National Storage Mechanism | Additional information

This announcement is released by Datalex plc and contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 ("EU MAR") and is disclosed in accordance with the Company's obligations under Article 17 of EU MAR.

DATALEX PLC

Update on trading performance for H1 2025, proposed debt capital raise and proposed voluntary cancellation of admission to trading on Euronext Growth

· Datalex sees Gross Profits surge 68% and positive FX adjusted EBITDA in H1 2025.

· Process to secure €6 million debt facility launched to accelerate investment in the core platform and product roadmap.

· Proposed cancellation of admission to trading on Euronext Growth.

Dublin, Ireland, 30 July 2025 : Datalex plc ("Datalex", the "Company" or the "Group") (Euronext Growth Dublin: DLE), a market leader in airline e-commerce solutions, today announces a trading update for the six months ended 30 June 2025 ("H1 2025") reporting further Stellex revenue growth, a step change in gross profit and a return to positive FX adjusted EBITDA in H1 2025.

The Company is also announcing that it intends to raise additional capital, via a debt raise, to facilitate its next growth phase and to best position Datalex to maximise its long-term strategic objectives.

The Company is also announcing its intention to seek shareholder approval for a transition to private ownership by cancellation of admission to trading of its ordinary shares on Euronext Growth (the "Cancellation").

The Company will be posting a circular to shareholders this week in connection with the Cancellation (the "Circular"). The Circular will set out the background to and reasons for the Cancellation and additional information on the implications of the Cancellation for the Company and its shareholders.

Commenting on today's announcement, Jonathan Rockett, Datalex CEO, said:

" Datalex achieved strong financial performance in the first half of 2025, with trading for the full year continuing in line with expectations.

We have delivered several important milestones in the first half of 2025, most significantly the continued expansion of Stellex capabilities into our airline customers and also the launch of our latest product, DLX Pay. We are pleased to have signed Air Transat as the inaugural DLX Pay customer, with a go-live planned for later this year.

In parallel, we are this morning announcing a € 6 million debt facility to support our medium-term strategic priorities and our investment in product innovation. We expect this capital raise to close in August 2025.

We have also announced our intention to seek shareholder approval to delist from Euronext Growth as we believe this will better position the Company to focus on strategic execution, accelerate innovation, and unlock greater long-term value for our customers and shareholders. The move aligns with our aim to be a true catalyst for value-creating change for our airline partners and enhance Datalex's position at the top table of airline technology vendors globally.

Our focus remains clear: create value for our airlines, grow Stellex platform revenues and return to sustained EBITDA profitability. I am pleased to report that while we have a lot to do to achieve our ambitions, we are on track and our efforts are now starting to translate to materially improved financial performance."

Commenting on today's announcement, David Hargaden, Chairman of Datalex, said:

"In the first half of 2025, Datalex delivered strong results, which are indicative of the progress being made, and trading for the full year is progressing as anticipated. In addition to this positive trading update, the Group is announcing that it intends to raise debt capital to invest in the business.

I am also very pleased that the Company is announcing today that it intends to seek shareholder approval for a transition to private ownership through a de-listing from Euronext Growth. The Board and I are strongly of the view that this is in the best interests of the Company and its shareholders. In reaching this conclusion, the Board engaged with stakeholders and considered the long-term vision and requirements of the business. Datalex has been a public company for the last 25 years, and whilst it has been a tremendous journey, now is the right time to proceed with private ownership of the Company to support the next phase of growth."

H1 TRADING UPDATE

H1 2025 Key Highlights

Following the launch of Stellex, Datalex's new offer and order platform in H2 2024, the Group made further strategic steps with the launch of its Stellex+ product portfolio. Stellex+ solutions are focused on capabilities that unlock tangible value for airlines which are complementary to its anchor Stellex platform. Stellex+ solutions are also designed to be deployable as standalone products.

· New product launch : In April 2025, Datalex launched DLX Pay, a modular payments solution within its Stellex+ suite. The Company also signed its first DLX Pay customer, Air Transat, with a go-live expected later this year.

· AI-driven product innovation: Datalex continued to invest in its Pricing AI capabilities (a Stellex+ solution), with enhancements planned for late 2025 that will allow airline customers to integrate their own AI-driven price prediction models alongside Datalex's proprietary technology.

· Customer delivery momentum: Multiple customer go-lives and implementations were completed in H1 with a focus on the delivery of Stellex capabilities. This included go-lives for the following customers: EasyJet, Aer Lingus, Edelweiss, Air China and Air Macau.

H1 2025 Financial Update

Metric	H1 2025	H1 2024	YoY Growth	YoY Growth
Metric	(US$’M)	(US$’M)	(US$’M)	(%)
Revenue	14.5	13.2	*1.3*	9%
Platform revenue	9.6	7.2	2.4	33%
Stellex [1]	4.0	1.4	2.6	188%
Non-Stellex	5.5	5.8	(0.3)	(5)%
Services revenue	4.4	5.5	(1.1)	(19)%
Consultancy revenue	0.5	0.5	(0.1)	(10)%
Gross Profit	6.4	3.8	*2.6*	*68%*
Gross Profit Margin	44%	29%
Adjusted EBITDA [2]	(0.6)	(2.0)	*1.3*	*68%*
Foreign Exchange Adjusted EBITDA [3]	0.1	(2.6)	*2.7*	*105%*
Loss after tax	(2.3)	(6.1)	*3.7*	*61%*
Cash at 30 June	3.4	3.5	*(0.1)*	*(3)%*

H1 2025 revenue up 9% year-on-year to US$14.5 million, reflecting continued momentum in platform adoption and customer go-lives on the Stellex platform. The revenue composition continues to shift towards higher margin SaaS-based revenue.

o Platform revenue increased 33% to US$9.6 million (H1 2024: US$7.2 million), driven by continued customer activations on our Stellex platform, and expanding usage under our SaaS-based commercial model.

o Services revenue declined 19% to US$4.4 million (H1 2024: US$5.5 million), reflecting the successful completion of customer implementation phases and a shift in focus to recurring platform revenue.

o Consultancy revenue relatively in line with the prior year at US$0.5 million.

Gross profit increased to US$6.4 million (H1 2024: US$3.8 million), representing significant growth of 68% year-on-year. Gross profit margin improved to 44% (H1 2024: 29%), reflecting stronger operating leverage and improved revenue mix driven by the higher proportion of recurring, high-margin platform revenue and a lower cost base.

Adjusted EBITDA loss narrowed to US$0.6 million, a 68% improvement year-on-year (H1 2024: loss of US$2.0 million), reflecting stronger gross profit and ongoing cost control initiatives. The H1 2025 loss was entirely driven by an FX loss primarily due to a weaker US Dollar.

FX Adjusted EBITDA returned to positive territory at US$0.1 million (H1 2024: US$2.6 million), which was ahead of expectations supported by strong gross profit growth, and disciplined cost management. This metric adjusts for FX volatility to better reflect underlying operating performance.

Loss after tax of US$2.3 million, improved 61% compared to a loss of US$6.1 million in H1 2024, driven primarily by improved Adjusted EBITDA, the elimination of finance costs following debt repayment, and a lower non-cash share-based payment charge.

Cash at 30 June 2025 was US$3.4 million, broadly in line with the prior year (30 June 2024: US$3.5 million). The Company will require additional funding to meet near term working capital requirements and is currently in the process of securing € 6 million in debt funding to invest in the core platform, product roadmap, and strengthen working capital. This capital raise is expected to be completed in August 2025. The Company continues to benefit from strong ongoing support from its major shareholders and, if required, has access to additional funding options. The Board is satisfied that the Company is well positioned to access the capital it requires to support its strategy.

STRATEGIC PRIORITIES AND OUTLOOK

In 2025, Datalex is focused on executing against three strategic investment pillars to support long-term growth:

1. Enablers for growth: Investing in people, platform, and processes to scale operations and support customer delivery.

2. Stellex: Continued enhancement of our next generation offer and order management platform.

3. Stellex+: Expansion of our standalone, modular product suite, including DLX Pay and Pricing AI.

Trading for the full year remains in line with expectations, and the Group is confident in achieving its FY2025 targets. With strong progress in H1 2025 and continued execution of our growth strategy, Datalex is well-positioned to deliver sustainable revenue growth and return to full-year EBITDA profitability.

DEBT CAPITAL RAISE

The Company today announces a process to secure a €6 million debt facility. The proceeds will be used to accelerate investment in the core platform and product roadmap which is a critical enabler of Datalex's medium-term strategic objectives to scale the business. The focus will be on:

· Modernising and future-proofing the Stellex platform

· Developing and deploying new Stellex and Stellex+ capabilities

· Strengthening working capital

The Company expects the process to conclude in August 2025. Further updates will be provided in accordance with the Company's disclosure obligations.

PROPOSED CANCELLATION OF ADMISSION TO TRADING ON EURONEXT GROWTH

Background to, and Reasons for, the Cancellation

The Directors have conducted a review of the benefits and drawbacks to the Company's listing on Euronext Growth and are of the view that a proposed transition to private ownership by voluntary cancellation of admission to trading on Euronext Growth is in the best interests of the Company and its shareholders.

In reaching its conclusion to pursue this option, the Board engaged with certain shareholders and considered that the long-term vision and requirements of the business differ from those in 2000 when the Company completed its IPO (initial public offering). The Board concluded that transitioning to private ownership is the optimal path to support the next phase of growth and deliver long term value for shareholders. In the Boards opinion, there are several key benefits to support this conclusion, which are outlined below:

· Increased focus on strategy and execution : A considerable proportion of management time is currently spent complying with the requirements associated with maintaining the Company's admission to trading on Euronext Growth. The Cancellation will enable the executive management team to dedicate more time to executing the Company's strategic initiatives, ultimately fostering long-term value for shareholders.

· Business and strategic flexibility : The Board believes that an unquoted company can take and implement decisions more quickly. The Board considers that its flexibility to explore, initiate and participate in transactional or strategic opportunities will be materially enhanced.

· Streamlined operations: There is considerable cost and management time associated with maintaining the Company's admission to trading on Euronext. It is estimated that the Cancellation will materially reduce the Company's recurring administrative and adviser costs between US$1.0 million and US$1.4 million per annum. By reducing the time and costs associated with public company status, the Company can allocate more resources towards longer term growth and innovation.

· Access to capital: The Board believes that the Company will potentially have greater access to specialised investment sources as an unquoted company, including private equity, and strategic investors, which will provide a broader spread of funding options without the valuation pressures and liquidity constraints of the public market. The Board believes that post-Cancellation the Company will be able to more easily access additional funding, and build a more engaged shareholder base, which will better support the Company's longer term growth strategy.

· Lack of liquidity and market volatility: The Board believes that the current levels of liquidity in trading of the Ordinary Shares on Euronext Growth do not offer investors the opportunity to trade in meaningful volumes, or with frequency, within an active market. As far as the Company is aware, as of 29 July 2025, being the latest practicable date prior to this announcement (the "Latest Practicable Date"), three shareholders were interested in approximately 70% of the issued share capital of the Company. The concentration of the Company's shareholder base and the lack of free float undermines many of the benefits that quoted companies generally enjoy. In addition, and due to the limited liquidity of Ordinary Shares, small trades in Ordinary Shares can have a significant impact on price and, therefore, market valuation which, the Board believes does not accurately reflect the potential of the business, and which in turn has a materially adverse impact on: (a) the Company's status within its industry; (b) the perception of the Company among its customers, suppliers and other partners; (c) staff morale; (d) the Company's ability to seek appropriate financing or realise an appropriate value for any material future sales or disposals.

Following careful consideration, the Board therefore believes that it is in the best interests of the Company and shareholders to seek the proposed Cancellation in line with the Euronext Growth Rules.

Effects of the Cancellation

In the event that the Resolution (as defined below) is passed and the admission of the Company's Ordinary Shares to trading on Euronext Growth ("Admission") is cancelled, shareholders will no longer be able to buy and sell Ordinary Shares in the Company through Euronext Growth. Accordingly, the Company would no longer be subject to the rules and corporate governance requirements to which companies admitted to trading on Euronext Growth are subject (and accordingly shareholders will no longer be afforded the protections given by the Euronext Growth Rules). Goodbody will cease to be the Company's Euronext Growth Listing Sponsor and broker. However, the Company will remain subject to the Irish Takeover Rules for a period of five years after the Cancellation.

Further details regarding the principal effects of the Cancellation are set out in the Appendix to this announcement.

Transactions in the Ordinary Shares prior to and post the Cancellation

Prior to Cancellation

Shareholders should note that they are able to continue trading in the Ordinary Shares on Euronext Growth prior to Cancellation.

Post Cancellation

The Board is aware that certain shareholders may wish to acquire or dispose of Ordinary Shares in the Company following the Cancellation.

Therefore, the Company has made arrangements for a matched bargain facility to assist shareholders to trade in the Ordinary Shares to be put in place from the day of Cancellation if the Resolution is passed (the "Matched Bargain Facility"). The Matched Bargain Facility will be provided by JP Jenkins. JP Jenkins is a liquidity venue for unlisted or unquoted assets in companies, enabling shareholders and prospective investors to buy and sell equity on a matched bargain basis. JP Jenkins is a trading name of InfinitX Limited and is an appointed representative of Prosper Capital LLP (FRN453007) which is authorised and regulated by the Financial Conduct Authority.

Under the Matched Bargain Facility, shareholders or persons wishing to acquire or dispose of Ordinary Shares will be able to leave an indication with JP Jenkins, through their stockbroker (JP Jenkins is unable to deal directly with members of the public), of the number of Ordinary Shares that they are prepared to buy or sell at an agreed price. In the event that JP Jenkins is able to match that order with an opposite sell or buy instruction, they would contact both parties and then effect the bargain. Should the Cancellation become effective and the Company put in place the Matched Bargain Facility, details will be made available to shareholders on the Company's website at https://www.datalex.com and directly by letter or e-mail (where appropriate).

Following Cancellation, the provision of the Matched Bargain Facility will be kept under review by the Board and, in determining whether to continue to offer a Matched Bargain Facility, the Company shall consider expected (and communicated) Shareholder demand for such a facility as well as the composition of the Company's register of members and the costs to the Company and shareholders. Shareholders should therefore note that there can be no certainty that the Matched Bargain Facility will continue to be in place for an extended period of time following Cancellation although it is the Board's expectation that this will be in place for at least 24 months following Cancellation.

There can be no guarantee as to the level of the liquidity or marketability of the Ordinary Shares under a Matched Bargain Facility, or the level of difficultly for shareholders seeking to realise their investment under the Matched Bargain Facility.

Before giving your consent to the Cancellation, you may want to take independent professional advice from an appropriate independent financial adviser.

If Shareholders wish to buy or sell Ordinary Shares on Euronext Growth they must do so prior to the Cancellation becoming effective. As noted above, in the event that Shareholders approve the Cancellation, it is anticipated that the last day of dealings in the Ordinary Shares on Euronext Growth will be 11 September 2025 and that the effective date of the Cancellation will be 12 September 2025.

Cancellation Process

In accordance with the Euronext Growth Rules, the Company has notified Euronext of the proposed Cancellation.

Pursuant to the Euronext Growth Rules, the Cancellation can only be effected by the Company after securing the resolutions of shareholders in a general meeting passed by a requisite majority, being not less than 75 per cent of the votes cast (in person or by proxy) by shareholders (the "Resolution").

Under the Euronext Growth Rules, the Cancellation can only take place after the expiry of a period of twenty Business Days from the date on which notice of the Cancellation is given. In addition, a period of at least five Business Days following the shareholder approval of the Cancellation is required before the Cancellation may be put into effect. Accordingly, if the Resolution to cancel the Admission is approved, the Cancellation will become effective at 07:00 IST on 12 September 2025.

Voting Undertakings

The Company has received irrevocable undertakings from each of the directors of the Company who owns Ordinary Shares to vote in favour of the Resolution in respect of their own beneficial holdings of, in aggregate, 1,458,774 Ordinary Shares, which represent, in aggregate, approximately 0.78 per cent of the Company's issued share capital as at the Latest Practicable Date.

In addition, the Company has received an irrevocable undertaking to vote in favour of the Resolution from IIU Nominees Limited in respect of the 92,835,565 Ordinary Shares owned by it, representing approximately 49 per cent of the Company's issued share capital as at the Latest Practicable Date.

The Company has also received irrevocable undertakings to vote in favour of the Resolution from Pageant Investments Limited, Mr Nicholas Furlong and Mr Sean O'Driscoll in respect of, respectively, the 18,240,948, 4,812,420 and 20,100,000 Ordinary Shares owned by them, representing, in aggregate, approximately 23 per cent of the Company's issued share capital as at the Latest Practicable Date.

Therefore, in aggregate, the Company has received irrevocable undertakings that represent approximately 73 per cent of the Company's issued share capital as at the Latest Practicable Date.

Extraordinary General Meeting

The Circular, which will be published to shareholders this week, will include a copy of the notice convening the Extraordinary General Meeting to be held at Block V, Eastpoint Business Park, Dublin 3, Ireland on 4 September 2025 at 11 a.m. IST at which the Resolution will be proposed.

Expected Timetable of Principal Events
Publication of the Circular	1 August 2025
Latest time and date for receipt of Forms of Proxy for the EGM	11 am IST, 2 September 2025
Extraordinary General Meeting	11 am on 4 September 2025
Expected last day of dealings in Ordinary Shares on Euronext Growth	11 September 2025
Expected time and date of Cancellation	7.00am IST on 12 September 2025
Matched Bargain Facility for Ordinary Shares expected to commence	By 12 September 2025

EU MAR Information

This Announcement contains inside information for the purposes of EU MAR. The person responsible for arranging for the release of this Announcement on behalf of Datalex plc is Steven Moloney, Company Secretary. The date and time of this Announcement is the same as the date and time that it has been communicated to the media, at 7 a.m. on 30 July 2025.

ENDS

Contact information

Investor Enquiries

Steven Moloney, Datalex plc

+353 1 806 3500

investor.relations@datalex.com

Media Enquiries

Eavan Gannon / Sean Lawless, Sodali

+353 87 236 5973 / +353 85 116 7640

datalex@sodali.com

About Datalex

Datalex is a market leader in airline e-commerce solutions. Datalex's Stellex product suite, launched in 2024, gives airlines the tools they need to drive revenue and profit as digital retailers. Datalex has a strong track record of working with some of the most innovative airline brands worldwide. The Group is headquartered in Dublin, Ireland, and maintains offices across Europe, the Americas, and Asia. Datalex plc is a publicly listed company, on Euronext Growth, Dublin. Learn more at www.datalex.com .

APPENDIX - PRINCIPAL EFFECTS OF THE CANCELLATION

The principal effects of the Cancellation will include the following:

· there will be no formal market mechanism enabling the Shareholders to trade Ordinary Shares, save for the Matched Bargain Facility referred to in the announcement above and in the Circular, and no other recognised market or trading facility is intended to be put in place to facilitate trading in the Ordinary Shares;

· while the Ordinary Shares will remain freely transferable, it is possible that, following the publication of this Circular, the liquidity and marketability of the Ordinary Shares will be further reduced and their value adversely affected (however, as set out above, the Directors believe that the existing liquidity in the Ordinary Shares is limited in any event);

· the Ordinary Shares may be more difficult to sell compared to shares of companies traded on Euronext Growth (or any other recognised market or trading exchange);

· in the absence of a formal market and quote, it may be difficult for Shareholders to determine the market value of their investment in the Company at any given time;

· the regulatory and financial reporting regime applicable to companies whose shares are admitted to trading on Euronext Growth will no longer apply;

· Shareholders will no longer be afforded the protections given by the Euronext Growth Rules, such as the requirement the Company seek shareholder approval for reverse takeovers and fundamental changes in the Company's business;

· the levels of disclosure and corporate governance within the Company will not be as stringent as for a company quoted on Euronext Growth;

· the Company will no longer be subject to the Market Abuse Regulation regulating inside information and other matters;

· the Company will no longer be required to have an independent Euronext Growth Listing Sponsor;

· stamp duty will become due on transfers of shares and agreements to transfer shares unless a relevant exemption or relief applies to a particular transfer; and

· the Cancellation may have personal taxation consequences for Shareholders. Shareholders who are in any doubt about their tax position should consult their own professional independent tax adviser.

The Directors are aware that certain Shareholders may be unable or unwilling to hold Ordinary Shares in the event that the Cancellation is approved and becomes effective. Shareholders should take independent advice about retaining their interests in Ordinary Shares prior to the Cancellation becoming effective.

The above considerations are not exhaustive, and Shareholders should seek their own independent advice when assessing the likely impact of the Cancellation on them.

For the avoidance of doubt, the Company will remain registered in Ireland in accordance with and, subject to the Companies Act 2014, notwithstanding the Cancellation.

[1] Stellex Platform Revenue includes fixed licence revenues, variable transaction fees, managed hosting services and AWS pass-through revenues. These revenues are captured from the moment the customers went live on the Stellex Platform or the previous iteration of the new platform which was referred to as DCP. All other platform revenue is recorded as Non-Stellex.

[2] Adjusted EBITDA is defined as earnings from operations before (i) interest income and interest expense, (ii) tax expense, (iii) depreciation and amortisation expense, (iv) share-based payments cost and (v) exceptional items.

[3] Foreign Currency Adjusted EBITDA is defined as Adjusted EBITDA after the impact of foreign exchange and includes movements on Euro denominated trade receivable balances which were fully provided for at the end of 2019. The comparative figure has changed due to the miscalculation of the FX adjustment relating to this Euro dominated trade receivable balances.