
The remuneration packages include:
Basic salary
Defined contribution to personal pension plans
Private medical insurance
Discretionary bonus
Share options
Non-executive directors
Gillian Wilmot, Mickey Kalifa and Nathalie Schwarz are paid as employees for their board services.
Directors’ remuneration
Directors’ remuneration for the year to 31 March 2024 is:
Salary
Bonus*
Benefits
Sub total
Pension
2024 Total
2023 Total
 
$000
$000
$000
$000
$000
$000
$000
Dr Stuart A Green
330
-
-
330
8
338
591
Gordon Doran
413
-
30
443
-
443
781
Phillip Blundell
253
-
-
253
-
253
381
Gillian Wilmot
82
-
-
82
-
82
71
Mickey Kalifa 
49
-
-
49
1
50
47
Nathalie Schwarz
49
-
-
49
1
50
47
1,176
-
30
 1,206
10
1,216
1,918
* No bonus was payable to executive directors in respect of the year ended 31 March 2024. The balance of the payment of the bonus for 
the year ended 31 March 2023 is subject to the approval of the remuneration committee.
Of the above, the following directors were remunerated in pound sterling for the year to 31 March 2024. The pound sterling amounts are 
shown below:

Annual Report 2024
ZOO Digital Group plc
Salary
Bonus
Sub total
Pension
2024 Total
2023 Total
 
£000
£000
£000
£000
£000
£000
Dr Stuart A Green
264
-
264
6
        270
485
Phillip Blundell
202
-
202
-
202
313
Gillian Wilmot
67
-
67
-
67
66
Mickey Kalifa 
39
-
39
1
          40
39
Nathalie Schwarz
39
-
39
1
40
          39
 
611
-
611
8
619
942
Gordon Doran is remunerated in US dollars.
Three directors (2023: three) serving during the year have been members of money purchase pension schemes into which the company 
contributes.
The highest paid director received emoluments and benefits as follows:
2024
2023
$000
$000
Emoluments
443
781
The highest paid director did not exercise any share options. 
Directors’ share options
Aggregate emoluments disclosed above do not include any amounts for the value of options to acquire ordinary shares in the company 
granted to or held by the directors.  Details of the options are as follows:
Name of di­
rector
1 April 2023
Granted 
during the 
year
Exercised 
during the 
year
Surrendered 
during the 
year
31 March 
2024
Exercise 
price ($)
Exercise 
price (£)
Date from 
which ex­
ercise-able
Expiry 
date
Stuart A Green
175,000
-
-
-
175,000
$0.20
15.25p*
Sep-17
Aug-27
Gordon Doran
250,000
-
-
-
250,000
$0.23
15.00p
Jan-16
Jan-25
Gordon Doran
1,500,000
-
-
              - 
1,500,000
$0.20
15.25p*
Sep-17
Aug-27
Gordon Doran
1,000,000
-
-
            - 
1,000,000
$0.20
15.25p**
Aug-18
Aug-27
Mickey Kalifa
30,000
-
-
-
30,000
$0.49
37.50p
Oct-18
Oct-27
Phillip Blundell
150,000
-
-
-
150,000
$0.80
63.00p
Jun-20
Jun-29
Gillian Wilmot
50,000
-
-
-
50,000
$0.80
63.00p
Jun-20
Jun-29
Gordon Doran
110,000
-
-
-
110,000
$0.89
72.5p***
May-21
May-30
Phillip Blundell
400,000
-
-
-
400,000
$0.89
72.5p***
May-21
May-30
Gordon Doran
150,000
-
-
-
150,000
$1.76
1.30****
Jan-23
Jan-32
Phillip Blundell
150,000
-
-
-
150,000
$1.76
1.30****
Jan-23
Jan-32
 
3,965,000
-
-
-
3,965,000
 
 
 
* The 2017 issue of share options has a vesting condition that the company’s share price must be £0.20 or higher for 3 months 
immediately prior to exercise.
** The 1,000,000 share options issued to Gordon Doran in 2017 have a vesting condition relating to the profitability of the group which 
was achieved in 2022.
*** The share options granted in May 2021 have a vesting condition relating to the profitability of the group and were achieved in 2023.
**** The share options granted January 2023 have a vesting condition relating to the profitability of the group. This has been judged to 
be unattainable and these share options will lapse in April 2025.
The exercise of share options granted prior to 31 March 2020 is staggered over the exercise period with typically 40% exercisable 
after the first year and a further 30% in each of the next two years.
The charge to profit or loss in respect of directors’ share options amounted to ($42,000) (2023: $105,000).
The market price of the ordinary shares at 31 March 2024 was 45 cents (35.4p) and the range during the year was 247 cents (197.5p) 
(high) to 27 cents (21.75p) (low).

Page 53
Service contracts
The service contracts and letters of appointment of the directors include the terms in the table below. 
All the directors are on rolling director appointments and offer themselves for re-election by rotation in accordance with the company’s 
Articles of Association.
Upon termination of their service agreement, executive directors are entitled to salary equivalent to their notice period.
Name of director
Date of appointment
Notice period
Executive directors
Dr Stuart A Green
28 January 2000
12 months
Phillip Blundell
8 August 2018
  6 months
Gordon Doran
28 July 2009
12 months
Non-executive directors
Gillian Wilmot
1 July 2019
3 months
Mickey Kalifa
5 October 2017
3 months
Nathalie Schwarz
13 January 2022
3 months
Directors’ interests
The directors who held office at 31 March 2024 had the following interests, including any interests of a “connected person”, in the 1p 
ordinary shares of ZOO Digital Group plc:
2024
2023
Name of director
 
Beneficial
Beneficial
Gillian Wilmot
194,422
31,517
Dr Stuart A Green
11,755,472
11,458,972
Phillip Blundell
80,000
80,000
Gordon Doran
156,033
156,033
Mickey Kalifa
50,000
50,000
Shares are held on behalf of two of the directors in the long-term incentive plan.
No other transactions have taken place with directors.
No changes (other than noted above) took place in the interests of directors between 31 March 2024 and 20 August 2024.

Annual Report 2024
ZOO Digital Group plc
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF ZOO 
DIGITAL GROUP PLC
Opinion
Our opinion on the financial statements is unmodified
‘We have audited the financial statements of Zoo Digital Group plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the 
year ended 31 March 2024, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated and Company 
Statement of Financial Position,  the Consolidated and Company Statement of Changes in Equity, the Consolidated Statement of 
Cash Flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting 
framework that has been applied in the preparation of the group financial statements is applicable law and UK-adopted international 
accounting standards. The financial reporting framework that has been applied in the preparation of the parent company financial 
statements is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 “Reduced 
Disclosure Framework” (United Kingdom Generally Accepted Accounting Policies).’
In our opinion:
	•
the financial statements give a true and fair view of the state of the group’s and of the parent company’s affairs as at 31 March 
2024 and of the group’s loss for the year then ended;
	•
the group financial statements have been properly prepared in accordance with UK-adopted international accounting 
standards;
	•
the parent company financial statements have been properly prepared in accordance with United Kingdom Generally 
Accepted Accounting Practice; and
	•
the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities 
under those standards are further described in the ‘Auditor’s responsibilities for the audit of the financial statements’ section of our 
report. We are independent of the group and the parent company in accordance with the ethical requirements that are relevant to our 
audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed entities, and we have fulfilled our 
other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient 
and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
We are responsible for concluding on the appropriateness of the directors’ use of the going concern basis of accounting and, based on 
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the 
group’s and the parent company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required 
to draw attention in our report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the 
auditor’s opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or 
conditions may cause the group or the parent company to cease to continue as a going concern.
A description of our evaluation of management’s assessment of the ability to continue to adopt the going concern basis of accounting, 
and the key observations arising with respect to that evaluation is included in the key audit matters section of our report. 
In auditing the financial statements, we have concluded that the Directors’ use of the going concern basis of accounting in the 
preparation of the financial statements is appropriate. 
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually 
or collectively, may cast significant doubt on the Group’s and the parent Company’s ability to continue as a going concern for a period of 
at least twelve months from when the financial statements are authorised for issue. 
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this 
report.
Our approach to the audit

Page 55
Materiality
Key audit
matters
Scoping
Overview of our audit approach
Overall materiality: 
Group: $500,000, which represents 1.25% of the group’s revenue.
Parent company: $275,000, which represents 1% of the parent company’s total assets, 
parent company component materiality has been capped at an amount less than 
group materiality for group audit purposes.
Key audit matters were identified as: 
	•
Improper revenue recognition (same as previous year) 
	•
Going Concern (new this year)
	•
Impairment of goodwill and intangible assets (new this year)
	•
Carrying value of investments - Parent Company only (new this year)
Our auditor’s report for the year ended 31 March 2023 did not include going concern as 
a key audit matter due to the profitability achieved in the prior year and the forecasted 
headroom throughout the prior year going concern assessment period. 
Scoping was determined to ensure appropriate coverage of the significant risks as well 
as coverage of the key results in the financial statements.
An audit of the financial information of three components were performed using 
component materiality being UK and US components. A combination of full scope 
audits (audits of the financial information of the component using component 
materiality) and analytical procedures at Group level were performed on the other 
components.
95% of the Group’s revenue, 95% of the Group’s loss before tax and 92% of the 
Group’s total assets balance were subject to full-scope audit procedures.
All audit work was performed by the Group engagement team.
Key audit matters
Key audit matters are those matters that, in our professional 
judgement, were of most significance in our audit of the financial 
statements of the current period and include the most significant 
assessed risks of material misstatement (whether or not due to 
fraud) that we identified. These matters included those that had 
the greatest effect on: the overall audit strategy; the allocation of 
resources in the audit; and directing the efforts of the engagement 
team. These matters were addressed in the context of our audit 
of the financial statements as a whole, and in forming our opinion 
thereon, and we do not provide a separate opinion on these 
matters. 
KAM
Description
Disclosures
Audit response
Our results
In the graph below, we have presented the key audit matters and significant risks  relevant to the audit. This is not a complete list of all 
risks identified by our audit .
  
Key audit matter
 
Significant risk
Extent of management judgment
 
 
 
 
 
 
 
High 
Low
Potential 
financial 
statement 
impact
High
Low
Going 
concern
Impairment of goodwill 
and intangible assets
Improper revenue recognition
Management 
Aquisition
accounting
Carrying value of
investments (parent
company only)
override of controls

Annual Report 2024
ZOO Digital Group plc
Key Audit Matter – Group and Parent Company
How our scope addressed the matter – Group and Parent 
Company
Going Concern
We have identified the appropriateness of the use of the going 
concern assumption as one of the most significant assessed risks 
of material misstatement due to error, as a result of the judgement 
required to conclude whether there is a material uncertainty 
related to going concern. 
Significant judgement is applied in developing cashflow forecasts 
including relevant assumptions regarding macro-economic 
uncertainties such as inflationary pressures which may impact the 
Group’s ability to pass on cost inflation to customers. 
The directors have concluded, based on the various scenarios 
developed, that the Group and the parent Company have 
sufficient resources available to meet their liabilities as they fall 
due and have concluded that there are no material uncertainties 
that may cast significant doubt over the Group’s and the parent 
Company’s ability to continue as a going concern. The financial 
statements are prepared on a going concern basis; however, we 
note both internal and external factors heighten the going concern 
risk for the Group. ​
The group has a facility with HSBC Bank which provides invoice 
financing of up to $3.0 million against US clients invoices raised by 
ZOO Digital Production LLC. This facility is reviewed on an annual 
basis in August of each year. In the UK there is an overdraft facility 
with a limit of £250,000 ($345,000) in place with HSBC.
Externally, demand from Zoo’s major customer has been lower 
than historically. Current levels of inflation and interest rates are 
also impacting the Group resulting in higher costs than budgeted 
or experienced in previous years.​
As such we have determined that Going Concern represents a 
significant risk for the Group.
In responding to the key audit matter, we performed the following 
audit procedures:
	•
Understanding and assessing the business processes and the 
design and implementation of relevant controls associated 
with the going concern assessment of the Group;​
	•
Obtaining management’s going concern assessment, including 
management’s base case and reverse stress test covering the 
period to at least 31 August 2025, and assessing their integrity 
and suitability as a basis for management to assess going 
concern;​
	•
Corroborating the mathematical accuracy of management’s 
forecasts;​
	•
Evaluating the key assumptions within the cashflow forecasts, 
including the quantum and timing of cash outflows and 
inflows and determine whether these have been applied 
appropriately. We will also consider whether the assumptions 
are consistent with our understanding of the business, and 
with the expected wider uncertainties;​
	•
Assessing whether the forecasts used for going concern 
are consistent with those used in other areas of the audit, 
including the impairment review;​
	•
Assessing the accuracy of management’s past forecasting by 
comparing management’s forecasts for at least the last two 
financial periods to the actual results for those periods and 
considering the impact on the cashflow forecast;​
	•
Corroborating the existence of the group’s loan facilities and 
related covenant requirements for the period covered by 
management’s forecasts and testing the covenant compliance 
in the going concern period;​
	•
Comparing post year-end results achieved to those 
forecasted to determine if the business is trading in line with 
forecast; ​
	•
Evaluating management’s stress testing and sensitivity 
analysis to ensure that this appropriately considers the 
current and potential future impact of wider cost inflations 
and other external economic factors on the Group’s financial 
performance; and​
	•
Assessing the adequacy of the going concern disclosures 
included within the Annual Report and Financial Statements.
	•
Relevant disclosures in the Annual Report 
The Group’s accounting policies on the going concern 
assumption are shown in note 2, Summary of significant 
accounting policies.
Key observations
	•
We have concluded that there is not a material uncertainty 
with regards to going concern and that management’s 
assessment of going concern basis is appropriate.​
	•
The going concern disclosure included within the financial 
statements is sufficient and appropriate. 
Key Audit Matter – Group
How our scope addressed the matter – Group

Page 57
Impairment of goodwill and intangible assets
We identified valuation of intangible assets, including goodwill as 
one of the most significant risks of material misstatement due to 
error. The carrying value of goodwill and other intangible assets at 
31 March 2024 was $15,145k after an impairment charge of $0.
There is an increased risk that the goodwill and intangible assets 
held by the Group is impaired as per International Accounting 
Standard (‘IAS’) 36 ‘Impairment of Assets’. 
This is due to the high level of estimation uncertainty in 
management’s assessment of future performance and in 
determining appropriate operating cash flows, long-term growth 
rates and discount rate to apply in calculating the ‘value in use’ of 
each CGU. 
We identified this as a significant risk due to a material carrying 
value and significant levels of growth. 
In responding to the key audit matter, we performed the following 
audit procedures:
	•
Updating our understanding of systems and controls in place 
around the impairment of goodwill and the domain name and 
evaluating the design effectiveness of these;​
	•
Assessing and challenging management’s impairment review, 
ensuring appropriate costs are included or excluded, that 
cashflows included in the model are appropriate when taking 
into consideration global macro factors such as the impact of 
inflation, and that the methodology used is in accordance with 
the requirements of IAS 36; ​
	•
Challenging the implied growth rates included in the model 
by comparing the actual results to historical forecasting, 
evidencing accuracy;​
	•
Assessing whether the WACC (weighted average cost of 
capital) used by management is appropriate and engaged an 
auditor’s experts to review the discount rate calculation;​
	•
Assess whether the forecasts used for the impairment review 
are consistent with those used in other areas of the audit, 
including going concern;​
	•
Performing sensitivity analysis on management’s impairment 
model to understand the sensitivity of the model to 
reasonably possible changes in key assumptions; ​
	•
Obtaining management’s CGU assessment prepared by their 
expert and challenging the identification and treatment of 
CGUs in line with IAS 36;​
	•
Challenging management’s allocation of assets to CGUs, 
including corporate assets, and assessing reasonableness; and​
	•
Assessing whether the disclosure included are appropriate 
and the accounting policy is in line with IAS 36.   
	•
Relevant disclosures in the Annual Report 
The Group’s accounting policy on goodwill and other 
intangibles is shown in note 2.5, Intangible assets.
Key Observations
Based on our audit work, we did not identify any material 
misstatements in the valuation of goodwill and intangible assets as 
at 31 March 2024.

Annual Report 2024
ZOO Digital Group plc
Key Audit Matter – Group
How our scope addressed the matter – Group
Improper revenue recognition
We identified improper revenue recognition as one of the 
most significant assessed risks of material misstatement due 
to fraud.
Revenue is the most significant item in the consolidated 
statement of comprehensive income ($40.6 million) and 
impacts a number of key performance indicators, and key 
strategic decisions set out in the annual report.
Licence and service revenue is recognised throughout 
the Group as the fair value of consideration receivable in 
respect of the performance of contracts and the provision 
of services and is reported under International Financial 
Reporting Standard (IFRS) 15 ‘Revenue from Contracts 
with Customers’. Revenue is recognised using the “output 
method” through assessing the progress towards satisfying 
the performance obligation. There is judgement in 
determining this for open projects at year-end.
There is a significant risk that management may record 
revenue fictitiously, so we have pinpointed the significant 
risk to the outliers identified from revenue audit data 
analytics.
 
In responding to the key audit matter, we performed the following audit 
procedures:
	•
Evaluating the revenue recognition accounting policies for 
consistency with IFRS 15;
	•
Gaining an understanding of the processes and relevant controls 
and assessing the design and implementation effectiveness of key 
controls in the revenue recognition process;
	•
Utilising data analytic techniques to identify unusual postings to 
revenue by interrogating the revenue population, including analysing 
revenue postings from inception to cash receipt, to identify 
unexpected ledger postings, including manual entries, which we 
then agreed to supporting documentation. We tested the operating 
effectiveness of controls over the bank reconciliation process to 
support this testing; 
	•
Testing a sample of revenue transactions to supporting 
documentation to corroborate the occurrence and accuracy of 
revenue.
	•
Obtaining confirmation of key customers’ transactions to the 
external portal to verify the occurrence of revenue in the year;
	•
Obtaining and testing management’s revenue recognition 
calculations with reference to significant contracts to assess 
whether IFRS 15 has been appropriately applied;
	•
Testing licensing income by obtaining original contracts and 
recalculating the deferred income element, and release of revenue 
in the year;
	•
Performing sample testing on post-year end credit notes to 
determine whether credit notes were raised relating to the prior 
year, and thus determining if a returns provision was required; and
	•
Assessing transactions around the year end to confirm that these 
were recorded in the correct period.
Relevant disclosures in the Annual Report 
	•
Financial statements: Note 5, Revenue
	•
Financial statements: Note 4, Segmental Reporting 
Key observations
Based on our audit work, we did not identify any material misstatements 
in the occurrence of revenue. 
Key Audit Matter – Parent Company
How our scope addressed the matter – Parent Company
Carrying value of investments 
We identified the valuation of investments in subsidiaries 
for Zoo Digital Group plc as one of the most significant 
assessed risks of material misstatement due to error.
There is an increased risk that the valuation of investments 
in subsidiaries and associates are impaired per IAS 36 
because there are indicators of impairment based on the 
performance of  subsidiaries being below historical levels as 
well as a challenging economic environment. As a result, the 
directors are required to test the  investment balances for 
impairment.  
In responding to the key audit matter, we performed the following audit 
procedures:
	•
Assessed the integrity of the impairment models by testing the 
mechanical and mathematical accuracy; 
	•
Obtained and evaluated management’s assessment of whether 
there are indicators of impairment in the investments held to assess 
compliance with IAS 36; 
	•
Obtaining and challenging the impairment review performed by 
management, testing key inputs and performing an independent 
sensitivity analysis;​
	•
Challenging the assumptions and calculations incorporated in the 
impairment review;​
	•
Assessing the reasonableness of the discount rate calculated by 
management’s expert, including the use of our internal valuation 
experts; and​
	•
Assessing the disclosures prepared in the financial statements for 
appropriateness in accordance with IAS 36.​
Relevant disclosures in the Annual Report 
Parent company financial statements: Note 18 Investments
Key Observations
From our challenge of management regarding the cash flows and 
growth rates included in the impairment model resulted in a material 
change in the impairment charge recorded. Following the recording 
of the impairment charges, we did not identify any further material 
misstatement in the valuation of investments.

Page 59
Our application of materiality
We apply the concept of materiality both in planning and performing the audit, and in evaluating the effect of identified misstatements 
on the audit and of uncorrected misstatements, if any, on the financial statements and in forming the opinion in the auditor’s report.
Materiality was determined as follows:
Materiality measure
Group
Parent company
Materiality for financial 
statements as a whole
We define materiality as the magnitude of misstatement in the financial statements that, individually or in 
the aggregate, could reasonably be expected to influence the economic decisions of the users of these 
financial statements. We use materiality in determining the nature, timing and extent of our audit work.
Materiality threshold
$500,000 (2023: $677,000), which is 
approximately 1.25% of the Group’s 
revenue.  
$275,000 (2023: $398,000), which represents 1% of total assets, 
parent company component materiality has been capped at an 
amount less than group materiality for group audit purposes.
Significant judgements 
made by auditor in 
determining  materiality
In determining materiality, we made the 
following significant judgements:
	•
Revenue is a key performance 
indicator for the Group; 
	•
We determined a percentage of 
1.25% to be appropriate based on 
the parent company being listed 
on AIM and the stability of revenue 
compared to loss before tax (0.75% 
in previous year).
Materiality for the current year is lower 
than the level that we determined for 
the year ended 31 March 2023 to reflect 
the fall in the performance of the Group 
during the year, which has led to the 
Group’s financial position also weakening 
and the decrease in the Group’s revenue.
In determining materiality, we made the following significant 
judgements:
	•
Total assets is considered the most appropriate 
performance measure to the stakeholders of the parent 
company based on there being no trade through the parent 
company with the parent company acting as a holding 
company, and therefore balance sheet benchmarks are 
most relevant.
	•
The percentage of 1% was selected based on the risk 
profile of the company as a component within a listed 
entity Group.
Materiality for the current year is lower than the level that we 
determined for the year ended 31 March 2023 to reflect the fall 
in the Group’s financial performance and the decrease in the 
parent company’s total assets at the year end.
Performance 
materiality used to 
drive the extent of our 
testing
We set performance materiality at an amount less than materiality for the financial statements as a whole 
to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected 
misstatements exceeds materiality for the financial statements as a whole.
Performance materiality 
threshold
$350,000, which is 70% of financial 
statement materiality.
$192,500, which is 70% of financial statement materiality.
Significant judgements 
made by auditor 
in determining 
performance materiality
In determining performance materiality, 
we made the following significant 
judgements:
	•
The strength of the control 
environment based on our 
assessment of the design and 
implementation of controls; and
	•
The effect of misstatements 
identified in previous audits.   
In determining performance materiality, we made the following 
significant judgements:
	•
The strength of the control environment based on our 
assessment of the design and implementation of controls; 
and
	•
The effect of misstatements identified in previous audits. 
Specific materiality
We determine specific materiality for one or more particular classes of transactions, account balances or 
disclosures for which misstatements of lesser amounts than materiality for the financial statements as a 
whole could reasonably be expected to influence the economic decisions of users taken on the basis of 
the financial statements.
Specific materiality 
We determined a lower level of specific 
materiality for the following areas:
	•
Directors’ remuneration; and 
	•
Related party transactions outside of 
the normal course of business.
We determined a lower level of specific materiality for the 
following areas:
	•
Directors’ remuneration; and 
	•
Related party transactions outside of the normal course of 
business.
Communication of 
misstatements to the 
audit committee
We determine a threshold for reporting unadjusted differences to the audit committee.

Annual Report 2024
ZOO Digital Group plc
Materiality measure
Group
Parent company
Threshold for 
communication
$25,000 and misstatements below 
that threshold that, in our view, warrant 
reporting on qualitative grounds.
$13,750 and misstatements below that threshold that, in our 
view, warrant reporting on qualitative grounds.
The graph below illustrates how performance materiality interacts with our overall materiality and the threshold for communication to the 
audit committee.
Overall materiality - Group
Overall materiality - Parent
Revenue, £$40m
FSM $500k
Total Assets, $54m
FSM $275k
FSM $500k
PM $300k
TfC $125k
FSM $275k
PM $192.5k
TfC $13.5k
FSM: Financial statement materiality, PM: Performance materiality, TfC: Threshold for communication to the audit committee.
An overview of the scope of our audit
We performed a risk-based audit that requires an understanding of the group’s and the parent company’s business and in particular 
matters related to:
Understanding the group, its components, and their environments, including group-wide controls
	•
We obtained an understanding of the group and its environment, including group-wide controls, and assessed the risks of material 
misstatement at the group level; and
	•
We performed inquiries and observations on key areas of focus including revenue, going concern, impairment, employee 
remuneration and cash, to understand the controls.
Identifying significant components
	•
We evaluated the identified components to assess their significance and determined the planned audit response based on a 
measure of materiality. Significance was determined by reference to each component’s contribution to the Group’s total revenue, 
profit/(loss) before tax and total assets as well as considering qualitative factors, such as a component’s specific nature or 
circumstances.  

Page 61
Type of work to be performed on financial information of parent and other components (including how it addressed the key audit 
matters)
	•
We performed a full-scope audit of the financial information of three components, using component materiality. These procedures 
included a combination of tests of details and analytical procedures. Our procedures to address our key audit matter in respect of 
revenue recognition were performed at a component level.
	•
For the components that were not individually significant to the Group, we carried out analytical procedures.
Performance of our audit
	•
All audit procedures to support the Group audit opinion were performed by the Group engagement team.
	•
Our audit procedures were performed by a combination of remote and in person auditing. We attended the parent company’s 
primary location in Sheffield to perform audit procedures.
	•
We performed the full-scope audits and analytical procedures across the components in line with the scope described. 
Audit approach
No. of components 
% coverage total 
assets 
% coverage revenue
% coverage PBT/LBT
Full-scope audit
3 (2023: 3)
92 (2023: 92)
95 (2023: 95)
95 (2023: 90)
Analytical procedures
9 (2023: 7)
8 (2023: 8)
5 (2023: 5)
5 (2023: 10)
Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s 
report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the 
financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do 
not express any form of assurance conclusion thereon. 
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent 
with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify 
such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material 
misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material 
misstatement of this other information, we are required to report that fact. 
We have nothing to report in this regard.
	•
Our opinion on other matters prescribed by the Companies Act 2006 is unmodified
In our opinion, based on the work undertaken in the course of the audit:
	•
the information given in the strategic report and the directors’ report for the financial year for which the financial 
statements are prepared is consistent with the financial statements; and
	•
the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
Matter on which we are required to report under the Companies Act 2006
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of 
the audit, we have not identified material misstatements in the strategic report or the directors’ report. 
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, 
in our opinion:
	•
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received 
from branches not visited by us; or
	•
the parent company financial statements are not in agreement with the accounting records and returns; or
	•
certain disclosures of directors’ remuneration specified by law are not made; or
	•
we have not received all the information and explanations we require for our audit. 
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement [set out on page 33], the directors are responsible for the preparation 
of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors 
determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud 
or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company’s ability 
to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of 
accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic 
alternative but to do so.

Annual Report 2024
ZOO Digital Group plc
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material 
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a 
high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material 
misstatement when it exists. 
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be 
expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are 
capable of detecting irregularities, including fraud, is detailed below: 
	•
We obtained an understanding of the legal and regulatory frameworks that are applicable to the group and the parent company, 
and the industry in which they operate. We determined that the most significant are applicable law and UK-adopted international 
accounting standards (for the Group), United Kingdom Generally Accepted Accounting Practice (for the Parent Company) and 
relevant tax regulations. We obtained an understanding of the UK and US legal and regulatory framework applicable to the Group and 
the parent company by discussing relevant frameworks with group management and component management, and corroborated our 
inquiries through a review of board minutes and papers provided to the Audit Committee.
	•
We enquired of management whether there were any circumstances of non-compliance with laws and regulations or whether they 
had any knowledge of actual or suspected fraud. We corroborated the results of our enquiries to supporting documentation such as 
board minutes and papers provided to the Audit Committee. 
	•
To assess the potential risks of misstatement, we obtained an understanding of: 
	
—
the Group’s operations including the nature of its revenue sources, expected financial statement disclosures and business 
risks that may result in risk of material misstatement; and 
	
—
the Group’s control environment including the adequacy of procedures for authorisations and transactions.
	•
We assessed the susceptibility of the Group’s and the parent Company’s financial statements to material misstatement, including 
how fraud might occur, by evaluating management’s incentives and opportunities for manipulation of the financial statements. This 
included the evaluation of the risk of management override of controls. We determined that the principal risks were in relation to: 
	
—
Journal entries that were posted by senior finance personnel; 
	
—
Material transactions crediting expenditure on the statement of profit or loss; 
	
—
Material transactions crediting the statement of profit or loss in the final month; 
	
—
Material post-close journal entries;
	
—
Potential management bias in determining accounting estimates, especially in relation to their assessment of the valuation of 
goodwill and other intangible assets; and
	
—
Transactions with related parties.
	•
Audit procedures performed by the engagement team included:
	
—
evaluating the processes and controls established to address the risks related to irregularities and fraud; 
	
—
journal entry testing, in particular those journals determined to be in respect of our principal risks documented above; and
	
—
challenging assumptions and judgements made by management in its significant accounting estimates.
	•
These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. 
The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and 
detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may 
involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with 
laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it; 
	•
The engagement partner’s assessment of the appropriateness of the collective competence and capabilities of the engagement 
team included consideration of the engagement team’s:
	
—
understanding of, and practical experience with, audit engagements of a similar nature and complexity through appropriate 
training and participation;
	
—
knowledge of the industry in which the Group and the parent company operate; and
	
—
understanding of the legal and regulatory requirements specific to the Group and the parent company. 
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s 
website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
	•
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 
2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to 
state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume 
responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the 
opinions we have formed.
Victoria McLoughlin
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
Leeds
19 August 2024

Page 63
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 March 2024
2024
2023
 
Note
$000
$000
Revenue
5
40,629
90,260
Cost of sales
 
(35,172)
(56,327)
Gross Profit
5,457
33,933
Other income
6
256
8
Administrative expenses
8
(24,831)
(25,860)
Operating (loss)/profit
(19,118)
8,081
Analysed as:
EBITDA before share based payments
11
(13,578)
15,466
Share based payments
8
1,729
(1,650)
Depreciation and impairment
8
(4,998)
(3,973)
Amortisation
8
(2,271)
(1,762)
(19,118)
8,081
Share of (loss)/profit of associates and JVs
  18
(869)
146
Finance income
7
206
8
Exchange gain/(loss) on borrowings
7
(100)
247
Finance cost
7
(566)
(620)
Total finance costs
(460)
(365)
(Loss)/profit before taxation
(20,447)
7,862
Tax on (loss)/profit
12
(1,480)
370
(Loss)/profit for the year
 
(21,927)
8,232 
  Other comprehensive income
Currency translation differences
(153)
-
Total comprehensive (loss)/profit for the year
 
(22,080)
8,232
(Loss)/profit and total comprehensive (loss)/profit for the year is all attributable to the owners of the Parent Company
Profit/(loss) per share
14
 
 
 basic
 
(22.60) cents
9.30 cents 
 diluted
 
(22.60) cents
8.60 cents 
The notes on pages 69 to 106 are an integral part of these consolidated financial statements.

Annual Report 2024
ZOO Digital Group plc
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 31 March 2024
2024
2023
 
Note
$000
$000
ASSETS
Non-current assets
Intangible assets
17
15,115
10,341
Property, plant and equipment
15
11,189
14,736
Equity accounted investments
18
3,097
4,300
Deferred income tax assets
19
336
1,664
 
 
29,737
31,041
Current assets
Trade and other receivables
20
11,485
16,532
Contract assets
26
2,569
4,836
Cash and cash equivalents
21
5,315
11,839
 
 
19,369
33,207
Total assets
 
49,106
64,248
LIABILITIES
Current liabilities
Trade and other payables
25
(15,171)
(19,746)
Contract liabilities
26
(536)
(693)
Borrowings
24
(1,422)
(1,408)
 
 
(17,129)
(21,847)
Non-current liabilities
Borrowings
24
(4,326)
(6,968)
Other payables
25
-
(300)
(4,326)
(7,268)
Total liabilities
 
(21,455)
(29,115)
Net assets
 
27,651
35,133
EQUITY
Equity attributable to equity holders of the parent
Called up share capital
23
1,284
1,179
Share premium reserve
23
70,683
55,797
Foreign exchange translation reserve
23
(152)
(992)
Share option reserve
23
2,685
4,391
Capital redemption reserve
23
6,753
6,753
Interest in own shares
23
(63)
(49)
Other reserves
23
12,320
12,320
Merger reserve
23
1,326
-
Accumulated losses
23
(67,185)
(44,266)
Attributable to equity holders
 
27,651
35,133
The notes on pages 69 to 106 are an integral part of these consolidated financial statements.
The financial statements on pages 63 to 106 were approved and authorised for issue by the board of directors on 19 August 2024 and 
were signed on its behalf.
	
Stuart A Green	
	
	
	
Phillip Blundell
Chief Executive Officer	
	
	
Chief Finance Officer

Page 65
COMPANY STATEMENT OF FINANCIAL POSITION
as at 31 March 2024
2024
2023
Note
$000
$000
ASSETS
Non-current assets
Property, plant and equipment
15
1,646
4,342
Intangible assets
17
2,287
2,291
Investments in associated undertakings
18
3,072
4,198
Investment in subsidiary undertakings
18
7,963
13,449
Amounts due from subsidiary undertakings
20
49,928
38,546
 
 
64,896
62,826
Current assets
Trade and other receivables
20
519
665
Cash and cash equivalents
21
307
7
 
 
826
672
Current liabilities
Trade and other payables
25
(17,114)
(20,369)
Borrowings
24
(9,824)
(9,892)
 
 
(26,938)
(30,261)
Total assets less current liabilities
38,784
33,237
Non-current liabilities
Borrowings
24
(196)
(2,178)
Other payables
25
-
(300)
(196)
(2,478)
Net assets
 
38,588
30,759
EQUITY
Called up share capital
23
1,284
1,179
Share premium reserve
23
70,683
55,797
Foreign exchange translation reserve
23
(13)
(13)
Share option reserve
23
2,685
4,391
Capital redemption reserve
23
6,753
6,753
Interest in own shares
23
(4)
(4)
Other reserves
23
10,596
10,596
Merger reserve
23
1,326
-
Accumulated losses
23
(54,722)
(47,940)
Total equity
 
38,588
30,759
Company registration number: 03858881
The company has elected to take the exemption under section 408(2) of the Companies Act 2006 to not present the parent company 
Statement of Comprehensive Income.
The loss for the parent company for the year was $6,782,000 (2023: profit of $1,112,000).
The notes on pages 69 to 106 are an integral part of these consolidated financial statements.
The financial statements on pages 73 to 106 were approved and authorised for issue by the board of directors on 19 August 2024 and 
were signed on its behalf.
	
Stuart A Green	
	
	
	
Phillip Blundell
Chief Executive Officer	
	
	
Chief Finance Officer

Annual Report 2024
ZOO Digital Group plc
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2024
Ordinary 
shares
Share 
premium
reserve
Foreign 
exchange 
translation 
reserve
Converted 
loan note 
reserve
Share 
option 
reserve
Capital 
redemp­
tion 
reserve
Merger 
reserve
Other 
reserves
Accumulated 
losses
Interest 
in own 
shares
Total 
equity 
attributa­
ble to the 
owners 
of the 
Parent
 
$000
$000
$000
$000
$000
$000
$000
$000
$000
$000
$000
Balance at 1 
April 2022
1,174
55,665
(992)
5,471
2,619
6,753
-
12,320
(57,969)
(49)
24,992
Issue of Share 
Capital
5
-
-
-
-
-
-
-
-
-
5
Share options 
exercised
-
132
-
-
122
-
-
-
-
-
254
Share based 
payments
-
-
-
-
1,650
-
-
-
-
-
1,650
Transfer of 
converted loan 
note reserve
-
-
-
(5,471)
--
-
-
-
5,471
-
-
Transactions with 
owners
5
132
-
-
1,772
-
-
-
-
-
1,909
Profit for the year
-
-
-
-
-
-
-
-
8,232
-
8,232
Total 
comprehensive 
income for the 
year
-
-
-
-
-
-
-
-
8,232
-
8,232
Balance at 31 
March 2023 
1,179
55,797
(992)
-
4,391
6,753
-
12,320
(44,266)
(49)
35,133
Issue of Share 
Capital
105
15,604
-
-
-
-
1,326
-
-
-
17,035
Transaction 
costs incurred
-
(718)
-
-
-
-
-
-
-
-
(718)
Share options 
exercised
-
-
-
-
23
-
-
-
-
-
23
Share based 
payments
-
-
-
-
(1,729)
-
-
-
-
-
(1,729)
Purchase of own 
shares
-
-
-
-
-
-
-
-
-
(14)
(14)
Transactions with 
owners
105
14,886
-
-
(1,706)
-
1,326
-
-
(14)
14,597
Loss for the year
-
-
-
-
-
-
-
-
(21,927)
-
(21,927)
Foreign exchange 
loss on overseas 
subsidiary 
translation
-
-
(152)
-
-
-
-
-
-
(152)
Reclassification 
of historic 
foreign exchange 
reserve (note 
2.4.1)
-
-
992
-
-
-
-
(992)
-
-
Total 
comprehensive 
loss for the year
-
-
840
-
-
-
-
-
(22,919)
-
(22,079)
Balance at 31 
March 2024
1,284
70,683
(152)
-
2,685
6,753
1,326
12,320
(67,185)
(63)
27,651

Page 67
COMPANY STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2024 
Ordinary 
shares
Share 
premium 
reserve
Foreign 
exchange 
trans­
lation 
reserve
Convert­
ed loan 
note 
reserve
Share 
option 
reserve
Capital 
redemp­
tion 
reserve
Merger 
reserve
Other 
reserves
Accu­
mulated 
losses
Interest 
in own 
shares
Total
 
$000
$000
$000
$000
$000
$000
$000
$000
$000
$000
$000
Restated balance 
at 1 April 2022
1,174
55,665
(13)
5,471
2,619
6,753
-
10,596
(54,523)
(4)
27,738
Issue of share 
capital
5
-
-
-
-
-
-
-
-
-
5
Share options 
exercised
-
132
-
-
122
-
-
-
-
-
254
Share based 
payments
-
-
-
-
1,650
-
-
-
-
-
1,650
Transfer of 
converted loan note 
reserve
-
-
-
(5,471)
-
-
-
-
5,471
-
-
Transactions with 
owners
5
132
-
-
1,772
-
-
-
-
-
1,909
Profit for the year
-
-
-
-
-
-
-
-
1,112
-
1,112
Total 
comprehensive 
income for the year
-
-
-
-
-
-
-
-
1,112
-
1,112
Balance at 31 
March 2023
1,179
55,797
(13)
-
4,391
6,753
-
10,596
(47,940)
(4)
30,759
Issue of share 
capital
105
15,604
-
-
-
-
1,326
-
-
-
17,035
Transaction costs 
incurred
-
(718)
-
-
-
-
-
-
-
-
(718)
Share options 
exercised
-
-
-
-
23
-
-
-
-
-
23
Share based 
payments
-
-
-
-
(1,729)
-
-
-
-
-
(1,729)
Transactions with 
owners
105
14,886
-
-
(1,706)
-
1,326
-
-
-
14,611
Loss for the year
-
-
-
-
-
-
-
-
(6,782)
-
(6,782)
Total 
comprehensive 
income for the year
-
-
-
-
-
-
-
-
(6,782)
-
(6,782)
Balance at 31 
March 2024
1,284
70,683
(13)
-
2,685
6,753
1,326
10,596
(54,722)
(4)
38,588

Annual Report 2024
ZOO Digital Group plc
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 31 March 2024
2024
2023 
 
Note
$000
$000
Cash flows from operating activities
Operating (loss)/profit for the year
(19,118)
8,081
Other income
-
8
Depreciation and impairment
15
4,999
3,973
Amortisation and impairment
17
2,271
1,762
Share based payments
(1,729)
1,650
Disposal of property, plant and equipment
(256)
-
Changes in working capital:
Increases in trade and other receivables
7,704
5,251
Decrease in trade and other payables
(5,963)
(5,219)
Cash flow from operations
(12,092)
15,506
Tax received
 
152
196
Net cash (outflow)/inflow from operating activities
 
(11,940)
15,702
Investing activities
Purchase of intangible assets
17
(28)
(60)
Capitalised development costs
17
(2,714)
(2,163)
Purchase of investments
(1,262)
-
Business combinations (net of cash acquired)
32
(1,157)
-
Purchase of property, plant and equipment
15, 20
(2,180)
(4,706)
Sale of property, plant and equipment
(1)
-
Payment of deferred consideration
-
(1,300)
Finance income
206
-
Net cash outflow from investing activities
 
(7,136)
(8,229)
Cash flows from financing activities
Repayment of borrowings
(101)
(477)
Repayment of principal under lease liabilities
(1,435)
(748)
Finance cost
(832)
(630)
Share options exercised
23
254
Issue of share capital
15,702
5
Transaction costs for issue of share capital
(718)
-
Net cash inflow/(outflow) from financing
 
12,639
(1,596)
Net (decrease)/increase in cash and cash equivalents
 
(6,437)
5,877
Cash and cash equivalents at the beginning of the year
 
11,839
5,962
Exchange (loss)/gain on cash and cash equivalents
(87)
-
Cash and cash equivalents at the end of the year
21
5,315
11,839
The notes on pages 69 to 106 are an integral part of these consolidated financial statements.

Page 69
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2024
1.	
General information
ZOO Digital Group plc (‘the company’) and its subsidiaries (together ‘the group’) provide productivity tools and services for digital 
content authoring, video post-production and localisation for entertainment, publishing and packaging markets and continue with on-
going research and development in those areas. The group has operations in the UK, US, India, Italy, Germany and S. Korea.
The company is a public limited company which is listed on the AIM Market of the London Stock Exchange and is incorporated and 
domiciled in the UK. The address of the registered office is Floor 2 Castle House, Angel Street, Sheffield.
The registered number of the company is 03858881.
The consolidated financial statements are presented in US dollars, the currency of the primary economic environment in which the 
company operates (note 2.4.1). Monetary amounts in these financial statements are rounded to the nearest $000.
2.	 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have 
been applied consistently to all the years presented, unless otherwise stated.
2.1	 Basis of preparation and going concern
Group financial statements
These financial statements have been prepared in accordance with UK adopted international accounting standards and the 
requirements of the Companies Act 2006. 
The preparation of financial statements in accordance with UK adopted international accounting standards and the requirements 
of the Companies Act 2006 requires management to make judgements, estimates and assumptions that effect the application 
of policies and reported amounts in the financial statements. The areas involving a higher degree of judgement or complexity, or 
areas where assumptions or estimates are significant to the financial statements are disclosed in note 3.
Parent Company financial statements
The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure 
Framework (“FRS 101”) and in accordance with applicable accounting standards
The company has used a true and fair override in respect of the non-amortisation of goodwill.
	
—
As permitted by FRS 101, the Company has taken advantage of the following disclosure exemptions from the requirements of 
IFRS:
	
—
inclusion of an explicit and unreserved statement of compliance with IFRS; 
	
—
presentation of a statement of cash flows and related notes;
	
—
disclosure of the objectives, policies and processes for managing capital; 
	
—
disclosure of key management personnel compensation;
	
—
disclosure of the categories of financial instrument and the nature and extent of risks arising on these financial instruments;
	
—
the effect of financial instruments on the statement of comprehensive income;
	
—
comparative period reconciliations for the number of shares outstanding and the carrying amounts of property, plant and 
equipment, and intangible assets;
	
—
a reconciliation of the number and weighted average exercise prices of share options, how the fair value of share-based 
payments was determined and their effect on profit or loss and the financial position;
	
—
comparative narrative information;
	
—
for financial instruments measured at fair value and within the scope of IFRS 13, the valuation techniques and inputs used to 
measure fair value, the effect of fair value measurements with significant unobservable inputs on the result for the period and 
the impact of credit risk on the fair value; and
	
—
related party disclosures for transactions with the parent or wholly owned members of the Group.
The Company applies accounting policies, key judgements, and key estimates on a consistent basis as the Group, except for 
disclosure exemptions set out above. To the extent that an accounting policy is relevant to both Group and Parent Company financial 
statements, the Group accounting policy disclosed below provides details of the accounting policy insofar as this is relevant to the 
Company.
A separate Statement of Comprehensive Income for the parent company has not been presented as permitted by section 408 (2) of 
the Companies Act 2006.
Going concern
The directors have prepared trading and cash flow forecasts for the group for the period to 31 August 2025 which show a return to 
growth in profitability and cash generation.  In line with industry practice in this sector the directors have had informal indications 

Annual Report 2024
ZOO Digital Group plc
from major and smaller clients to substantiate a significant proportion of the forecast sales.  The directors have considered the 
consequences if the sales volume is less than the level forecast and they are confident that, in this eventuality, alternative steps could 
be taken to ensure that the group has access to sufficient funding to continue to operate. The group has a facility with HSBC Bank 
which provides invoice financing of up to $3m against US clients invoices raised by ZOO Digital Production LLC. This facility is in 
place until 31 August 2025. Further detail can be found in the Directors’ Report on page 47.
The directors believe the assumptions used in preparing the trading and cash flow forecasts to be realistic, and consequently that the 
group will continue in operational existence for the foreseeable future. The financial statements have therefore been prepared on a 
going concern basis.
2.1.1	
Standards and interpretations in issue at 31 March 2024 but not yet effective and have not yet been adopted early by 
the Group
At the date of authorisation of these financial statements, the following standards and interpretations, which have not 
yet been applied in these financial statements, were in issue but not yet effective (and in some cases had not yet been 
adopted by the UK Endorsement Board):
Standard/Interpretation
Effective Date
Amendments to IAS 21 to clarify lack of exchangeability
1 January 2025
Amendments to IFRS 9 and IFRS 7 for the classification and measurement of 
financial instruments
1 January 2026
IFRS 18 ‘Presentation and Disclosure in Financial Statements’
1 January 2027
Effective dates refer to periods commencing on or after this date. The Group’s reported financial results are not expected 
to be materially affected by any standard. However, the presentation and disclosure of its results are expected to be 
impacted by the adoption of IFRS S1 and IFRS 18 which are both predominantly disclosure-only standards. Given this 
impacts only disclosures, the Directors do not expect there to be an impact on the reported profits or net assets of the 
Group from adopting these standards. As these are disclosure-led standards, the Directors have not presented a list of 
impacts on the financial statements.
2.2	 Consolidation
Subsidiaries are all entities (including structured entities) over which the group has control. The group controls an entity when 
the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those 
returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is obtained until the 
date that control ceases.
The consolidated financial statements of ZOO Digital Group plc include the results of the company and its subsidiaries.  
Subsidiary accounting policies are amended where necessary to ensure consistency within the group and intra group transactions 
are eliminated on consolidation.
The Group applies the acquisition method when accounting for business combinations. The consideration transferred by the 
Group to obtain control of a subsidiary is calculated as the sum of the acquisition-date fair values of assets transferred, liabilities 
incurred and equity interests issued the Group, which includes the fair value of any asset or liability arising from a contingent 
consideration arrangement. Acquisition costs are expensed as incurred. 
Assets acquired and liabilities assumed are generally measured at their acquisition date fair values. However, such fair values 
and all associated accounting entries are subject to revision during a period not exceeding 12 months following the date of 
acquisition, insofar as the accounting for the business combination is incomplete by the end of the first reporting period date. As 
a result, ZOO Digital Group plc revises any provisional amounts retrospectively to reflect further evidence received in respect of 
acquisition date values. There have been no revisions in the current year.
2.3	 Segment reporting
Operating segments are reported in a manner consistent with the internal reporting regularly reviewed by the group’s chief 
operating decision maker (chief executive) to make decisions about resource allocation to the segments and to assess their 
performance. The segments are described further in note 4.
2.4	 Foreign currency translation
2.4.1	 Functional and presentation currency
Items included in the financial statements of each of the group’s entities are measured using the currency of the primary 
economic environment in which the entity operates (‘the functional currency’). The consolidated financial statements are 
presented in US dollars which is the parent company and Group’s functional and presentation currency. The functional 
currency of the company’s primary operating subsidiaries is US dollars, therefore the majority of transactions between the 
company and its subsidiaries and the company’s revenue and receivables are denominated in US dollars.
The US dollar/pound sterling exchange rate at 31 March 2024 was 0.794 (2023: 0.813).
In 2009 the Group changed its functional currency from Pound Sterling to US Dollars, creating a translation reserve at this 
date. Following a review of the reserve at that date, the Directors have determined that the continued existence of this 
does not support the clarity of the financial statements, and that the reserve is better utilised in the ongoing translation of 
new foreign subsidiaries that do not have the US Dollar as functional currency. Accordingly, in the current year the brought 
forward element of the reserve has been reclassified in its entirety to retained earnings.

Page 71
2.4.2	 Transactions and balances
Transactions in foreign currencies are recorded at the prevailing rate of exchange in the month of the transaction. Foreign 
exchange gains or losses resulting from the settlement of such transactions and from the translation of monetary assets and 
liabilities denominated in foreign currencies at the year end exchange rates are recognised in the profit/(loss) for the year in 
the Consolidated Statement of Comprehensive Income.
2.4.3	  Group companies
The results and financial position of all group entities that have a functional currency different from the presentation 
currency are translated into the presentation currency as follows:
	
—
 assets and liabilities for each entity are translated at the closing rate at the year end date;
	
—
income and expenses for each Statement of Comprehensive Income are translated at the prevailing monthly 
exchange rate for the month in which the income or expense arose.
2.5	 Intangible assets
2.5.1	 Goodwill
Goodwill arising on the acquisition of subsidiary undertakings and businesses, representing any excess of the fair value 
of the consideration given over the fair value of the identifiable assets and liabilities acquired, is capitalised and reviewed 
annually for impairment. Goodwill is carried at cost less accumulated impairment losses. Impairment losses on goodwill are 
not reversed.
Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-
generating units that are expected to benefit from the business combination in which the goodwill arose.
In the parent, company law requires goodwill to be written off over a finite period. Non-amortisation, in accordance 
with International Financial Reporting Standards, is a departure from the requirements of company law for the overriding 
purpose of giving a true and fair view. If this departure from company law had not been made, the profit for the financial 
year would have reduced by amortisation of goodwill. However, the amount of amortisation cannot reasonably be 
quantified other than by reference to an arbitrary assumed period for amortisation.
2.5.2	 Patent and trademark costs
Patent and trademark costs are stated at cost, net of amortisation and any provision for impairment. Patents and 
trademarks have a finite useful life and amortisation is charged to profit or loss on a straight line basis over the estimated 
useful economic life which is assessed to be 10 years.
2.5.3	 Research and Development costs
Research expenditure is charged to profit or loss in the period in which it is incurred.  Development costs are recognised as 
an intangible asset if they fulfil the following criteria:
	
—
it is technically feasible to complete the intangible asset so that it will be available for use;
	
—
management intends to complete the intangible asset and use or sell it;
	
—
there is an ability to use or sell the intangible asset;
	
—
it can be demonstrated how the intangible asset will generate probable future economic benefits;
	
—
there are adequate technical, financial and other resources to complete the development and to use or sell the 
intangible asset;
	
—
the expenditure attributable to the intangible asset during its development can be reliably measured.
Other development expenditures that do not meet these criteria are recognised as an expense in profit or loss as incurred. 
Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.
Development costs recognised as an intangible asset are amortised on a straight line basis over the estimated useful life of 
three years or the length of any current sales contracts, from the point at which the asset is ready for sale or use.
2.5.4	 Computer software
Acquired computer software is shown at cost less accumulated amortisation and impairment losses. Amortisation is 
charged to profit or loss on a straight-line basis over its estimated useful life of three years from the date the asset is 
available for use.
Costs that are directly associated with the development of identifiable and unique software products controlled by the 
group, and are expected to generate economic benefits exceeding costs beyond one year, are recognised as development 
costs within intangible assets. See note 2.5.3 Research and Development costs.
2.6	 Investments in subsidiary undertakings
In the company, investments in subsidiary undertakings are carried at cost less any impairment. The investments are reviewed on 
an annual basis for any indication of impairment. The investments are eliminated on consolidation.
2.6.1	 Joint ventures and associates 
Joint ventures are all entities in which the Group has shared control with another entity, established by contractual 
agreement. Associates are all entities over which the Group has significant influence but not control, generally 
accompanied by a share of between 20% and 50% of the voting rights. Joint ventures and associates are accounted for 
using the equity method of accounting and are initially recognised at cost. The Group’s share of the profits or losses is 
recognised in the Consolidated Statement of Comprehensive Income. If the share of losses equals its investment, the 
Group does not recognise further losses, except to the extent that there are amounts receivable that are long-term and 

Annual Report 2024
ZOO Digital Group plc
may not be settled in the foreseeable future. Unrealised gains on transactions between the Group and its joint ventures 
and associates are eliminated to the extent of the Group’s interest in them. Unrealised losses are also eliminated unless the 
transaction provides evidence of an impairment of the asset transferred. The accounting policies of the joint ventures and 
associates are consistent with those of the Group.
2.7	 Property, plant and equipment
All property, plant and equipment assets are stated at cost less accumulated depreciation and impairment. Depreciation is 
provided on all such assets at rates calculated to write off the cost of each asset less estimated residual value, on a straight-line 
basis, over its estimated useful life, as follows:
	
—
Leasehold improvements	
	
	
5 years or over the term of the lease, if shorter
	
—
Computer hardware	
	
	
	
between 2 and 3 years
	
—
Office equipment, fixtures and fittings	
	
between 2 and 5 years
	
—
Production equipment	 	
	
	
between 2 and 3 years
2.8	 Impairment of non-current assets
The group assesses at each year end date whether there is any indication that any of its assets have been impaired. If such 
indication exists, the asset’s recoverable amount is estimated and compared to its carrying value.
For goodwill, intangible assets that have an indefinite life and intangible assets not yet available for use, the recoverable amount is 
estimated at each year end date and an impairment loss is recognised for the amount by which the asset’s carrying value amount 
exceeds its recoverable amount. Impairment losses are recognised in profit or loss.
2.9	 Financial instruments
The group classifies financial instruments, or their component parts, on initial recognition as a financial asset, a financial liability or 
an equity instrument in accordance with the substance of the contractual agreement.
The group monitors its exposure and adopts forward foreign exchange contracts where it deems appropriate and where 
commercially viable to hedge its exposure to currency risk.
Financial instruments are recognised in the Statement of Financial Position at fair value when the group becomes a party to the 
contractual provisions of the instrument, with movements reflected in profit or loss. The group does not use hedge accounting 
for its forward foreign currency contracts and does not use forward foreign currency contracts for speculative purposes.
2.9.1	 Borrowings
Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at 
amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in 
profit or loss over the period of the borrowings using the effective interest rate method.
Amounts due in respect of invoice financing are separately disclosed as current and non-current liabilities. The group can 
use these facilities to draw down the value of certain sales invoices. The management and collections of trade receivables 
remains with the group.
2.9.2	 Trade receivables
Trade receivables are amounts due from clients for provision of services in the ordinary course of business. They are 
recognised initially at their transaction price and subsequently at their amortised cost using the effective interest rate 
method, less provision for any expected credited losses. 
Impairment of financial assets
The impairment requirement of IFRS 9 uses forward-looking information to recognise expected credit losses – the “expected 
credit loss (ECL) model”. Instruments within the scope of IFRS 9 included loans and other debt-type financial assets measured at 
amortised cost and FVOCI, trade receivables, contract assets recognised and measured under IFRS 15 and loan commitments and 
some financial guarantee contracts (for the issuer) that are not measured at fair value through profit and loss.
Recognition of credit losses is no longer dependent on the group first identifying a credit loss event. Instead the group considers 
a broader range of information when assessing credit risk and measuring expected credit losses, including past events, current 
conditions, reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the 
instrument.
In applying this forward-looking approach, a distinction is made between:
	•
financial instruments that have not deteriorated significantly in credit quality since initial recognition or that have low credit 
risk (Stage 1”) and
	•
financial instruments that have deteriorated significantly in credit quality since initial recognition and whose credit risk is not 
low (“Stage 2”).
“Stage 3” would cover financial assets that have objective evidence of impairment at the reporting date.
“12-month expected credit losses” are recognised for the first category while “lifetime expected credit losses” are recognised for 
the second category.
The Group adopts the simplified approach to calculate expected credit losses for short term receivables. The measurement 
of the expected credit losses is determined by a probability-weighted estimate of credit losses over the expected life of the 
trade receivables, as adjusted for forward-looking information, or over the expected life of the financial instrument for other 

Page 73
instruments. The Group considers financial assets to be in default when the borrower is unlikely to pay its obligations or has 
entered into a formal insolvency process (or similar).
2.9.3	 Cash and cash equivalents
Cash and cash equivalents comprise cash in hand and short-term deposits held with banks.
2.9.4	 Trade payables
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business 
from suppliers. Trade payables are recorded initially at fair value and subsequently measured at their amortised cost using 
the effective interest rate method. 
2.10	 Share based payments
Options are measured at fair value at grant date using the binomial model. The fair value is expensed on a straight line basis over 
the vesting period, based on an estimate of the number of options that will eventually vest.
Under the group’s share option scheme, share options are granted to directors and selected employees. The options are 
expensed in the period over which the share based payment vests. A corresponding increase to the share option reserve under 
shareholder’s funds is recognised.
When share options are exercised, the company issues new shares. The nominal share value from the proceeds received are 
credited to share capital and proceeds received above nominal value, net of attributable transaction costs, are credited to the 
share premium when the options are exercised. When share options are forfeited, cancelled or expire, the corresponding fair 
value is transferred to the accumulated losses reserve.
The group has no legal or constructive obligation to repurchase or settle the options in cash.
The Group operates an employee share incentive scheme, namely the Enterprise Management Incentive (the “EMI” and the share 
incentive plan (“SIP”).
The total expense for the period relating to employee share-based payment plans have been included in the consolidated 
financial statements as the Group exercises control over the EMI in accordance with the terms of the scheme rules. 
The Group’s EMI scheme is an equity-settled share option scheme approved by HMRC. Options have also been granted under 
the terms of HMRC’s schedule, which is not approved.
Under the EMI scheme the trustees may grant options over shares in the Company to eligible employees. The eligible employees 
to whom options are granted and the terms of such options will be determined by the Directors of ZOO or the trustees. The 
employees who are eligible to participate in the EMI scheme are all ZOO’s employees, including the employees of the Company’s 
subsidiaries. Options are not transferable.
ZEST holds shares for employees only. Its statement of financial position is consolidated within the Group.
2.11	 Pension costs and other post-retirement benefits
The group operates only defined contribution schemes and pays contributions to publicly or privately administered pension 
insurance plans on a mandatory, contractual or voluntary basis. The group has no further obligations once the contributions have 
been paid. The amount charged to the Consolidated Statement of Comprehensive Income in respect of pension costs and other 
post-retirement benefits is the contributions payable in the period.  Differences between contributions payable in the period and 
contributions actually paid are shown as either accruals or prepayments in the Statement of Financial Position.
2.12	 Revenue
Revenue arises from the provision of cloud-based localisation and digital distribution services. To determine whether to 
recognise revenue, the group follows a 5-step process as follows:
1. Identifying the contract with a customer
2. Identifying the performance obligations
3. Determining the transaction price
4. Allocating the transaction price to the performance obligations
5. Recognising revenue when/as performance obligation(s) are satisfied.
Revenue is measured at transaction price, stated net of VAT and other sales related taxes.
Revenue is recognised over time as the group satisfies performance obligations by transferring the promised services to its 
customers.
Costs are recognised when the liability transfers to ZOO, which is determined by work being completed.
A contract asset must be recognised if the Group recorded revenue for fulfilment of a contractual performance obligation before 
the customer paid consideration or before – irrespective of when payment is due – the requirements for billing and thus the 
recognition of a receivable exist.
A contract liability must be recognised when the customer paid consideration or a receivable from the customer is due before 
the Group fulfilled a contractual performance obligation and thus recognised revenue.

Annual Report 2024
ZOO Digital Group plc
2.12.1	 Sales of services
Service revenue is recognised in accordance with the transfer of value to the customer and typically this is over one to four 
months. Where a project goes over a month end, projects completed but not invoiced are accrued. At year end projects 
that have not completed are assessed for the value to the customer of services transferred to date and a contract asset is 
recognised if appropriate.
The major consideration for ZOO is the timing of revenue recognition. The board believes that the length of projects is 
short and that the current method of recognising revenues is appropriate.
All customers are onboarded before any orders can be placed. This includes credit check, account information and 
agreement of a customer ratecard. Any customer wishing to place an order sends an email to ZOO production outlining 
the project requirements. ZOO production then evaluates the project and sends the customer a quote. The contract is 
confirmed either by email or a purchase order request.
The customer reviews the quote and signs off the project by issuing a purchase order or email confirming the contract. 
This clearly states the deliverables for the project. There may be multiple performance obligations in the contract, i.e. More 
than one service and more than one language. This allows us to identify the individual obligations within a contract and 
also where requested make separate deliveries of the localised assets. Performance obligations within each contract are 
separated to identify distinct elements to which transaction prices are allocated. Revenue is recognised over time because 
the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced. 
Invoices for goods or services transferred are due within 45 days of receipt by the customer.
Having an agreed ratecard with all customers and either an email or purchase order confirming the individual projects gives 
certainty to the transaction price and the individual components of the contract. There are no variable components to 
ZOO contracts, nor financing or non-cash elements in transaction price.
Where a project is still ongoing at the end of an accounting period, the asset enhancement completed to date is 
estimated based on reports within ZOO core and ZOO invoicing which use the project status and the customer ratecard 
to determine revenue to date. As a result, Zoo core provides a measurable and observable way to depict the stage of 
each contract in order to allow revenue to be allocated across accounting periods. The revenue stream forms the Media 
Production segment.
2.12.2	 Software licence fees
Revenue arising from software licences is assessed on a contract by contract basis to identify the performance obligations 
included within the contract, and specifically whether the licence is considered to be a distinct performance obligation. 
Generally, the contracts include hosting, support, maintenance and other services which are not distinct from the licence. 
As the licence is not distinct, the contract is treated as a series of distinct goods and services that are all substantially 
the same and have the same pattern of transfer to the customer, with revenue being recognised over time pro-rata over 
the period of the contract, as the customer simultaneously receives and consumes the benefits of the service as ZOO 
performs it. All costs relating to complete or partially complete performance are expensed as incurred. This revenue 
stream forms the Software Solutions revenue stream. 
2.13	 Leases
The Group as a lessee
For any new contracts entered into the Group considers whether a contract is, or contains a lease. A lease is defined as “a 
contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in exchange for 
consideration”. To apply this definition the Group assesses whether the contract meets three key evaluations which are whether:
	•
The contract contains an identified asset, which is either explicitly identified in the contract or implicitly specified by being 
identified at the time the asset is made available to the Group
	•
The Group has the right to obtain substantially all of the economic benefits from the use of the identified asset throughout 
the period of use, considering its rights within the defined scope of the contract
	•
The Group has the right to direct the use of the identified asset throughout the period of use. The Group assess whether it 
has the right to direct “how and for what purpose” the asset is used throughout the period of use.
Measurement and recognition of leases as a lessee
At lease commencement date, the Group recognises a right-of-use asset and a lease liability on the balance sheet. The right-of-
use asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs incurred by 
the Group, an estimate of any costs to dismantle and remove the asset at the end of the lease, and any lease payments made in 
advance of the lease commencement date (net of any incentive received).
The Group depreciates the right-of-use assets on a straight line basis from the lease commencement date to the earlier of the 
end of the useful life of the right-of-use asset or the end of the lease term. The Group also assesses the right-of-use asset for 
impairment when such indicators exist.
At the commencement date, the Group measures the lease liability at the present value of the lease payments unpaid at that 
date, discounted using the interest rate implicit in the lease if that rate is readily available or the Group’s incremental borrowing 
rate.
Lease payments included in the measurement of the lease liability are made up of fixed payments (including in substance fixed), 

Page 75
variable payments based on an index or rate, amounts expected to be payable under a residual value guarantee and payments 
arising from options reasonably certain to be exercised.
Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest. It is removed to 
reflect any reassessment or modification, or if there are changes in in-substance fixed payments.
When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset, or profit and loss if the 
right-of-use asset is already reduced to zero.
The Group has elected to account for short-term leases and leases of low-value assets using the practical expedients. Instead of 
recognising a right-of-use asset and lease liability, the payments in relation to those are recognised as an expense in profit or loss 
on a straight-line basis over the lease term.
On the statement of financial position, right-of-use assets have been included in property, plant and equipment and lease 
liabilities have been included in borrowings.
2.14	 Deferred taxation
Deferred tax, including UK corporation tax and foreign tax, is provided in full using the Statement of Financial Position liability 
method. Deferred tax is the future tax consequences of temporary differences between the carrying amounts and tax bases of 
assets and liabilities shown on the consolidated and parent company Statement of Financial Position. Deferred tax assets and 
liabilities are not recognised if they arise in the following situations; the initial recognition of goodwill; or the initial recognition 
of assets and liabilities that affect neither accounting nor taxable profit. The amount of deferred tax provided is based on 
the expected manner of recovery or settlement of the carrying amount of assets and liabilities, using tax rates enacted or 
substantively enacted at the year end date.
The group does not recognise deferred tax liabilities, or deferred tax assets, on temporary differences associated with 
investments in subsidiaries, joint ventures and associates as it is not considered probable that the temporary differences will 
reverse in the foreseeable future. 
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which 
the asset can be utilised. The carrying amount of deferred tax assets is reviewed at each year end date and reduced to the extent 
that it is no longer probable that sufficient taxable profit will be available to allow all or part of the asset to be recovered.
3.	 Accounting estimates and judgements
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations 
of future events that are believed to be reasonable under the circumstances.
3.1	 Critical accounting estimates and assumptions
The group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom 
equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the 
carrying amounts of assets and liabilities within the next financial year are discussed below.
Goodwill
Goodwill (detailed in note 16) is tested annually for impairment at the year end date. The recoverable amounts of cash generating 
units have been estimated based on value in use calculations. Value in use calculations have been based on a pre-tax discount 
rate of 17% (2023:16%). No impairment loss is incurred at this discount rate. No reasonable adjustment to the discount rate or 
other inputs would result in an impairment.
Intangible non-current assets
These are estimated on the basis of value in use, which is calculated from the present value of future cash flows expected to be 
derived from the asset under review. The key elements of estimation are the calculation of future cash flows. For intangible assets, 
future cash flows are forecast revenues from the associated cash-generating unit. Further estimation is made in determining an 
appropriate discount rate that reflects the specific risks associated with the asset or cash-generating unit. See note 17 for further 
details of assumptions made and sensitivity testing regarding intangible assets.
3.2	 Critical judgements in applying the group’s accounting policies
Functional currency of the company
The functional currency of the company’s largest subsidiaries is US dollars. Therefore, as the majority of transactions between the 
company and these subsidiaries and the company’s revenue and receivables are denominated in US dollars, management have 
determined that the company’s functional and presentation currency is US dollars.
Identification of performance obligations
The determination of the number of distinct performance obligations in a contract requires judgement. There may be multiple 
performance obligations in the contract such as multiple services or languages. As such, there is judgement based on whether the 
customer can benefit from the use of the service on its own or together with other resources that are readily available, and also 
whether the promise to transfer the service is separately identifiable from other promises in the contract. 
Allocation of the transaction price to performance obligations
Where a contract contains multiple performance obligations, the transaction price is required to be allocated to the different 
performance obligations. Wherever possible the transaction price is allocated on a stand-alone selling price basis, by reference 
to the agreed customer ratecard. In the event that this is not available, the price is allocated to the various performance 

Annual Report 2024
ZOO Digital Group plc
obligations on a reasonable basis, with reference to other ratecards, the expected time involved in performing the service, and 
management’s experience of similar projects. The allocation of such a price is done using the output method, reflecting that 
ZOO’s delivery is to deliver services to enhance the customer’s assets.
The major consideration for ZOO is the timing of revenue recognition. The Board believes that the length of projects is short and 
that the current method of recognising revenues is appropriate.
After providing all customers with a quote, they sign off the project by issuing a purchase order or email confirming the contract. 
This clearly states the deliverables for the project. There may be multiple performance obligations in the contract, i.e. More 
than one service and more than one language. This allows us to identify the individual obligations within a contract and also 
where requested make separate deliveries of the localised assets. Performance obligations within each contract are separated 
to identify distinct elements to which transaction prices are allocated. Revenue is recognised over time because the entity’s 
performance creates or enhances an asset that the customer controls as the asset is created or enhanced. Invoices for goods or 
services transferred are due within 45 days of receipt by the customer.
Having an agreed ratecard with all customers and either an email or purchase order confirming the individual projects gives 
certainty to the transaction price and the individual components of the contract. There are no variable components to ZOO 
contracts, not financing or non-cash elements in transaction price.
When a project is still ongoing at the end of an accounting period, the asset enhancement completed to date is estimated based 
on reports within ZOO core and ZOO invoicing which use the project status and the customer ratecard to determine revenue 
to date. As a result, ZOO core provides a measurable and observable way to depict the stage of each contract in order to allow 
revenue to be allocated across accounting periods.
The revenue stream forms the Media Production segment.
Recognition of deferred tax assets
The recognition of deferred tax assets is based upon whether it is more likely than not that sufficient and suitable taxable profits 
will be available in the future against which the reversal of temporary differences can be deducted, in accordance with the 
requirements of IAS 12 ‘Income Taxes’.
Where the temporary differences related to unused tax losses, evidence considered to support the recognition of deferred 
tax assets include the existence of relevant taxable profits in the current and preceding periods and in the period after the 
reporting date and expectations of profits in the future. Recognition therefore involves judgement regarding the future financial 
performance of the particular legal entity or tax group in which the deferred tax asset has been recognised.
Intercompany non-current asset classification (parent company only)
The amounts owed by subsidiary undertakings as non-current assets because the Group is still in an investment phase and does 
not expect or require its subsidiaries to repay its debts to the Group in the next 12 months.
Share-based payments
The outstanding and unvested share based payments, detailed in note 29, included solely conditions relating to non-market 
performance conditions in order for employees to be able to benefit from the vesting. As a result of the Group’s performance in 
the year, it is virtually certain that such non-market performance conditions, namely revenue growth and EBITDA margin targets, 
will no longer be met by the end vesting date. As a result, the entire fair value expensed in prior years in respect of these options 
has been reversed and credited back to the Income Statement.
Recognition of revenue from multiple element contracts, and revenue recognition
Management uses judgement in determining the fair value of multiple element contracts in order to appropriately recognise the 
revenue attributable to each element, which may be based on contractual terms or (for bundled contracts) the standalone selling 
price that would be attributed to each service. 
For revenues recognised over time, the value of revenue recognised in the period is dependent on an assessment of work to the 
reporting period end date. (see 2.12.1).
Capitalisation of development costs
The capitalisation of development expenditure is dependent on the costs meeting the recognition criteria in accordance with 
IAS 38 ‘Intangible Assets’. In assessing the criteria, management makes judgements on the level of future economic benefits of 
the asset flowing to the Company. Management is assisted in making these judgements through the monitoring both of sales 
forecasts and of the level of future cost benefits arising.
Recognition of separable intangibles
In the current year the Group has made a number of acquisitions which qualify as business combinations. However, the Group has 
not recognised any separable intangible assets for these business combinations on the basis of the ability of a market participant 
to generate cashflows from those intangible assets.
In particular, for the acquisition of Whatsub Pro Limited (“Korea”), the Group had a number of pre-existing relationships which 
carried value only to the Group and not to a market participant. It has therefore not separately recognised the intangibles of 
Korea so as to avoid recognising intangibles associated with the Group itself.
Details of the acquisitions are provided in note 32.

Page 77
4.	 Segmental reporting
Operating segments
At 31 March 2024, the group is organised on a worldwide basis into two main operating segments:
	
—
Segment 1 – Media Production – being localisation and media services
	
—
Segment 2 - Software solutions
These divisions are the basis on which the group reports its segment information and manages the business. Although there is overlap 
and interconnectivity between the segments the dynamics and growth prospects differ from one another so it is appropriate that 
they are separately identified. The categories identified also depict how the nature, amount, timing and uncertainty of revenue and 
cashflows are affected by economic factors. The media production segment generates revenue which is reported as “Localisation” 
and “Media Services”. Both types of revenue are interdependent and are generated by the same processes, people and assets, 
accordingly are considered to represent one segment. 
The segment profit reported to the Group’s Chief Operating Decision Maker (“CODM”) is to a segment contribution level only, which 
is to the extent required for the purpose of resource allocation and assessment of segment performance. Thus, a further analysis is 
not provided nor arbitrarily allocated on the basis that the CODM does not use this information. Similarly, assets and liabilities of the 
Group are not reported to the CODM by segment.
The segment results are as follows:
          Media Production
           Localisation
         Media services   
       Software solutions
       Total
2024
2023
2024
2023
2024
2023
2024
2023
 
$000
$000
$000
$000
$000
$000
$000
$000
Total revenue
32,475
65,911
13,673
38,297
1,475
1,567
47,623
105,775
Inter-segment revenue
(5,230)
(9,333)
(1,764)
(6,182)
-
-
(6,994)
(15,515)
Revenue
27,245
56,578
11,909
32,115
1,475
1,567
40,629
90,260
Segment contribution
6,241
18,853
4,290
19,547
1,161
1,316
11,692
39,716
Non-productive cost of sales *
(6,235)
(5,783)
Gross profit
5,457
33,933
Unallocated corporate 
expense and income
(24,575)
(25,852)
Operating (loss)/profit
(19,118)
8,081
Finance income
206
8
Finance cost
 
 
 
 
(666)
(373)
Profit share of profits of 
associates and JVs
(869)
146
(Loss)/profit before taxation
(20,447)
7,862
Tax on (loss)/profit
 
(1,480)
370
(Loss)/profit for the year
 
(21,927)
8,232
* Non-productive cost of sales represents the time-cost of staff not working on customer contracts; examples include (but are not 
limited to) holiday, sickness, training, and excess capacity downtime. These are not absorbed into the main segments so as to better 
present the underlying profit margins directly contributed by customer contracts.
Assets and liabilities are not reported to the chief operating decision maker by segment. Accordingly, no disclosure is provided in these 
financial statements on the grounds that the chief operating decision maker does not utilise this information in reviewing the performance 
of the Group.

Annual Report 2024
ZOO Digital Group plc
Geographical areas
The group’s operating divisions operate in several principal geographical areas of the world.. All European operations are run from 
the UK office. The analysis below presents revenues and assets as split by location of the operating division delivering the relevant 
business activities:
     Revenue
         Total assets
        Non-current assets
2024
2023
2024
2023
2024
2023
 
$000
$000
$000
$000
$000
$000
United Kingdom (domicile)
8,474
16,990
23,805
27,080
19,800
19,677
India
2,133
2,052
5,070
3,710
2,924
1,644
Korea
52
-
951
-
333
-
Germany
-
-
135
-
20
-
Italy
26
-
130
-
88
-
US
29,944
71,218
19,015
33,458
6,236
9,720
 
40,629
90,260
49,106
64,248
29,401
31,041
At 31 March 2024, contract assets amounted to $2.6m (2023: $4.8m) and contract liabilities amounted to $0.5m (2023: $0.7m). Revenue 
for the year ended 31 March 2024 includes $0.4m (2023: $0.5m) included in the contract liability balance at the beginning of the 
period. Further information on the values of contract assets and liabilities is provided in note 26.
The group has taken advantage of the practical expedient permitted by IFRS 15, and has therefore not disclosed the amount of the 
transaction price allocated to unsatisfied performance obligations or when it expects to recognise that revenue, as contracts have an 
expected duration of less than one year.
5.	 Revenue
All revenue is derived from continuing operations.
The group’s revenue comprises:
2024
2023
 
$000
$000
Service revenue (recognised over time)
39,154
88,693
Licence revenue (recognised over time)
1,475
1,567
 
40,629
90,260
The group’s revenue disaggregated by customer location (as invoiced to) is as follows:
For the year ended 31 March 2024
Service
Licensing
Total
 
$’000
$’000
$’000
United Kingdom
5,496
62
5,558
USA
29,809
1,413
31,222
Europe
312
-
312
India
1,983
-
1,983
Other countries
1,554
-
1,554
 
39,154
1,475
40,629
For the year ended 31 March 2023
Service
Licensing
Total
 
$’000
$’000
$’000
United Kingdom
10,261
9
10,270
USA
70,438
1,558
71,996
Europe
288
-
288
Singapore
4,621
-
4,621
Other countries
3,085
-
3,085
 
88,693
1,567
90,260

Page 79
The group’s revenue disaggregated by pattern of revenue recognition is as follows:
For the year ended 31 March 2024
Service
Licensing
Total
 
$’000
$’000
$’000
Services transferred over time
39,154
1,475
40,629
For the year ended 31 March 2023
Service
Licensing
Total
 
$’000
$’000
$’000
Services transferred over time
88,693
1,567
90,260
Major clients
The group has two major customers contributing 45% and 13% (2023: 74% and 4%) of the group’s revenue respectively. The debtor 
receivable balance as at 31 March 2024 for the two largest clients was $4m (2023: $9m). The revenues are as follows:
2024
2023
 
$000
$000
Largest two clients
23,705
70,669
Other clients
16,924
19,591
 
40,629
90,260
6.	 Other income
2024
2023
 
$’000
$’000
Investment income
-
8
Loss on disposal of assets
256
-
Other income 
256
8
7.	 Finance income and costs
2024
2023
 Finance income
$’000
$’000
Interest received
206
8
Finance costs
Interest on borrowings
32
29
Interest on lease liabilities
534
591
566
620
Exchange loss on borrowings
100
(247)
Finance costs
666
373

Annual Report 2024
ZOO Digital Group plc
8.	 Operating (loss)/profit
Group operating profit/loss for the year is stated after charging/ (crediting) the following:
2024
2023
 
$000
$000
Other exchange losses/(gains)
75
51
Staff costs (indirect)
12,044
12,439
Capitalised staff costs
(2,714)
(2,163)
Share based payment
(1,729)
1,650
Depreciation
4,998
3,973
Amortisation of other intangible assets
2,271
1,762
Research and non-capitalised development costs
513
602
Auditor’s remuneration
238
212
9.	 Auditor’s remuneration
2024
2023
 
$000
$000
Fees payable to the company’s auditor for the audit of the company’s financial statements
208
194
For audit services:
Fees payable to the company’s auditor and its associates for other services:
The audit of subsidiary financial statements
30
18
 
238
212
10.	 Employees including directors
The average number of employees (including executive directors) was:
                  Group
                   Company
2024
2023
2024
2023
 
No.
No.
No.
No.
Product design and service delivery
509
499
142
150
Sales and marketing
14
16
7
9
Administration
46
43
18
18
 
569
558
167
177
Their aggregate remuneration comprised:
                  Group
                Company
2024
2023
2024
2023
 
$’000
$000
$’000
$000
Wages and salaries
30,026
31,031
2,145
3,684
Social security costs
1,998
2,030
284
287
Other pension costs
520
444
141
118
Share based payments
(1,729)
1,650
(1,729)
268
 
30,815
35,155
841
4,357
The group pension arrangements are operated through a defined contribution scheme.

Page 81
Compensation of key management personnel (including directors)
Group
2024
2023
 
$000
$’000
Short-term employee benefits
1,487
2,426
Cost of defined benefit scheme pensions
10
10
Share based payments
(129)
280
 
1,368
2,716
This includes all directors listed on pages 40 and 41 and senior management.
Directors’ remuneration for the year to 31 March 2024 is:
2024
2023
Salary
Bonus
Benefits
Pension
Total
Total
 
$000
$000
$000
$000
$000
$000
Dr Stuart A Green
33w
-
-
8
338
591
Gordon Doran
413
-
30
-
443
781
Phillip Blundell
253
-
-
-
253
381
Mickey Kalifa 
49
-
-
1
50
47
Gillian Wilmot
82
-
-
-
82
71
Nathalie Schwartz
49
-
-
1
50
47
 
1,176
-
30
10
1,216
1,918
Three directors (2023: three) serving during the year have been members of money purchase pension schemes into which the company 
contributes.
The highest paid director received emoluments and benefits as follows:
2024
2023
$000
$000
Emoluments
443
781
11.	 Alternative Performance Measures
The Directors have used a number of Alternative Performance Measures (“APM”) in the preparation of these financial statements. 
The Consolidated Statement of Comprehensive Income has presented ‘Earnings before Interest, Tax, Depreciation and Amortisation’ 
(“EBITDA”) before share-based payments, which removes the non-cash aspect of employee remuneration which is, in the opinion of 
the Directors, not relevant to the underlying performance and cash generation of the business.
The Directors have presented this APM because they feel it most suitably represents the underlying performance and cash 
generation of the business, and allows comparability between the current and comparative period in light of the changes in the 
business, and will allow an ongoing trend analysis of this performance based on plans for the business.
The Consolidated Statement of Comprehensive Income provides a reconciliation of EBITDA before share-based payments to 
operating profit, which is presented within the boxed section. This reconciliation is relevant throughout this annual report when 
“EBITDA before share-based payments” or “adjusted EBITDA” is stated.

Annual Report 2024
ZOO Digital Group plc
12.	 Income tax
2024
2023
 
$000
$000
Current tax:
UK corporation tax
- Research and development tax credit
-
(446)
Foreign tax
152
112
Adjustments in respect of prior periods (foreign tax)
-
142
Total current tax
152
(192)
Total deferred tax – Origination and reversal of timing differences
1,328
(178)
Tax debited/(credited)
1,480
(370)
Corporation tax is calculated at 25% (2023: 19%) of the estimated assessable profit for the year.
Tax charge for the year
The tax charge for the year can be reconciled to the loss for the year as follows:
2024
2023
 
$000
$000
Profit/(loss) before tax
(20,461)
7,862
Tax calculated at standard rate of corporation tax of 25% (2023: 19%)
(5,112)
1,494
Disallowable items
(100)
59
Impairment expense for joint ventures and associates
500
-
Research and development tax credit (see below)
-
(446)
Foreign tax
-
770
Other movements
20
142
Previously unrecognised tax losses now recouped to reduce current tax expense
-
(2,245)
Derecognition of tax losses no longer considered recoverable
1,328
-
Unrecognised tax losses
4,847
-
Recognition of deferred tax losses
4,844
(2,245)
Tax credited
1,480
(370)
Companies within the Group are entitled to claim special tax deductions for investments in qualifying assets or in relation to qualifying 
expenditure under the Research and Development Tax Incentive regime. The Group accounts for these allowances as tax credits, which 
means that the allowance reduces income tax payable and current tax expense.
The UK corporation tax rate was 25% throughout the year.
Tax losses carried forward
The group has tax losses carried forward of approximately $32.6m (2023: $31.5m), of which $0.5m (2023: $1.9m) has been recognised at a 
rate of 25% (UK) and 30% (US) as a deferred tax asset for the year. The balance of tax losses remain unrecognised at the balance sheet 
date due to the uncertainty in the timing of future profits. Further analysis is provided in note 19.
13.	 Dividends
There were no dividends paid or proposed.

Page 83
14.	 Earnings per share
Basic earnings per share (“EPS”) is calculated by dividing the profit/(loss) attributable to equity holders of the company by the 
weighted average number of ordinary shares in issue during the year.
Diluted EPS is calculated by dividing the profit attributable to the equity holders of the Parent by the weighted average number of 
ordinary shares outstanding plus the weighted average number of shares that would be issued on conversion of all the dilutive share 
options into ordinary shares.
      Basic and Diluted
2024
2023
$000
$000
(Loss)/profit for the financial year
(21,927)
8,232
2024
*Restated
2023
Number of 
shares
Number of 
shares
Weighted average number of shares for basic & diluted profit per share
 
 
Basic
97,220,638
88,835,890
Effect of dilutive potential ordinary shares:
Share options
2,635,664
6,883,886
Diluted
 
 
 
 
99,856,302
95,719,776
2024
Restated 2023
Cents
Cents
 
 
Basic
(22.60)
9.30
Diluted
 
 
 
 
(22.60)
8.60
*2023 has been restarted as the effect of dilutive potential ordinary stakes exceeded the total number of options outstanding. Please 
refer to the details in the accounting policies note 3.1 “Share-based payments”.
Diluted earnings per share is calculated by adjusting the earnings and number of shares for the effects of dilutive options. In the event 
that a loss is recorded for the year, share options are not considered to have a dilutive effect.

Annual Report 2024
ZOO Digital Group plc
15.	 Property, plant and equipment
Group
Production 
equipment
Right-of-
use-assets
Leasehold 
property im­
provement
Computer 
hardware
Office 
equipment, 
fixtures & 
fittings
Total
$000
$000
$000
$000
$000
$000
Cost
 
 
 
 
 
 
Opening cost at 1 April 2022
937
9,178
2,853
7,323
363
20,654
Additions
328
686
838
3,446
94
5,392
Disposals
(503)
-
(545)
(2,404)
(108)
(3,560)
Opening cost at 1 April 2023
762
9,864
3,146
8,365
349
22,486
On Acquisitions
72
-
-
398
82
552
Additions
90
449
883
1,174
33
2,629
Disposals
-
(2,145)
-
(44)
-
(2,189)
Closing cost at 31 March 2024
924
8,168
4,029
9,893
464
23,478
Accumulated depreciation
 
 
 
 
Opening balance at 1 April 2022
777
1,218
754
4,422
166
7,337
Depreciation
182
1,335
595
1,776
85
3,973
On disposal
(503)
-
(545)
(2,404)
(108)
(3,560)
Opening balance at 1 April 2023
456
2,553
804
3,794
143
7,750
Depreciation
239
1,471
753
2,430
106
4,999
On disposal
-
(444)
-
(16)
-
(460)
Closing balance at 31 March 2024
695
3,580
1,557
6,208
249
12,289
Opening carrying value at 1 April 2023
306
7,311
2,342
4,571
206
14,736
Closing carrying value at 31 March 2024
229
4,588
2,472
3,685
215
11,189
The Group has leases for offices in London, California, Chennai and Mumbai. The Group also had leases for some IT equipment, but 
these were paid in full during the year to 31 March 2024. Each lease is reflected on the balance sheet as a right-of-use-asset and a lease 
liability. 

Page 85
Company
Leasehold im­
provements
Right-of-use-
assets
Computer & 
Production 
hardware
Office equip­
ment, fixtures 
& fittings
Total
$000
$000
$000
$000
$000
Cost
 
 
 
 
 
Opening cost at 1 April 2023
1,841
2,953
1,876
118
6,788
Additions
81
-
(1)
-
80
Disposals 
-
(2,145)
-
-
(2,145)
Closing cost at 31 March 2024
1,922
808
1,875
118
4,723
Accumulated depreciation 
 
 
 
 
Opening balance at 1 April 2023
466
1,102
835
43
2,446
Depreciation
393
150
494
38
1,075
On disposals
-
(444)
-
-
(444)
Closing balance at 31 March 2024
859
808
1,329
81
3,077
Opening carrying value at 1 April 2023
1,375
1,851
1,041
75
4,342
Closing carrying value at 31 March 2024
1,063
-
546
37
1,646
Details of these leases are provided in note 16.
16.	 Leases
Lease liabilities are presented in the statement of financial position as follows:
          Group
        Company
2024
2023
2024
2023
 
$000
$000
$000
$000
Current
1,422
1,408
125
191
Non-current
4,083
6,968
193
2,178
5,505
8,376
318
2,369
The Group has leases for offices in London, California, Chennai and Mumbai. The Group also had leases for some IT equipment, but 
these were paid in full during the year to 31 March 2024. Each lease is reflected on the balance sheet as a right-of-use-asset and a lease 
liability. The Group classifies its right-of-use-assets in a consistent manner to its property, plant and equipment (see Note 15).
Each lease generally imposes a restriction that, unless there is a contractual right for the Group to sublet the asset to another party, the 
right-of-use-asset can only be used by the Group. Leases are either non-cancellable or may only be cancelled by incurring a substantive 
termination fee. Some leases contain an option to purchase the underlying leased asset outright at the end of the lease. The Group is 
prohibited from selling or pledging the underlying leased assets as security. For leases over office buildings the Group must keep those 
properties in a good state of repair and return the properties in their original condition at the end of the lease. Further, the Group must 
insure items of property, plant and equipment and incur maintenance fees on such items in accordance with the lease contracts.
During the year the Group had a lease for its office in Sheffield. However, following the bankruptcy of the lessor the lease was cancelled 
in November 2023 and a right to occupy on a short term basis replaced it. The Group is currently in negotiation to replace this lease 
with the new owners of the office. As a result of the lease being broken, the right of use asset and lease liability were derecognised in 
November 2023, with the net position being taken as a profit to the Consolidated Income Statements.

Annual Report 2024
ZOO Digital Group plc
The table below describes the nature of the Group’s leasing activities by type of right-of-use asset recognised on the balance sheet:
accounts
No of right-of-
use assets
Range of 
remaining 
term
Average 
remaining 
lease term
No of leases 
with extension 
options
No of leases 
with options 
to purchase
No of leases 
with variable 
payments 
linked to an 
index
No of 
leases with 
termination 
options
Right-of-
use-asset
Office 
building
10
0.1-4.6 years
2.6 years
-
-
-
-
The lease liabilities are secured by the related underlying assets. Future minimum lease payments as at 31 March 2024 were as follows:
Within 1 
year
     1-2 years
2-3 years
3-4 years
4-5 years
After 5 
years
Total
$’000
$’000
$’000
$’000
$’000
$’000
$’000
31 March 2024
Lease payments
1,801
1,615
1,578
1,323
67
-
6,384
Finance charges
(379)
(275)
(165)
(55)
(5)
-
(879)
Net present values
1,422
1,340
1,413
1,268
62
-
5,505
31 March 2023
Lease payments
1,941
1,887
1,804
1,784
1,535
1,177
10,128
Finance charges
(533)
(436)
(331)
(220)
(109)
(123)
(1,752)
Net present values
1,408
1,451
1,473
1,564
1,426
1,054
8,376
Lease payments not recognised as a liability
The Group has elected not to recognise a lease liability for short term leases (leases with an expected term of 12 months or less) or for 
leases of low value assets. Payments made under such leases are expensed on a straight line basis. In addition, certain variable lease 
payments are not permitted to be recognised as lease liabilities and are expensed as incurred.
The expense relating to payments not included in the measurement of the lease liability amounted to $14,000 for leases of low value 
assets. (2023: $14,000).
At 31 March 2024 the total commitment was $15,000 (2023: $29,000). This excludes any amounts for the Sheffield office, which are on a 
rolling 30 day notice period at the year end.
Total cash outflow for leases for the year ended 31 March 2024 was $2.0 million (2023 $1.9 million).
Group
Tangible assets for the group includes the following amounts where the company is a lessee:
At 31 March 2024
Production 
equipment
Leasehold 
improvements
Computer 
hardware
Office 
equipment, 
fixtures & 
fittings
Total
 
$000
$000
$000
$000
$000
Cost - capitalised leases
-
8,167
-
-
8,167
Accumulated depreciation
-
(3,581)
-
-
(3,581)
Net book value
-
4,586
-
-
4,586

Page 87
At 31 March 2023
Production 
equipment
Leasehold 
improvements
Computer 
hardware
Office 
equipment, 
fixtures & 
fittings
Total
 
$000
$000
$000
$000
$000
Cost - capitalised leases
168
9,864
1,229
-
11,261
Accumulated depreciation
(140)
(2,553)
(1,083)
-
(3,776)
Net book value
28
7,311
146
-
7,485
Company 
Tangible assets for the company includes the following amounts where the group is a lessee:
At 31 March 2024
Leasehold Im­
provements
Computer 
hardware
Total
 
$000
$000
$000
Cost - capitalised leases
-
-
-
Accumulated depreciation
-
-
-
Net book value
-
-
-
At 31 March 2023
Leasehold Im­
provements
Computer 
hardware
Total
 
$000
$000
$000
Cost - capitalised leases
2,953
-
2,953
Accumulated depreciation
(1,102)
-
(1,102)
Net book value
1,851
-
1,851
17.	 Intangible assets
Group
Goodwill
Customer 
relationships
Development 
costs
Patents and 
trademarks
Computer 
software
Total
$000
$000
$000
$000
$000
$000
Cost
 
 
 
 
 
Opening cost at 1 April 2022
18,158
1,424
15,258
793
835
36,468
Additions
-
-
2,163
28
32
        2,223
Disposals
-
-
-
-
(598)
(598)
Exchange differences
10
-
-
--
10
Opening cost at 1 April 2023 
18,168
1,424
17,421
821
269
38,103
Additions
4,308
-
2,714
21
7
7,050
Exchange differences
-
-
-
-
(5)
(5)
Closing cost at 31 March 2024
22,476
1,424
20,135
842
271
45,148

Annual Report 2024
ZOO Digital Group plc
Accumulated amortisation and impairments
 
 
 
 
Opening balance at 1 April 2022
12,620
-
12,640
592
746
26,598
Amortisation
                - 
142
1,516
32
72
1,762
Disposals
-
-
-
-
(598)
(598)
Opening balance at 1 April 2023
12,620
142
14,156
624
220
27,762
Amortisation
-
142
2,073
34
22
2.271
Closing balance at 31 March 2024
12,620
284
16,229
658
242
30,033
Opening carrying value at 1 April 2023 
5,548
1,282
3,265
197
49
10,341
Closing carrying value at 31 March 
2024
9,856
1,140
3,906
184
29
15,115
Development costs are internally generated software development costs. All other intangible assets are acquired externally.
The remaining life of the majority of development costs is 5 years.
No patent applications were derecognised during the year (2023: nil).
No intangible assets were impaired during the year (2023: nil). 
Company
Goodwill
Computer 
software
Total
$000
$000
$000
Cost
 
 
 
Opening cost at 1 April 2023
10,960
17
10,977
Additions
-
-
-
Closing cost at 31 March 2024
10,960
17
10,977
Accumulated amortisation/ impairment
 
 
 
Opening balance at 1 April 2023
8,679
7
8,686
Amortisation
-
4
289
Closing balance at 31 March 2024
8,679
11
8,975
Opening carrying value at 1 April 2023
2,281
10
2,291
Closing carrying value at 31 March 2024
2,281
6
2,287
Impairment tests for goodwill
Goodwill is subject to annual impairment testing, or more frequently if there are indications that goodwill might be impaired. Goodwill is 
allocated to the group’s cash generating units (CGUs) identified according to the group of cash-generating assets to which the goodwill 
attracted on acquisition. The aggregation of assets for identifying the cash generating units has not changed since the prior year.
The recoverable amount of a CGU has been determined based on its value in use. In calculating the value in use the group used a pre-tax 
discount rate of 17% (2023: 16%). The carrying amount of goodwill is allocated as follows:

Page 89
                 Software solutions
                  Media production
               Vista India
              Group
2024
2023
2024
2023
2024
2023
2024
2023
$000
$000
$000
$000
$000
$000
$000
$000
2,281
2,281
6,016
1,733
1,559
1,548
9,856
5,562
Within the company the goodwill is the software solutions portion.
Following the impairment tests, goodwill was considered not to be impaired in either the group or the company.
Management has based its pre-tax cash flow projections on financial budgets approved by the Board covering the next financial period. 
These are based on its expectations of prices, volumes and margin obtained from its current products and services and products and 
services development. These are forecast specifically for the first 2 years, with a significant growth projection to normalise the cashflows 
after the challenges disclosed for the current year. Thereafter, sales are projected to increase by 10% per annum (media) and 0% per 
annum (software) for the next 3 years.The Indian cashflows are calculated with a specific forecast normalisation in year one, and a 2% 
increase annually at EBITDA level for the next 4 years. 
Cash flows after this period have been extrapolated based on estimated growth rates and discount rates disclosed below for each 
segment over the next five years and into perpetuity. The discount rate has been calculated for each CGU and is considered to reflect 
the risks specific to the asset as well as the time value of money. 
Software solutions
Media production
India
Discount rate
17%
17%
17%
Growth rate
3%
3%
3%
The risks associated with each CGU are considered to be similar, therefore it is appropriate to use the same discount rate for each. In 
particular, the borrowing rates and equity risk premia for India have fallen in the current year to substantially align with the US and UK, 
which has helped to align these rates. The overall discount rates have increased significantly from the prior year, which is predominantly a 
factor of an increased small capitalisation premium which derives from the Group’s reduced share price, and hence market capitalisation, 
year on year.
Management has based the growth rate of 3% on its expectations of prices, volumes and margin obtained from its current products and 
services and products and services under development. Current estimates from clients and market trends would support a higher growth 
rate but management have adopted a cautious assumption when assessing any potential impairment and are therefore considered a 
“worse case” scenario. The pre-tax discount rate of 17% is what management consider to be its cost of obtaining funds. 
If sector growth assumption rates were applied at 3% and a discount rate of 26.4% was applied, the software solutions segment and the 
media production segment would require no impairment. 
If sector growth assumption rates were applied at 0% and a discount rate of 26.4% was applied, the software solutions segment and the 
media production segment would require no impairment. 
If sector growth assumption rates were applied at 0% and a discount rate of 30% was applied, the software solutions segment and the 
media production segment would require no impairment.
If sector growth assumption rates were applied at 3% and a discount rate of 30% was applied, the India segment would require no 
impairment.
If sector growth assumption rates were applied at 0% and a discount rate of 30% was applied, the India segment would require no 
impairment.

Annual Report 2024
ZOO Digital Group plc
18.	 Investments
Parent company – shares in group undertakings
$000
Cost
At 1 April 2023
15,546
Additions 
4,555
At 31 March 2024
20,101
Amounts written off
At 1 April 2023
(2,097)
Impairment expense
(10,041)
At 31 March 2024
(12,138)
Carrying amount
At 31 March 2024
7,963
At 31 March 2023
13,449
The additions in the year related to the purchase of the additional 49% of Whatsub Pro along with subsidiaries in Italy and Germany.
Investments in joint ventures and associates
Group
2024
2023
Joint ventures
Associates
Total
Joint ventures
Associates
Total
 
$000
$000
$000
$000
$000
$000
At 1 April 
909
3,391
4,300
906
3,248
4,154
Additions
1,262
17
1,279
 -
-
-
Transfer to subsidiary
(570)
-
(570)
-
-
-
Impairment
-
(1,930)
(1,930)
-
-
-
Share of profits for the year
(5)
23
18
3
143
146
At 31 March 
1,596
1,501
3,097
909
3,391
4,300
Included within the Income Statement are the following:
2024
2023
$000
$000
Share of profits for the year
18
146
Impairment of investment in Vista India DM Inc
(1,930)
-
Profit on step acquisition of Korea (see note 33)
1,043
-
Total credit to the Income Statement
 
 
 
 
(869)
146

Page 91
Company
2024
2023
Joint ventures
Associates
Total
Joint ventures
Associates
Total
 
$000
$000
$000
$000
$000
$000
At 1 April 
909
3,289
4,198
906
3,146
4,052
Additions
1,461
94
1,555
 -
-
-
Impairment
-
(1,930)
(1,930)
Share of profits for the year
(5)
23
18
3
143
146
On Korea acquisition
(769)
-
(769)
At 31 March 
1,596
1,476
3,072
909
3,289
4,198
On 20 October 2021, the Company invested £200,000 ($318,000) for new shares in Studyo Ares Filmcilik ve Yapimcilik Ticaret A.S (“Ares 
Media”), a company incorporated in Turkey, which resulted in the Company obtaining a 20% equity stake in that Company. The voting 
rights attaching to the stake will result in the investment being classified as a joint venture for accounting purposes.
On 4 October 2023, the Company invested £275,000 ($335,000) for new shares in Studyo Ares Filmcilik ve Yapimcilik Ticaret A.S (“Ares 
Media”), a company incorporated in Turkey, which resulted in the Company obtaining a further 20% equity stake in that Company.
On 28 February 2022, the Company invested $588,000 for new shares in Whatsub Pro Inc, a company incorporated in South Korea, 
which resulted in the Company obtaining a 51% equity stake in that Company. The voting rights attaching to the stake will result in the 
investment being classified as a joint venture for accounting purposes. This was disposed in April 2023 when the investment converted 
to a subsidiary, resulting in a fair value gain on disposal which has been taken to the Consolidated Income Statement.
On 3 May 2023 , the Company invested €825,000 ($906,000) for new shares in AM Escudero Estudios Audiovisuales SL and in Escuela de 
Voz AM SL, which resulted in the Company obtaining a 30% equity stake in the two companies. The voting rights attaching to the stake 
will result in the investment being classified as a joint venture for accounting purposes.
Name
Address of registered office
Class of share held
Proportion of nominal value held
Ares Media
Kireçburnu Mah. Arabayolu Cad. 
No: 136 Sarıyer, Istanbul
Ordinary Shares
40%
AM Escudero
Calle Gran Via 57. 
28013, Madrid, Spain
Ordinary Shares
30%
Vista India DM Inc
2600 West Olive Ave, Suite 
500,Burbank. CA 915
Ordinary Shares
35%
The accounting date for Ares Media, AM Escudero and Vista India DM Inc is 31 December.
The investments are not considered material in the context of the Group as the consideration of any of the three investments represents 
less than 5% of Group sales.

Annual Report 2024
ZOO Digital Group plc
19.	 Deferred income tax
                        Group
                            Company
2024
2023
2024
2023
 
$000
$000
$000
$000
Deferred tax assets comprise:
Vista India Digitek
98
34
-
-
Vista Tanweer
36
40
-
-
Business combinations
(285)
(321)
-
-
Unused tax losses
716
 2,177
-
-
Right-of-use assets
1,147
1,828
Lease liabilities
(1,376)
(2,094)
As at 31 March
336
1,664
-
-
This is the first year of applying the amendments to IAS 12 which requires recognition of deferred tax assets and liabilities relating to IFRS 
16 leases. An adjustment has been made to recognise a deferred tax asset on the present value of lease liabilities and a deferred tax 
liability on the value of right of use assets. The adjustment has been made retrospectively in 2023.
Analysed as:
                             Group
                           Company
2024
2023
2024
2023
 
$000
$000
$000
$000
Deferred tax assets
1,997
4,079
-
-
Deferred tax liabilities (offset)
(1,661)
(2,415)
-
-
Total deferred tax asset recognised
336
1,664
-
-
The gross movement on the deferred income tax account is as follows:
                          Group
                         Company
2024
2023
2024
2023
 
$000
$000
$000
$000
At 31 March 
1,664
1,490
-
-
On Vista acquisition
-
(4)
-
-
Charged to the statement of 
comprehensive income
(1,328)
178
-
-
At 31 March 
336
1,664
-
-
Tax losses carried forward
The group has tax losses carried forward of approximately $32.6m (2023: $31.5m), of which $0.5m (2023: $1.9m) has been recognised at a 
rate of 25% (UK) and 30% (US) as a deferred tax asset for the year. The balance of tax losses remains unrecognised at the balance sheet 
date due to the uncertainty of the ability to offset against future profits. Any deferred tax assets on share based payments will not be 
recognised due to the uncertainly of the ability to offset future profits. 

Page 93
20.	Trade and other receivables
Group
Company
2024
2023
2024
2023
 
$000
$000
$000
$000
Trade receivables
9,105
13,307
-
72
Less: allowance for impairment of trade receivables
(191)
-
-
-
Trade receivables - net
8,914
13,307
-
72 
Amounts owed by subsidiary undertakings
-
- 
49,995
38,600
VAT
-
-
7
18
Other debtors
732
910
55
47
Prepayments
1,839
2,315
390
474
 
11,485
16,532
50,447
39,211
Less non-current portion: amounts owed by subsidiary 
undertakings
-
-
(49,928)
(38,546)
Current portion
11,485
16,532
519
665
The fair values of trade and other receivables equal their carrying amounts.
The amounts owed by subsidiary undertakings are shown in as non-current assets because the Group is still in an investment phase and 
does not expect or require its subsidiaries to repay its debts to the Group in the next 12 months.
As of 31 March 2024, trade receivables of $2,277,000 (2023: $709,000) were overdue. The ageing analysis of these trade receivables is as 
follows:
Group
2024
2023
 
$000
$000
Less than 3 months
1,662
415
3 to 6 months
387
240
7 to 12 months
40
54
Over 12 months
188
-
 
2,277
709
The above disclosure has been updated to remove the overdue credit balances detailed in the prior year.
There were no trade receivables outstanding in the company at 31 March 2024 that were overdue (31 March 2023: nil). 
All of the group’s trade and other receivables have been reviewed for indicators of impairment. A trade receivables impairment provision 
of $191,000 was made in the accounts to 31 March 2024. (2023: Nil).
Expected credit loss as a % of gross receivables. 
Group
Current
1-3 months
3-6 months
Over 6 months
Expected credit loss %
0.1%
0.2%
0.5%
1%
$’000
$’000
$’000
$’000
Trade receivables
5,166
3,328
275
336
Expected credit loss
5
7
1
3
The expected credit loss based on the above is not material and has therefore no provision has been made.

Annual Report 2024
ZOO Digital Group plc
The carrying amounts of trade and other receivables are denominated in the following currencies:
Group
Company
2024
 2023
2024
2023
 
$000
$000
$000
$000
Pound sterling
587
894
150
462
US Dollar
9,152
14,230
50,287
38,701
Hong Kong dollar
4
6
-
-
Japanese Yen
(26)
90
-
-
UAE dirham
10
48
10
48
Indian rupee
1,247
746
-
-
South Korean won
378
Euro
133
518
-
-
 
11,485
16,532
50,447
39,211
Allowance for impairment of trade receivables:
Group
2024
2023
 
$000
$000
At 1 April 
-
29
Allowance for receivables impairment
191
-
Receivables written off in the year
-
(29)
At 31 March
191
-
The other classes within trade and other receivables do not contain impaired assets.
The maximum exposure to credit risk at the reporting date is the carrying value of trade receivables, other debtors and cash and cash 
equivalents. The group does not hold any collateral as security.
The directors believe that a reasonable provision has been made for outstanding amounts, or values impaired and expected credit 
losses and, when taking into consideration the historic rate of impairment, the remaining un-provided amounts are considered to be 
recoverable.
The amounts owed by the subsidiary undertakings to the parent company have no payment terms and bear no interest, but they are 
considered to be recoverable in the future.
21.	 Notes to the cash flow statement
21.1	 Significant non-cash transactions
During the year the group acquired property, plant and equipment and computer software with a cost of $2,634,000 (2023: 
$5,392,000) of which $449,000 (2023: $686,000) was acquired by means of a lease. In addition, the derecognition of the Sheffield 
office lease (detailed in note 16) has resulted in a profit to the Consolidated Statement of Comprehensive Income of $256,000.
21.2	 Cash and cash equivalents
Cash and cash equivalents consist of cash on hand and balances with banks. Cash and cash equivalents included in the cash flow 
statement comprise the following consolidated and parent company statement of financial position amounts.
                    Group
                   Company
2024
2023
2024
2023
$000
$000
$000
$000
Cash on hand and balances with banks
5,315
11,839
307
7
The fair values of the cash and cash equivalents are considered to be their book value.

Page 95
22.	 Reconciliation of liabilities arising from financing activities
The changes in the Group’s liabilities arising from financing activities can be classified as follows:
Long-term borrowings
Lease liability 
Total
$000
$000
$000
1 April 2023
-
8,376
8,376
Cash-flows
- Repayment
(101)
(1,435)
(1,536)
Non-cash
- Disposals
-
(1,980)
(1,980)
- Additions
-
449
449
- Business combinations
344
100
444
- Foreign exchange differences
-
(5)
(5)
31 March 2024
243
5,505
5,748
The inception of new leases in the year with value $449,000 represents a major non-cash transaction.
Long-term 
borrowings
Short-term 
borrowings
Embedded 
derivative
Lease 
liability
Total
$000
$000
$000
$’000
$000
1 April 2022
-
-
-
9,143
9,143
Cash-flows
- Repayment
-
-
-
(1,453)
(1,453)
Non-cash
- Additions
-
-
-
686
-
31 March 2023
-
-
-
8,376
8,376
23.	 Share capital and reserves for Group and Company
Called up share capital
2024
2023
$000
$000
Allotted, called-up and fully paid
 
97,856,924 (2023: 89,285,291) ordinary shares of 1p each
1,284
1,179
Reconciliation of the number of ordinary shares outstanding:
Opening balance
89,285,291
88,335,079
Shares issued
27,391
185,545
Korea Acquisition
550,000
-
Fundraise
7,914,242
-
Share options exercised
80,000
764,667
Closing balance
97,856,924
89,285,291

Annual Report 2024
ZOO Digital Group plc
Reserves
The following describes the nature and purpose of each reserve within owner’s equity:
Reserve
 Description and purpose 
Share premium reserve
Represents the amount subscribed for share capital in excess of the nominal value.
Foreign exchange translation 
reserve
Cumulative exchange differences resulting from the Group changing reporting currency from 
pounds sterling to USD. 
Converted loan note reserve
Represents the gain recognised on conversion of historic loan notes. *
Share option reserve
Cumulative cost of share options issued to employees.
Capital redemption reserve
Represents 32,660,660 deferred shares of 14p each created during the share reorganisation 
on 4 May 2017.
Interest in own shares
This arises from ZEST and concerns historical transactions as part of the Group’s employee 
benefit trust.
Merger reserve
As part of acquisitions the Group has issued share capital as part of its consideration. As set 
out in s612 Companies Act 2006, merger relief has been applied and the excess above the 
nominal value of share capital has been recognised in the merger reserve.
Other reserves
Created as part of the reverse takeover between Kazoo3D plc and ZOO Media Corporation 
Ltd in 2001.
Accumulated losses
Cumulative net losses recognised in profit or loss.
*In the prior year the Directors reviewed the converted loan note reserve and concluded that the losses within here represent realised 
retained profits to which the Group and Company have unconditional entitlement. As such, the reserve was transferred to offset against 
accumulated losses.
24.	Borrowings
Group
Company
2024
2023
2024
2023
$000
$000
$000
$000
Non-current 
Other Loans
243
-
-
-
Lease liabilities
4,083
6,968
196
2,178
 
4,326
6,968
196
2,178
Current 
Amounts owed to subsidiary undertakings
-
-
9,701
9,701
Lease liabilities
1,422
1,408
123
191
Borrowings
1,422
1,408
9,824
9,892
Total borrowings
5,748
8,376
10,020
12,070
The group has renewed on 1 June 2024 with HSBC Bank US an invoice financing facility of up to $3.0 million against US client invoices 
raised by ZOO Digital Production LLC. The facility is in place until the renew date of 31 August 2025.
The UK banking partner, HSBC, continues to provide an overdraft facility of £250,000.  The principal outstanding at 31 March 2024 was nil 
(2023: nil).  This line of funding has been secured as a floating charge over the assets of the UK companies and automatically renews on 
an annual basis.  

Page 97
Lease liabilities
Lease liabilities are payable as follows:
At 31 March 2024 Group only
Future min­
imum lease 
payments
Interest
Present 
value of min­
imum lease 
payments
$000
$000
$000
Less than one year
1,801
(379)
1,422
Between one and five years
4,582
(499)
4,083
6,383
(878)
5,505
The lease periods range from between 1 and 10 years, with options to purchase the asset at the end of the term if applicable. Lease 
liabilities are secured against the leased assets.
25.	 Trade and other payables
Group
Company
2024
2023
2024
2023
Current
$000
$000
$000
$000
Trade creditors
4,957
5,412
330
434
Amounts owed to subsidiary undertaking
-
-
13,789
16,285
Social security and other taxes
624
1,001
299
335
Deferred consideration
1,431
300
1,216
300
Accrued expenses
8,159
13,033
1,480
3,015
 
15,171
19,746
17,114
20,369
Non Current
$000
$000
$000
$000
Deferred consideration
-
300
-
300
-
300
-
300
The fair values of trade and other payables equal their carrying amounts.
The amounts owed to subsidiary undertakings are shown in current liabilities because there are no fixed repayment terms, and the 
liabilities do not bear interest. The Company does not therefore have an unconditional right to avoid repayment of these liabilities on 
demand by its subsidiaries.
The deferred consideration relates to amount due to Vista India Digitek and ASR Audio (Germany).

Annual Report 2024
ZOO Digital Group plc
26.	 Contracts with customers
The Group and Company have recognised the following assets and liabilities relating to contracts with customers:
                          Group
2024
2023
$000
$000
Current contract assets
2,569
4,836
Current contract liabilities
(536)
(693)
Group
$000
Contract liabilities as at 1 April 2023
693
New contract liabilities
1,771
Revenue recognised in the year:
	
—
That was included in the contract liability balance as at 31 March 2023
(428)
	
—
Relating to new contract liabilities in the year
(1,500)
Contract liabilities as at 31 March 2024
536
Of the existing contracts that were unsatisfied or partially unsatisfied at 31 March 2024, revenue is expected to be recognised in the 
financial year to 31 March 2025.
27.	 Commitments for Group and Company
Capital commitments
The group had no capital commitments at 31 March 2024.
Operating commitments
For FY23 & FY24 the group has applied IFRS 16 to operating leases. Other than the lease liabilities included in the Statement of 
Financial Position, the Group (and Company) has no operating lease commitments.

Page 99
28.	 Related parties
Subsidiaries
The parent company has investments in the following subsidiary undertakings:
Subsidiary under­
takings
Country of 
incorporation
Registered Office
Principal activity
Holding
%
ZOO Digital Limited
UK
2nd Floor, Castle House, 
Angel Street Sheffield S3 
8LN
Technology development
2 ordinary shares
100
ZOO Digital Inc.
USA
2201 Park Place, El Segundo, 
CA 90245, USA
Sale & distribution technology 
products
10,000 shares of 
common stock
100
ZOO Digital 
Production LLC
USA
2201 Park Place, El Segundo, 
CA 90245, USA
Media production 
100 shares of common 
stock
100*
ZOO Employee Share 
Trust Limited
UK
2nd Floor, Castle House, 
Angel Street Sheffield S3 
8LN
Employee share scheme
2 ordinary shares
100
ZOO Digital 
Production Limited
UK
2nd Floor, Castle House, 
Angel Street Sheffield S3 
8LN
Dormant
100 ordinary shares
100
ZOOtech Limited
UK
2nd Floor, Castle House, 
Angel Street Sheffield S3 
8LN
Dormant
95,714 ordinary shares
100
Vista India Digitek 
Private Limited
India
5th Floor, Front wing, Modi 
House, C10 Dalia Estate, 
Mumbai
Media production
1333 ordinary shares
100
Vista Tanweer 
Studios Private 
Limited
India
5th Floor, Front wing, Modi 
House, C10 Dalia Estate, 
Mumbai
Media production
266,667 ordinary 
shares
100
ZOO Korea Co. Ltd
S. Korea
Room 309 424, Yangcheon-
ro Gangseo-gu Seoul
Media production
10,204 ordinary shares
100
ZOO Digital Italy SRL
Italy
Milano (MI) Via Tiziano 32 
Cap 20145
Media production
10,000 ordinary
100
ASR Audio Networks 
GmbH
Germany
Odenwaldstrasse 8, 12161 
Berlin
Media production
2 ordinary shares
100
*ZOO Digital Production LLC is indirectly held by ZOO Digital Group plc through ZOO Digital Inc.
Transactions between ZOO Digital Group plc and its subsidiaries, which are related parties, have been eliminated on consolidation.
Subsidiary undertakings
Key management personnel
The details of key management remuneration is disclosed in note 10.

Annual Report 2024
ZOO Digital Group plc
Related party transactions
The Company owns 40% of the shares in Ares Media. ZOO Digital Production LLC (subsidiary) owed Ares Media $132,635 at 31 March 
24, payable on 45 day terms and purchased services from them of $167,598 in the year. ZOO Digital Limited (subsidiary) was owed $6,614 
from Ares Media at 31 March 24 and invoiced total sales of $28,470 in the year.
The Company owns 35% in Vista India DM Inc. . ZOO Digital Production LLC (subsidiary) was owed $11,488 from Vista Inc at 31 March 
2024 and invoiced total sales of $235,835 in the year.
The Company owns 30% in AM Escudero. ZOO Digital Production LLC (subsidiary) owed AM Studios $18,081 at 31 March 2024, payable 
on 45 day terms and purchased services from them of $112,849 in the year.
29.	 Share based payments
Employee share option schemes
Share options have been granted under the following schemes to subscribe for ordinary shares of the company. Movements in the 
number of options, under each of the schemes, and their related weighted average exercise price are as follows:
2024
2023
Options
Weighted 
average 
exercise price
Options
Weighted 
average 
exercise price
No.
$
No.
$
ZOO Digital Group plc EMI scheme
Outstanding at the beginning of the year
3,586,478
1.06
4,111,145
0.96
Granted during the year
-
-
-
-
Exercised during the year
(45,000)
0.23
(524,667)
0.27
Surrendered during the year
-
-
-
-
Outstanding at the end of the year
3,541,478
1.07
3,586,478
1.06
Exercisable at the end of the year
2,236,478
0.66
2,467,530
0.86
The underlying weighted average exercise price for the shares under option at 31 March 2024 was 78p (2023:70p).
ZOO Digital Group plc Unapproved
Outstanding at the beginning of the year
6,525,673
0.71
6,765,673
0.69
Granted during the year
-
-
-
-
Exercised during the year
(35,000)
0.24
(240,000)
0.25
Surrendered during the year
-
-
-
-
Outstanding at the end of the year
6,490,673
0.71
6,525,673
0.71
Exercisable at the end of the year
4,915,674
0.38
5,342,122
0.52
The underlying weighted average exercise price for the shares under option at 31 March 2024 was 50p (2023:42p).
Under these schemes the percentage of shares that can be exercised is staggered over the exercise period with typically 40% 
exercisable after the first year and a further 30% in each of the following two years.
Share options granted to key management personnel, including directors, during the year ended 31 March 2018 have vesting conditions.  
A total of 3,820,000 share options have a vesting that the company’s share price must be £0.20 or higher for a period of at least three 
months immediately prior to exercise and 1,000,000 share options have a vesting condition related to the profitability of the group. 
Out of the 10,032,151 outstanding options (2023: 10,112,151 options), 7,152,152 were exercisable (2023: 7,809,652). 

Page 101
Share options outstanding at the end of the year have the following expiry dates and exercise prices:
Options
Expiry date
Exercise price
Exercise price
Scheme
Volatility 
No.
$
£
ZOO Digital Group plc EMI scheme
3%
25,000
19 Jan 2025
0.23
0.1500
ZOO Digital Group plc EMI scheme
3%
25,000
17 Sep 2025
0.23
0.1500
ZOO Digital Group plc EMI scheme
57.5%
838,651
2 Aug 2027*
0.20
0.1525
ZOO Digital Group plc EMI scheme
49%
240,000
2 July 2028
1.33
1.01
ZOO Digital Group plc EMI scheme
47%
1,107,827
13 May 2030**
0.89
0.73
ZOO Digital Group plc EMI scheme
75%
1,305,000
25 Jan 2032***
1.76
1.30
ZOO Digital Group plc Unapproved
3%
350,000
19 Jan 2025
0.23
0.1500
ZOO Digital Group plc Unapproved
3%
103,500
17 Sept 2025
0.23
0.1500
ZOO Digital Group plc Unapproved
57.5%
3,282,000
2 Aug 2027*
0.20
0.1525
ZOO Digital Group plc Unapproved
57.5%
30,000
5 Oct 2027
0.49
0.3800
ZOO Digital Group plc Unapproved
49%
155,000
2 Jul 2028
1.33
1.01
ZOO Digital Group plc Unapproved
31%
200,000
30 June 2029
0.80
0.63
ZOO Digital Group plc Unapproved
47%
795,173
13 May 2030**
0.89
0.73
ZOO Digital Group plc Unapproved
75%
1,575,000
25 Jan 2032***
1.76
1.30
Outstanding at the end of the year
10,032,151
 
 
 
*The 2017 issue of share options has a vesting condition that the company’s share price must be £0.20 or higher for 3 months immediately 
prior to exercise.
**The share options granted in the year and FY21 have a vesting condition relating to the profitability of the group and were achieved in 
2023.
***The share options granted in the year and FY21 have a vesting condition relating to the profitability of the group. This has been judged 
to be unattainable and these share options will lapse in April 2025.
There are no other vesting conditions other than those listed above.
Share based payments have had the following impact on the group’s profit for the year:
2024
2023
$000
$000
Total expense recognised from share option transactions
(1,729)
1,650
The credit arises from an expected failure to meet non-market performance conditions, which are further detailed in note 3.1.
Share based payment reserve appears in the statement of financial position under:
2024
2023
$000
$000
Share option reserve
2,685
4,391
On 2 April 2024 a further tranche of share options were granted to certain key employees. The key terms on these are:
	•
Number of options – 2,000,000
	•
Share price and exercise price - £0.33
	•
Vesting criteria – conditional solely on revenue growth rates through to 2027, and EBITDA margin targets over the same period.
	•
Expected life – exercisable between 3 and 10 years after grant date, only if the vesting criteria are met.
Based on the above terms, the estimated fair value of the options are $380,000. This fair value will be spread over the 3 years to 2 April 
2027, adjusted for whether the vesting criteria are successfully met.

Annual Report 2024
ZOO Digital Group plc
30.	 Financial instruments
The group’s financial instruments comprise cash and liquid resources, and various items, such as trade receivables and trade payables 
that arise directly from its operations. The main purpose of these financial instruments is to provide working capital for the group’s 
operations.
Categories of financial instruments - Group
2024
2023
$000
$000
Financial assets
Trade and other receivables excluding pre-payments and VAT (note 20)
9,646
14,217
Contract assets
2,569
4,836
Cash and cash equivalents
5,315
11,839
Total
17,530
30,892
2024
 2023
$000
$000
Financial liabilities
Lease liabilities (note 25)
5,748
8,376
Contract liabilities
536
693
Trade and other payables excluding payroll taxes (note 25)
14,547
19,066
Total
20,831
28,135
 
Market Risk
Foreign currency risk
The main risks arising from the group’s financial instruments are from foreign currency risk.
The group includes subsidiaries operating in both the UK and USA. The majority of the group’s transactions are denominated in US 
dollars, however the costs arising from the UK subsidiaries are denominated in pound sterling therefore exposing it to a currency risk of 
fluctuations in the pound sterling/US dollar exchange rate, whilst the increasing focus on local specialists has introduced new currency 
exposures within the Group to Euros, South Korean Won and Indian Rupees. The Group is further exposed to Turkish Lira through its joint 
ventures. The Group is most exposed to fluctuations in Pound Sterling and all other currencies have a comparatively immaterial impact on 
the risk to the Group.
The carrying amount of the Group’s foreign currency denominated monetary assets and liabilities at the reporting date are as follows:
 
Assets 
Liabilities 
 
2024 
2023 
2024 
2023 
 
$000 
$000 
$000 
$000 
US Dollars (USD) 
16,994 
32,708 
15,714 
20,518 
Pound Sterling (GBP) 
743 
1,042 
2,913 
6,744 
Euros (EUR) 
1,045 
518 
998 
1,041 
Indian Rupees (INR) 
1,631 
2,127 
1,283 
- 
South Korean Won (KRW) 
618 
552 
264 
- 
Turkish Lira (TRY) 
732 
360 
- 
- 
Other currencies 
46 
190 
- 
- 
 
21,797 
37,497 
21,172 
28,303 
During the year ended 31 March 2024 there was similar volatility in the pound sterling/US dollar rate as in the previous year with the 
rate peaking at 0.8283 and falling to a low of 0.76345, with an average rate of 0.7958.  If the US dollar had remained at its highest level 
throughout the full year the group would have shown a post-tax loss of $15.1m (2023: Profit $11.9m), if US dollar had been at its lowest level 
throughout the full year the group would have shown a post-tax loss of $14.3m (2023: Profit $14.5m) and if the US dollar had remained 
at the average rate throughout the year the group would have shown a post-tax loss of $14.7m  (2023: $13.5m).No sensitivity analysis is 
presented for other currencies on the basis that exposure to assets and liabilities for those currencies is immaterial, and net exposure to 
each currency is negligible at the year end.

Page 103
Transactions between the company and its subsidiaries are in US dollars, however the company is exposed to exchange rate fluctuations 
due to the majority of its costs being denominated in pound sterling and through the revaluation of the company’s pound sterling 
creditors.
The pound sterling/US dollar exchange rate at the 31 March 2024 was 0.792 (2023: 0.813).
Interest rate risk
The group has a facility with HSBC Bank which provides invoice financing of up to $3m against US clients’ invoices raised by ZOO Digital 
Production LLC. This facility is in place until 1 June 2025. Interest is payable on a monthly basis at an interest rate linked to SONIA. The 
group is subject to interest rate risk on the movement in the SONIA rate.
The HSBC bank overdraft facility has terms linked to the UK base rate but the interest rate risk is minimal due to the reduced need for 
drawing down upon the facility.
Liquidity risk
Liquidity risk is the risk that the group and company will not be able to meet their financial obligations as they fall due. Management 
monitors rolling forecasts of the group’s cash and cash equivalents on the basis of expected cash flows, reducing its liquidity risk through 
management of bank accounts, trade debtors and trade creditors, by utilising the availability of an overdraft facility, leases and invoicing 
financing facilities and through controls on expenditure. 
The group has a facility with HSBC Bank which provides invoice financing of up to $3m against US clients’ invoices raised by ZOO Digital 
Production LLC. This facility is in place until 1 June 2025.
The group has a £250,000 overdraft facility in place from HSBC for the UK companies.  There was no overdrawn balance at the year end 
31 March 2024.
The tables below analyse the financial liabilities which will be settled on a net basis into relevant maturity groupings based on the 
remaining period at the year end to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted 
cash flows.
Group
Less than 1 year
Between 1 and 
2 years
Between 2 and 
5 years
Over 5 years
At 31 March 2024
$000
$000
$000
$000
Borrowings
-
-
243
-
Lease liabilities
1,422
1,340
2,743
-
Trade and other payables
15,171
-
-
-
Less than 1 year
Between 1 and 
2 years
Between 2 and 
5 years
Over 5 years
At 31 March 2023 
$000
$000
$000
$000
Borrowings
Lease liabilities
1,408
1,451
4,463
1,054
Trade and other payables
19,746
300
-
-
Credit risk
Credit risk arises from cash and cash equivalents and credit exposures on outstanding receivables. The group’s and company’s main 
credit risks are on the outstanding trade receivables. This risk is reduced through credit control procedures. An analysis of outstanding 
receivables is included in note 20.

Annual Report 2024
ZOO Digital Group plc
31.	 Capital management
The group’s objectives when managing capital are to safeguard the group’s ability to continue as a going concern, so that it can 
provide returns for shareholders and benefits for other stakeholders and to provide an adequate return to shareholders by pricing 
products and services commensurately with the level of risk.
The group sets the amount of capital in proportion to risk. The group manages the capital structure and makes adjustments to it in the 
light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital 
structure, the group may return capital to shareholders, issue new shares, or sell assets to reduce debt.
Consistent with others in the industry, the group monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt 
divided by total capital. Net debt is calculated as total borrowings (including ‘current and non-current borrowings’ as shown in the 
Consolidated Statement of Financial Position) less cash and cash equivalents. Total capital is calculated as ‘equity’ as shown in the 
Consolidated Statement of Financial Position plus net debt.
2024
 2023
$000
$000
Total borrowings
5,748
8,376
Less cash and cash equivalents
(5,315)
(11,839)
Net (cash)/debt
433
(3,463)
Total equity
27,651
35,133
Total capital
28,084
31,670
Gearing ratio
2%
(11%)
32.	  Business combinations
During the year the Group made three business combinations:
1.	
To complete the step acquisition of Whatsub Pro in South Korea (“Korea”) on 11 April 2023, converting this from a 51% owned joint 
venture to a wholly-owned subsidiary.
2.	 Purchase the trade and assets of Logosound SRL (“Italy”) on 14 November 2023, placing this trade into a newly incorporated Italian 
company, ZOO Digital Italy SRL.
3.	 Purchase the entire share capital of ASR Audio Networks GmbH, a German company (“Germany”), on 20 December 2023.
The commercial rationale for all acquisitions was to continue the geographical expansion of the Group’s offerings through the 
provision of local specialists and studios in all key language markets. These local studios will mostly trade only with the Zoo Group, 
with any existing commercial contracts typically terminating following the acquisition.
The existence of certain trading factors immediately before the acquisitions, notably the physical premises, employees, and existing 
processes, as well as end customers (which typically include Zoo itself) mean that each acquisition meets the test of a business as 
defined in IFRS 3 ‘Business Combinations’. Hn due to the absence of separable contracts in each acquisition, with the goodwill in each 
company being predominantly explained by the benefits to the Group in achieving new markets and being able to provide a more 
competitive global service on its existing contracts with customers.

Page 105
Korea 
The following assets have been recognised on acquisition:
Book value
     Adjustments
Fair value
$000
$000
$000
Intangible assets
6
-
6
Property, plant and equipment
449
-
449
Right-of-use-assets
100
-
100
Investments
178
-
178
Trade and other receivables
152
-
152
Cash and cash equivalents
203
-
203
Trade and other payables
(78)
-
(78)
Borrowings
(244)
-
(244)
Lease liabilities
(100)
-
(100)
Total identifiable net assets
666
Goodwill
2,463
Total consideration transferred
3,129
The consideration was satisfied by:
Cash
200
Issue of shares
1,333
Derecognition of 51% associate investment
1,596
3,129
On acquisition, the associate was revalued to fair value with gains of $1,043,000 recognised in the Consolidated Income Statement.
Italy
The following assets have been recognised on acquisition:
Book value
     Adjustments
Fair value
$000
$000
$000
Property, plant and equipment
87
-
87
Total identifiable net assets
87
Goodwill
676
Total consideration transferred
763
The consideration was satisfied by:
Cash
578
Deferred consideration
215
Legal fees incurred by acquiree
(30)
763
The deferred consideration payable represents €200,000 and is was paid in July 2024. This consideration has not been discounted as the 
time-value is immaterial for this period.

Annual Report 2024
ZOO Digital Group plc
Germany
The following assets have been recognised on acquisition:
Book value
     Adjustments
Fair value
$000
$000
$000
Property, plant and equipment
21
-
21
Trade and other receivables
61
-
61
Cash and cash equivalents
4
-
4
Trade and other payables
(23)
-
(23)
Total identifiable net assets
63
Goodwill
1,169
Total consideration transferred
1,232
The consideration was satisfied by:
Cash
616
Deferred consideration
616
1,232
The deferred consideration payable represents €562,500 and is payable in June 2024. This consideration has not been discounted as the 
time-value is immaterial for this period
Net cashflow arising on acquisition
The following cashflows are recognised on acquisition of the three subsidiaries:
Korea
Italy
     Germany
Total
$000
$000
$000
$000
Cash consideration
200
578
616
1,394
Less cash and cash equivalents acquired
(203)
-
(4)
(207)
(3)
578
612
1,187
Contribution to Group results
The following contribution to the Consolidated Income Statement has been made by the acquired businesses since acquisition:
Korea
Italy
     Germany
Total
$000
$000
$000
$000
Revenue
52
26
-
78
Loss after tax
22
(196)
(45)
(219)
33.	Events after the reporting period end
Subsequent to the year end two events have taken place.
Acquisition of ADC
On 11 May 2024 the Group completed the acquisition of the trade and assets of ADC Group S.p.A., which reflects a dubbing studio 
in Italy. This was an office and facilities, but as no employees or customer contracts were included the Directors view it as an asset 
acquisition as opposed to a business combination. The total consideration paid for the asset was €230,000.
Issue of share options
New share options were issued on 2 April 2024, the terms and estimated fair value of which are disclosed in note 29.  

Page 107
GROUP DIRECTORY  
Head Office
ZOO Digital Group plc
ZOO Digital Limited
ZOO Digital Production LLC
Castle House
Castle House
2201 Park Place
Angel Street
Angel Street
Suite 100
Sheffield
Sheffield
El Segundo
S3 8LN
S3 8LN
CA 90245
United Kingdom
United Kingdom
USA
T: +44 (0)114 241 3700
T: +44 (0)114 241 3700
T: +1 310 220 3939
F: +44 (0)114 241 3701
F: +44 (0)114 241 3701
F: +1 310 220 3958
ZOO Employee Share Trust Limited
ZOO Digital Inc.
Vista India Digitek Private Limited
Castle House
2201 Park Place
501, 5th Floor
Angel Street
Suite 100
Modi House of Link Road, C-10
Sheffield
El Segundo
Dalia Estate, Andheri West Mumbai
S3 8LN
CA 90245
Mumbai City MH 400053
United Kingdom
USA
India
T: +44 (0)114 241 3700
T: +1 310 220 3939
F: +44 (0)114 241 3701
F: +1 310 220 3958
Vista Tanweer Studios Private Limited
Gala 5-C, 5th Floor
Modi House, Plot No. C-10
Veera Desai Road
Andheri (West) MH 400058
India 

© ZOO Digital Group plc.
www.zoodigital.com