ANNUAL REPORT AND
FINANCIAL STATEMENTS
2025
Citan Hostel, Tokyo, Japan
1
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Contents
3
About Hostelworld Group
4
Hostelworld Timeline
Strategic Report
10
2025 Highlights
12
At a Glance
14
Chair’s Statement
19
Chief Executive Officer’s Review
22
Our Growth Strategy
26
Chief Financial Officer’s Review
32
Hostelworld Culture Code
34
People and Culture
40
Sustainability Report
66
Principal Risks and Uncertainties
77
Viability Statement
79
Section 172 – Statement of Compliance
Governance
92
Directors’ Biographies
96
Corporate Governance Report
113
Nomination Committee Report
123
Audit Committee Report
133
Remuneration Committee Report
155
Directors’ Report
Financial Statements
164
Independent Auditor’s Report
173
Group Financial Statements
177
Notes to the Group Financial Statements
210
Company Financial Statements
212
Notes to the Company Financial Statements
Additional Information
218
Glossary of Alternative Performance Measures
224
Contact and Shareholder Information
226
Definition of Hostelworld Terms
Find us online
This copy of the statutory annual report of Hostelworld Group plc for the
year ended 31 December 2025 is not presented in the European Single
Electronic Format (ESEF) format as specified in the Regulatory Technical
Standards on ESEF (Delegated Regulation (EU) 2019/815). The ESEF
annual report is available at:
www.hostelworldgroup.com/investors/
reports-and-presentations/2026
Website:
www.hostelworld.com
Linkedin:
www.linkedin.com/company/hostelworld-com
2
Overview
|
Hostelworld Annual Report 2025
To help travellers
find people to
hang out with
Empowering a global
community of travellers
to connect, explore, and
create unforgettable
experiences together
The world’s leading
social travel platform
OUR
MISSION
OUR
PURPOSE
OUR
VISION
3
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
About Hostelworld Group
Hostelworld Group plc is a ground-breaking social network-powered Online
Travel Agent (“OTA”) with a clear mission to help travellers find people to hang
out with. Our mission is founded on the insight that most travellers go hostelling
to meet other people. Our platform connects travellers through a range of social
features, including city and hostel chat rooms, AI-powered recommendations,
and event discovery, facilitating real-world interactions before, during and after
their trips.
Hostelworld’s vision is to be the world’s leading social travel platform. Since
launching its social network in 2022, the Group has welcomed over 3.4 million
social members, with engagement growing faster than stays booked. Messaging
volumes grew 81% year-on-year in 2025, and social members book approximately
twice as frequently as non-members, demonstrating the platform’s utility and its
contribution to customer lifetime value.
Our proprietary dataset, spanning over 3.4 million social members, 16 million
chat messages and 17 million bookings since launch, strengthens our ability
to understand traveller behaviour, personalise experiences, and build network
effects that differentiate Hostelworld from generalist OTAs. This data asset,
which is exclusively ours and compounds in value as our community grows,
underpins our AI-powered matching and recommendation capabilities.
Founded in 1999 and headquartered in Ireland, Hostelworld is a recognised
brand with around 270 employees, hostel and accommodation partners across
more than 180 countries, and a growing suite of products including budget
accommodation and Social Passes that extend the platform well beyond the
traditional hostelling category.
Hostelworld has a long-standing commitment to improving the sustainability of
the hostelling industry. The Group has introduced a hostel-specific
Staircase to
Sustainability
framework, accredited by the Global Sustainable Tourism Council,
which helps partners adopt more sustainable practices while giving travellers
clearer information for decision-making. Customers can choose to offset trip
emissions, and for the fifth consecutive year the Group has retained the “Taking
Climate Action” label from South Pole.
1999
2002
2004
4
Overview
|
Hostelworld Annual Report 2025
Our
Journey
Launched our
Hosted our first
Bringing hostel
partners from
around the world
together to learn
and grow
Hostelworld
website
hostel
conference
in Dublin
Hosted our first
HOSCARs
to celebrate
outstanding
hostels
2006
2014
2015
5
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
For
more than 25 years
, Hostelworld has helped shape the future of
travel,
connecting millions of explorers
and inspiring unforgettable
journeys across the globe. What began in Dublin, Ireland has grown
into a vibrant,
socially powered platform
that encourages travellers
to discover the world their own way. This timeline highlights the
milestones, innovations, and community‑driven initiatives
that
have defined our evolution and led us to becoming the
world’s first
social travel network.
Released a
new suite of
• Listed on the
London and Dublin
Stock Exchanges
• Rebranded
Hostelworld to
iOS and
Android apps
Meet the
World
Opened our
Shanghai
office
2017
2020
2021
2022
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Overview
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Hostelworld Annual Report 2025
• Migrated to
• Launched
Roamies
–
a partnership
with G Adventures
the Cloud
Opened a technology
development centre in
• Voted ‘Best
Tech Business
of the Year
2022’ at the
PLC awards
• Launched
Portugal
social
features
on iOS and
Android
Launched
PWA,
a website that feels
just like our app
•
2023
2024
2025
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OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
• Launched hostel-hosted
• Published
Understanding the
carbon impact of
hostels vs hotels,
validating hostels
as more sustainable
than hotels
• Launched
‘Staircase to
Sustainability’
hostel framework
• Celebrated
• Launched our
‘Culture Code’
to define what
makes us ‘us’
Linkups
25 years of
Hostelworld
• Accredited with
Investors in Diversity
Gold Accreditation
• Launched Social Pass,
enabling purchase of
social features access
without a booking
• Launch of
third-party budget
accommodation
• Acquired
a US-based B2B event
discovery platform
M Montreal, Montreal, Canada
10
2025 Highlights
12
At a Glance
14
Chair’s Statement
19
Chief Executive Officer’s Review
22
Our Growth Strategy
26
Chief Financial Officer’s Review
32
Hostelworld Culture Code
34
People and Culture
40
Sustainability Report
66
Principal Risks and Uncertainties
77
Viability Statement
79
Section 172 – Statement of Compliance
Strategic
Report
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Strategic Report
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Hostelworld Annual Report 2025
2025 Highlights
Net Bookings
7.0m
2025:
2024:
7.0m
6.9m
Growth in social network
member messaging
(1)
81%
2025:
2024:
81%
41%
Profit After Tax
€7.0m
2025:
2024:
€7.0m
€9.1m
Total Dividend per Share
(1)
2.4 cent
2025:
2024:
2.4 cent
0.0 cent
“In 2025, we strengthened the
foundations of our social travel platform
and delivered every strategic milestone
we committed to at our Capital Markets
Day – the acquisition of OccasionGenius
Inc., the launch of Social Passes, and
the initial rollout of third-party inventory
to expand accommodation choice in
destinations where we have limited or
no hostel supply.
The growing scale and intelligence of
our social network is increasingly visible
in our metrics. Member messaging
grew 81% year-on-year, driven in part
by AI-powered recommendations that
improve how our members connect,
discover and book, reflecting the
deepening engagement at the heart
of our long-term growth strategy.
The Group delivered adjusted EBITDA
of €19.9 million in 2025, in line with
market consensus. The Board’s
proposed dividend of 2.4 € cent per
share reflects our confidence in the
financial resilience and long-term
growth prospects of the business.“
Gary Morrison
Chief Executive Officer
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OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
(1)
The Group uses Alternative Performance Measures (APMs) which are non-IFRS measures to monitor the performance of its operations and of the Group
as a whole. APM definitions and rationale are provided in Appendix 1 of the Annual Report.
Net Average Booking Value (“ABV”)
(1)
€13.43
2025:
2024:
€13.43
€13.21
Net Revenue
€93.8m
2025:
2024:
€93.8m
€92.0m
Marketing as a %
of Generated Revenue
(1)
48%
2025:
2024:
48%
46%
Adjusted
EBITDA
(1)
€19.9m
2025:
2024:
€19.9m
€21.8m
Adjusted Profit After Tax
(1)
€15.0m
2025:
2024:
€15.0m
€17.4m
Adjusted EPS
(1)
11.91 cent
2025:
2024:
11.91 cent
13.97 cent
Cash
€12.2m
2025:
2024:
€12.2m
€8.2m
Net (Debt)/Cash
(1)
€(1.6)m
2025:
2024:
€(1.6)m
€2.0m
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Hostelworld Annual Report 2025
At a Glance
Connecting youth travellers with people,
places to stay, and events through the
world’s leading social travel platform
OUR MISSION
Help travellers
find people to
hang out with
▶
OUR UNIQUE
PROPOSITION
•
First mover advantage in social travel – no other
platform combines accommodation, social
networking, and event discovery for the youth
travel market.
•
By understanding that youth travellers stay in
hostels and budget accommodation to meet
others, we connect travellers with overlapping
stays across destinations via our iOS and
Android apps.
•
Our social proposition naturally attracts youth
travellers with higher purchase frequencies,
who use the app to make more of their
bookings, and then become passionate
brand advocates.
•
Collectively, our strategy drives new customer
growth, increased customer retention, and a
reduction in marketing costs as a percentage
of generated revenue.
•
The broader youth travel segment represents
a significant and growing addressable market
with similar social travel needs, now
accessible through our expanded suite of
products including budget accommodation
and Social Passes.
•
Three revenue areas now live and scaling:
commissions on directly contracted
accommodation, budget accommodation
via a third-party inventory supplier, and
Social Passes.
•
Our social network grows in value as
it scales, creating a compounding
proprietary data asset that fuels
AI-driven innovation.
1
Source: Wyse Travel Confederation; New Horizons 5 Survey (October 2024)
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
▶
FOCUS ON
SUSTAINABILITY
•
Hostels are more sustainable than
hotels, producing c. 18% of hotels’
Scope 1 and Scope 2 tCO
2
e emissions
on a per bed basis
2
.
•
Our ‘Sustainability Stories’ highlight
hostels making a positive global impact.
•
Recognised with the South Pole
“Taking Climate Action” label for the
fifth consecutive year.
•
Naturally low Scope 1 & 2 emissions;
Scope 3 reduction targets set.
•
Our
Staircase to Sustainability
(“S2S”)
framework, accredited by the Global
Sustainable Tourism Council, assists hostel
partners on their sustainability journey with
20% of hostels now carrying an S2S badge.
▶
OUR HOSTELS
•
80%+ are independent owner operated
businesses and 66% have 50 or fewer beds,
creating intimate, social environments.
•
Dorms and private rooms with large
communal areas encourage connections.
•
Hostel events and excursions foster
meetups, enhanced by hostel ‘Linkups’
on our social platform.
▶
OUR PEOPLE & CULTURE
•
c. 270 team members across 34 nationalities,
averaging 5+ years of service.
•
A global, remote first organisation following
an agile way of working.
•
Progressive global people policies such as
wellbeing, flexible working, and meaningful
life-stage benefits.
•
Investors in Diversity Gold
Accreditation,
the first travel company in Ireland to achieve
this standard, reflects our commitment
to inclusion.
•
Culture Code embeds shared values,
guiding how we work, grow, and
innovate together.
▶
OUR TRAVELLERS
•
c. 80% are 18-35 years old,
a demographic renowned for prioritising
experiences over possessions.
•
65% travel solo, 28% in pairs, perfect for
social connection and adventure.
•
Multi-destination explorers: c. 67%
book within seven days of their stay,
embracing spontaneity.
•
Many are loyal, making multiple trips per year
over a decade, building lifetime value.
•
Travellers love our app, with Trustpilot scores
consistently well ahead of our peer group.
▶
OUR REVENUE MODEL
•
We operate a growing social travel platform,
powered by our proprietary social network
and AI-driven recommendations.
•
Accommodation partners list their inventory
directly on our platform.
•
We earn commission on each booking made
through our platform, with payment terms
varying by inventory type.
•
Budget accommodation, available across
18,000 destinations via a third-party inventory
supplier, extends our offering well beyond
hostels. Following a soft launch in 2025,
we are scaling across additional platforms
and languages throughout 2026.
•
Social Passes provide travellers with time-
bound paid access to our social network,
creating a subscription revenue stream
independent of accommodation bookings.
•
The acquisition of OccasionGenius
Inc. adds a proprietary global
events dataset that enriches the
social platform and strengthens
the Social Pass proposition.
2
Hostelworld: Understanding The Carbon Impact of Hostels vs. Hotels 2nd Edition
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Hostelworld Annual Report 2025
“
Chair’s Statement:
Carl G. Shepherd
AI played an increasingly important role in 2025,
enhancing personalisation across our platform and
helping travellers connect more meaningfully. From AI-
driven recommendations to smarter social interactions,
these innovations strengthened our community and
improved the travel experience, while positioning
Hostelworld to harness the transformative potential
of AI responsibly in the years ahead.
It has been my privilege to serve as Interim Chair
following Ulrik Bengtsson’s departure in September 2025,
and to support the Company through a period of Chair
transition and strategic acceleration. On behalf of the
Board, I would like to extend our sincere thanks to
Ulrik for his service and leadership as Chair and as a
Non-Executive Director.
Having served on the Board as a Non-Executive
Director since 2017, I have seen Hostelworld navigate
multiple phases of reinvention: from the Group’s early
days as a public company, through the strategic reset
led by Gary Morrison and the management team, to
the resilience demonstrated through the COVID-19
pandemic, when the entire travel industry’s priority
shifted from progress to survival. These experiences
have left the organisation with a resilient, start up
mindset that remains one of its greatest strengths. This
mindset continues to drive our strategic execution,
enabling us to build a global community of adventurous
travellers who value unique experiences and the
enduring human connections that define our brand.
Operating Environment and
Strategic Context
Travel markets remained dynamic in 2025, with shifting
customer expectations, rapid digital evolution, and
heightened demand for personalised and community-led
experiences. Against this backdrop, Hostelworld
continued to execute its strategy with purpose and clarity.
As the Group emerged from COVID-19 and the industry
experienced a rapid return to normal trading, Hostelworld
created an entirely new travel category: social travel.
This proposition is centred on helping travellers find
people to hang out with and finding unique experiences
in their chosen destination, creating a differentiated
and defensible position in a market where connection,
experiences and community increasingly shape decision
making. Throughout 2025, this strategy continued to
prove its relevance and long-term growth potential.
At our Capital Markets Day market, management set
out a clear roadmap to scale our social strategy and
accelerate growth by strengthening our platform,
expanding our addressable market, and broadening how
travellers can connect before and during their trips.
Hostelworld’s position at the convergence of travel and
shared experiences gives the Company a distinct role,
particularly for younger and solo travellers seeking
connection and community while travelling. During the
year, the Company made strong progress against the
milestones set out in April, with performance in 2025
reinforcing the Board’s confidence in the strategic
direction of the business.
2025 was a year of renewed
momentum for Hostelworld –
one in which we strengthened
our strategy, invested with
discipline, and leveraged AI to
enhance personalisation and
shape the future of social travel.
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Strategic Progress
Strengthening Our Platform
During the year, we continued to strengthen the product
experience, prioritising earlier and more meaningful
engagement with customers. Our ongoing investment
in the higher-margin Hostelworld app is underpinned
by new features that allow travellers to connect before,
during and after their trips by using and sharing the
Group’s Travel Plans product, which launched in
March 2025, and delivering personalised, AI-driven
recommendations to customers on people to meet and
communities to join.
AI will clearly play a significant role in reshaping travel
discovery and planning, and the Board believes
Hostelworld is well-positioned to benefit from this
evolution. Given the age profile of our core customers
(18-34 years), who are at the forefront of AI adoption in
everyday life, we will continue to invest in responsible
AI capabilities that enhance personalisation while
reinforcing the fundamental value of human connection.
Expanding Our Market Reach
Product Launches
Two major product launches broadened our
market access:
• Social Passes
, launched in November 2025, provides
time-bound paid access to our community and social
features to travellers who may not have booked
accommodation through Hostelworld.
•
Third Party Inventory (3PI)
, launched initially
across 50 destinations in December 2025,
provides customers with access to a wider
accommodation offering, enabling us to serve
customers wherever they choose to travel, most
importantly in those destinations where there are
few, if any, operating hostels.
Integrating OccasionGenius Inc.
The acquisition of OccasionGenius Inc., a US based
event discovery platform, will significantly enhance our
social travel ecosystem by integrating real time event
discovery into the Hostelworld experience. This product
will enrich the social experience by enabling travellers
to discover activities and travel-worthy events that
deepen engagement and foster connection beyond
accommodation. This initiative complements our social
strategy and strengthens our differentiated position in
the travel market.
These initiatives and continued product innovation
represent important building blocks for the Company’s
next phase of growth. Our strategy is firmly focused on
enabling a global community of travellers to connect,
supporting sustainable growth and long-term value
creation for shareholders, as we continue to pursue
our ambition of becoming the world’s leading social
travel platform.
Our People
Our people are at the heart of everything we do,
and attracting and retaining highly talented staff is
essential to achieving the Company’s goals. In 2025,
we achieved our highest ever employee engagement
scores, reflecting a motivated and committed team.
We were also proud to be awarded the ‘
Investors in
Diversity Gold
’ accreditation, placing the Company
among just 34 organisations in Ireland and making it the
first within the travel sector to achieve this recognition.
This external recognition confirms that our people
strategy is aligned with best practice and reflects strong
performance across governance, inclusive leadership,
workforce representation and employee engagement.
Capital Structure and Shareholder Returns
We remain focused on delivering growth and long-term
sustainable value for shareholders, underpinned by a
strong balance sheet and disciplined capital allocation.
In 2025, we maintained a careful approach to capital
allocation, balancing reinvestment in the business with
returns to shareholders.
During the year, we introduced a dividend and
commenced a £5 million share buyback programme,
reflecting confidence in our strategy, operational
performance and growth outlook. These returns were
balanced with continued reinvestment in technology,
product development, and strategic initiatives such as
the OccasionGenius Inc. acquisition.
OccasionGenius Inc. was acquired for an agreed
purchase price of $12.0 million, fully funded by a new
€10.3 million, 3-year term loan facility with Allied Irish
Banks, plc, at an interest rate of 2.0% over EURIBOR.
16
Strategic Report
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Hostelworld Annual Report 2025
Chair’s Statement
continued
At the end of 2025, the Group had a closing cash position
of €12.2 million (2024: €8.2 million) and a net debt
position of €1.6 million (2024: net cash €2.0 million).
We continue to hold an interest-free warehoused debt
facility with the Irish Revenue Commissioners. This
liability will be paid in full by April 2027, in accordance
with the terms of the agreed payment plan.
Building on the Board’s decision to reinstate a progressive
dividend policy, we declared an interim dividend of
0.82 € cent per share for the first half of 2025. This
interim dividend was paid to shareholders on the register
as of the applicable record date, 19 September 2025.
Subject to shareholder approval at the 2026 AGM, the
Board intends to pay a final dividend of 1.58 € cent per
share, which will be paid in May 2026.
In June 2025, the Company announced the
commencement of a £5 million share buyback
programme, authorised under the general share
repurchase authority granted by shareholders at the
2025 AGM on 7 May 2025. The programme is designed
to reduce the Company’s share capital, with all
repurchased shares cancelled. As at year end 2025, the
Company had repurchased and cancelled 3.1 million
shares at a total cost of £3.9 million, with buyback
activity continuing in early 2026 in line with the
programme parameters.
The Board is confident that our approach to capital
allocation positions Hostelworld for sustainable growth
while maintaining flexibility to pursue opportunities
that strengthen our competitive advantage.
Sustainability
We recognise our responsibility to minimise
environmental impact and promote responsible travel,
and the Board remains committed to ensuring key ESG
principles are fully reflected in how the business is run.
Our
Staircase to Sustainability
(“S2S”) framework helps
hostels demonstrate and communicate their sustainability
credentials to customers with clarity and transparency.
A fifth of our hostels now carry an S2S badge, which is
accredited by the Global Sustainable Tourism Council
(“GSTC”). We continue to champion responsible travel
and remain the only OTA represented on the GSTC’s
advisory group for Small and Medium Enterprises.
We also take responsibility for emissions arising from
our own operations. In line with Science Based Targets
initiative criteria, the Company has established reduction
targets, referenced to the baseline years in which they
were first set. Scope 1 and Scope 2 emissions have
reduced by 95% since the establishment of a 2019
baseline. Scope 3 emissions, excluding hostel emissions,
have reduced by 37% since the establishment of a
2023 baseline.
For the fifth consecutive year we retained the South
Pole ‘Taking Climate Action’ label. This independent
recognition reflects our continued commitment to the
robust measurement, management, and reduction of
our carbon footprint. Further details on our sustainability
strategy, performance, and targets are set out in the
Sustainability Report on pages 40 to 65.
Board Changes
In September 2025, Ulrik Bengtsson stepped down
as Non-Executive Chair, having previously announced
his intention to do so in March 2025. I assumed the
role of Interim Chair while the Board continued its
comprehensive process to appoint a permanent
successor, resulting in the appointment, on 30 January
2026, of Marieke Bax as a Non-Executive Director and
member of both the Remuneration and Nomination
Committees. Marieke will assume the roles of Chair and
Chair of the Nomination Committee with effect from
31 March 2026. We extend a warm welcome to Marieke
and look forward to benefiting from her experience,
insight and leadership, as we continue to execute our
strategy and build on the company’s positive momentum.
Full details of the Board changes that occurred during
the reporting period and in the period prior to the date
of signing of this annual report are set out in the
Nomination Committee Report on pages 113 to 120.
Conclusion
2025 saw Hostelworld strengthen its platform and
scale its social travel proposition, focusing on deeper
customer engagement, broader product relevance,
and long-term differentiation within the travel market.
The progress made this year reinforces the Board’s
confidence in the company’s long term direction and
growth prospects.
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Hostel Oasis, Granada, Nicaragua
As we look toward 2026, we will continue to invest with
discipline to enhance the business for the benefit of all
stakeholders. While the full financial contribution of
our new features will build over time, they represent
meaningful platform enhancements and provide a strong
foundation for future growth. Our focus remains on
building the world’s leading social travel platform and
empowering a global community of travellers to connect,
explore, and create unforgettable memories together.
On behalf of the Board, I would like to extend my sincere
thanks to Gary Morrison and the management team
for their leadership, and to all our colleagues for their
dedication and contribution during the year. I also extend
our appreciation to our partners, customers and
shareholders for their continued confidence and support.
Carl G. Shepherd
Carl G. Shepherd
Interim Chair
25 March 2026
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Hostelworld Annual Report 2025
Summer House, Cairns, Australia
19
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Chief Executive Officer’s Review:
Gary Morrison
2025 was a year of two distinct halves – a softer start
followed by meaningful acceleration, with H2 delivering
7% revenue growth and a significant improvement in
marketing efficiency. More importantly, it was the year
in which we laid the strategic foundations for our next
phase of growth. We delivered every milestone we
committed to at our Capital Markets Day: the rollout of
Elevate
, driving higher commission rates; the acquisition
of OccasionGenius Inc.; the launch of Social Passes;
and the initial rollout of budget accommodation.
Underpinning all of this is a social platform that is growing
in both scale and intelligence, with member messaging
up 81% year-on-year, and AI-powered recommendations
increasingly driving how our 3.4 million members
connect, discover and book. Together, these advances
are moving Hostelworld from a transactional booking
engine to a data-led social travel platform, and they
provide a strong foundation for the growth we are
targeting in 2026 and beyond.
Trading and Financial Performance
Overall, 2025 was a year of strategic execution and
significant operational progress, with a notably stronger
performance in the second half of the year. For the
full year, we delivered net revenue of €93.8 million
(2024: €92.0 million), representing a 2% year-over-
year increase (2024: 1% decline). This growth was
underpinned by 7.0 million net bookings (2024:
6.9 million) and a 2% rise in Average Booking Value
(ABV) to €13.43 (2024: €13.21
). Our full-year adjusted
EBITDA reached €19.9 million (2024: €21.8 million), in
line with market consensus and reflecting an EBITDA
margin of approximately 21% (2024: 24%).
Financial momentum accelerated in the second half of
2025, during which generated revenue rose by 7%
year-over-year. This strength was driven by improved
marketing efficiency, with direct marketing costs as a
percentage of generated revenue falling to 45% in the
second half (down from 48% in H2 2024), and the
successful rollout of our marketplace monetisation tool,
‘
Elevate
’. This tool enhanced our effective commission
rate, which increased to 16.7% in the second half
compared to 15.4% in the prior year period.
We closed the year with a resilient balance sheet,
including a closing cash position of €12.2 million
(2024: €8.2 million) and net debt of €1.6 million (2024:
net cash €2.0 million). This financial stability allowed us
to continue our £5.0 million share buy-back programme
and reinstate the progressive dividend, with an interim
payment made in September 2025.
Executing our Growth Strategy
Throughout 2025, we continued to implement our
distinctive social network growth strategy in line with
our mission to help travellers find people to hang out
with. Our social platform uses booking data to create
hostel and city-based chat rooms and enables private
messaging in our iOS and Android apps. Travellers
with overlapping stay dates can connect seven days
before check-in and for one day after check-out, with
city chats organised around themes such as walking
tours and food.
“
In 2025, we delivered every commitment
we made at our Capital Markets Day,
strengthening our social platform,
launching new revenue streams, and
embedding AI across our business,
laying the foundations for the next
phase of Hostelworld’s growth.
20
Strategic Report
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Hostelworld Annual Report 2025
Chief Executive Officer’s Review
continued
Building on this, we began extending social discovery
into the pre-booking phase, allowing travellers to
connect earlier in their journey. Engagement across
the network accelerated meaningfully, driven in part
by the first wave of AI-powered recommendations that
improve the relevance of the people, conversations
and content surfaced to each member. The more our
members interact, the richer the data we generate,
and the better our recommendations become, creating
a self-reinforcing cycle that is increasingly visible in
our growth metrics.
• Social Membership:
By December, the social
community reached 3.4 million members.
• Engagement:
Unique Chat Users grew 18% year-
over-year, Messages between members grew 81%
year-over-year and the number of messages sent
per unique chat user grew 53% year-over-year
(1)
.
• Customer Value:
These customers remain highly
valuable, booking approximately twice as often and
being three times more likely to use the app in the
first 91 days than non-members.
• App Role
(2)
:
63% of total net bednights were sold via
our app (2024: 60%).
Key social features shipped in 2025 included Travel
Plans, launched in May, which lets travellers share
future trips and meet others before booking. Early
results show Travel Plans driving a measurable uplift in
engagement and bookings for cohorts who interacted
with the feature. We also shipped the first wave of
AI-powered recommendations across social, improving
how we suggest people to meet and conversations
to join.
In October 2025, we acquired OccasionGenius Inc. (OG),
a US-based B2B events discovery platform, for an
agreed purchase price of $12.0 million. OG accelerates
our strategy by bringing a structured, global dataset of
events that we are integrating across the Hostelworld
platform, leveraging AI-driven curation to surface the
most relevant experiences to each traveller, to inspire
travel and improve conversion. In November 2025, we
introduced Social Passes, providing time-bound paid
access to our social network for non-booking travellers,
broadening our addressable market.
In December 2025, we launched the integration of
Third-Party Inventory (3PI) within our platform, initially
focused on English language iOS app users across a
(1)
Year-over-year growth rates calculated using the average of the 12 individual monthly growth rates through 2025
(2)
An App bednight is defined by a user opening the App themselves (either organically or via a push notification) and completing the booking and bednight(s)
on the App
limited number of destinations. This extends our offer
beyond hostels so customers can stay with us even
when hostel options are limited. Customers who book
this inventory are automatically connected to our social
network in their destination, accessing city chats and
core social features. Early indications are positive, with
engagement and conversion strongest on searches
with fewer direct Hostelworld results.
Taken together, these developments mark a significant
evolution in what Hostelworld is. We enter 2026 not
simply as a hostel OTA, but as a social travel platform with
three areas of revenues, a materially larger addressable
market, and a proprietary dataset spanning 3.4 million
members, 16 million chat messages and 17 million
bookings, that no competitor can replicate. This data is
the foundation of our AI strategy: as the network grows,
it generates richer signal, which powers better matching,
which attracts more members, compounding our
advantage over time. It also positions us well for the
broader shift we are seeing in how travellers discover
and plan trips – increasingly through AI-powered tools
that favour platforms with deep, structured, social data
over those that offer price comparison alone.
Expanding our Inventory Coverage
In 2025, we continued to grow our directly contracted
hostel inventory. Ongoing enhancements to our
onboarding experience, combined with an expanded
activation team, drove a 28% year-over-year increase
in activation rates, enabling our directly contracted
inventory to reach its highest level since the pre-COVID
period. Complementing this, the December launch
of Third-Party Inventory extends our reach beyond
directly contracted hostels, giving customers access
to a broader range of accommodation options in
destinations where our hostel coverage is limited.
The Linkups platform continues to give hostels a
dedicated way to promote in-house events. In 2025,
we focused on quality and scale, streamlining creation
and management on our platform. Engagement proved
resilient, with around 70,000 live Linkups per month in
the second half of the year and strong customer interest
in hostel-hosted events. We sharpened the proposition
by concentrating on these hostel-hosted events, giving
our partners a more visible way to bring guests together.
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Investing in our Platform
In the first half of 2025, we completed our core services
modernisation programme as planned. We now have
a flexible microservices-based architecture with
application-level on-demand scaling and integrated
off-the-shelf services from our cloud provider. Overall,
this multi-year effort has delivered significant benefits,
including improved monitoring, faster service speeds,
and reduced error rates.
Leveraging our cloud-native architecture enabled us
to hit our 2025 goal of transitioning our infrastructure
to production infrastructure as code. This has helped
eliminate single points of failure and improved scalability
while reducing hosting costs. Our cloud-native
technology stack also provides the foundation for our
AI capabilities, enabling the recommendation engine
that powers social matching, the curation layer that will
surface OccasionGenius Inc. events to members, and
the operational intelligence tools we are embedding
across the business in 2026.
Progressing our ESG Agenda
During 2025 we continued to build on the foundations
established through collaboration with Bureau Veritas
and the Global Sustainable Tourism Council (“GSTC”).
With the
Staircase to Sustainability
(“S2S”) framework
fully operational, our focus was promoting self-
assessment to our hostel partners.
• Adoption:
These efforts delivered a 24% year-over-
year increase in badge adoption, with 20% of all
hostels now carrying an S2S badge.
• Commercial Performance:
Badged hostels now
over-index on conversion and regularly over-index
on price per night.
• Sector Leadership:
Hostelworld remains the only
OTA represented on the GSTC advisory group for
Small and Medium Enterprises.
We continue to focus on reducing our own environmental
impact, working towards reduction targets set in line
with the Corporate Net Zero Standard. I am pleased to
report that for the fifth consecutive year we retained the
South Pole ‘Taking Climate Action’ label.
Employees, Partners, and Communities
2025 marked a significant step in our journey to
become a truly Remote First organisation. We invested
in impactful events like Connections Week, reinforcing
our sense of belonging. These efforts resonated with our
people, as reflected in our highest-ever engagement
scores, placing us ahead of our peer group.
For our hostel partners, we prioritised face-to-face
engagement, hosting major conferences in Tokyo (May)
and Seville (September). In total, the Global Markets team
visited 50 locations during 2025 to gather direct feedback
to inform future product and platform development.
Our commitment to inclusion was recognised with
Investors in Diversity Gold
accreditation, making
Hostelworld the first travel company in Ireland to
achieve this standard. We also deepened our partnership
with Teen-Turn, providing mentorship for young women
in STEM and reinforcing our commitment to building a
more diverse pipeline of future talent.
Summary
2025 demonstrated both the resilience of our business
model and the focused execution of our team. While
the year began against a softer backdrop, the second
half delivered 7% revenue growth, significantly improved
marketing efficiency, and full-year adjusted EBITDA of
€19.9 million in line with market consensus.
Equally important was what we delivered. Every strategic
milestone we committed to at our Capital Markets Day
was delivered:
Elevate
, OccasionGenius Inc., Social
Passes and budget accommodation; and together they
have transformed the platform. We now have three areas
of revenue where there was one, a materially larger
addressable market, and a proprietary social dataset
that grows more valuable as our community expands.
AI-powered recommendations are already strengthening
engagement and will increasingly underpin how we
match travellers, surface events and drive bookings.
We enter 2026 with an expanded set of capabilities, a
resilient balance sheet, and a clear roadmap. I thank our
employees for their commitment and our shareholders
for their continued support.
GaryMoison
Gary Morrison
Chief Executive Officer
25 March 2026
22
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Hostelworld Annual Report 2025
Our Growth Strategy
We have built the world’s leading social travel network, with over
3.4 million social members across 3,000+ city networks globally.
These members are powerful brand advocates, organically sharing
their experiences and amplifying our reach.
Our pioneering social strategy attracts and retains high-value
customers, transforming Hostelworld from a transactional booking
platform into a data-led social travel ecosystem. This builds upon our
existing strengths to deliver value through three key pillars:
The world’s
leading Social
Travel Platform
We empower a global
community of
travellers to connect,
explore, and create
unforgettable
experiences together.
As the network scales,
value compounds,
driving higher
engagement, repeat
usage, and growing
revenue across three
live streams:
directly contracted
accommodation,
budget
accommodation,
and Social Passes.
Authentic traveller
conversations
generate real-time
insights of traveller
intent, creating
AI-ready data for
personalised
experiences and
monetisation.
Accelerate
Growth and
Monetisation
A Unique
Proprietary
Data Asset
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
23
OccasionGenius Inc.
The acquisition of OccasionGenius Inc. significantly accelerates
Hostelworld’s progress towards becoming the world’s leading social
travel platform. By adding a proprietary global dataset of events across
750+ cities updated daily, we give travellers more reasons to connect and
explore together. The planned integration in Q2 2026 will enable travellers
to discover not only a place to stay and people to meet, but also unforgettable
things to do, capturing them at the very beginning of their planning journey
and driving growth in social members and bookings. Combined with our
existing social and bookings data, this creates a powerful and unique
proprietary data asset that deepens our competitive advantage over time.
Social Monetisation
Launched in November 2025, Social Passes represent an important new
revenue stream for Hostelworld, providing travellers with time-bound paid
access to our social network, independent of an accommodation booking.
This broadens our addressable market by opening the platform to the many
youth travellers who may not require accommodation but want to connect
with a community in their destination. With 39% of Social Pass customers
new to Hostelworld, early results demonstrate strong acquisition potential.
The mix is already shifting towards weekly and monthly passes, and we will
continue to scale distribution and optimise pricing throughout 2026.
Amsterdam
Mar 2026
Netherlands
Anyone going to Amsterdam?
Travel Plans
Strategic Report
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Hostelworld Annual Report 2025
24
Third-Party Inventory
Social Network
Launched in Q4 2025, our budget accommodation offering supplements
our directly contracted hostel inventory with third-party accommodation
options sourced via a global inventory supplier, on a non-exclusive basis.
This enables us to serve customers across 18,000 destinations, including
those where hostel inventory is limited, significantly expanding our
addressable market. Customers booking via this channel receive the full
Hostelworld experience, including access to our social network and city
communities, reinforcing the platform’s value and driving social
membership growth.
With over 3.4 million members, our social network enables travellers to
connect with each other prior to their stay through a booking or Social
Pass. They can create their own profiles and let other travellers know they
want to hang out. They have access to hostel social events via Linkups
and can share Travel Plans, allowing travellers to share future trips and
meet others before booking. Social members book approximately twice as
frequently as non-members and are three times more likely to use the app,
and as the network grows, the data it generates becomes richer, powering
better matching and deeper engagement across the platform.
I want to hang out
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
25
Elevate
AI-powered User Experience
Elevate
is our AI-powered marketplace monetisation tool, built upon a machine
learning-enabled hostel ranking system. The tool leverages traveller conversion
patterns, incentivises desired marketplace behaviours and increases
commission rates for specific demand types. Through supporting demand
capture at key moments, Elevate allows hostel partners to respond quickly
and strategically to shifts in seasonality and market dynamics. The effective
commission rate increased from 15.4% in H2 2024 to 16.7% in H2 2025,
demonstrating Elevate’s growing and proven contribution to revenue growth.
Social Media Flywheel
As our social network grows, so does a powerful and authentic form of brand
advocacy. Social members who meet people through our platform,in hostels,
city chats, and at events, increasingly share those experiences with their
own followers. Unlike a generalist OTA, which facilitates a transaction,
Hostelworld facilitates a human connection; and it is that deeper, more emotive
experience that our members share. This organic social amplification raises
awareness of the platform in a way that is both authentic and uniquely ours,
reflecting a proposition that no competitor can replicate, because no competitor
creates the same experience in the first place.
Our priority is deploying AI-powered recommendations across our social
features. Personalisation across the entire travel journey can enhance the
customer experience through recommendations, traveller-to-traveller
matching, increased engagement and predictive hostel recommendations
aligned to each traveller’s evolving social profile and booking behaviour.
26
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Hostelworld Annual Report 2025
Financial Highlights
Net Bookings
7.0m
2024: 6.9m
Generated Revenue
(1)
€93.8m
2024: €91.5m
Net Revenue
€93.8m
2024: €92.0m
Net Average Booking
Value (“ABV”)
(1)
€13.43
2024: €13.21
Direct Marketing as a
% of Generated Revenue
(1)
48%
2024: 46%
Administration
Expenses
€75.9m
2024: €71.8m
Profit for the Year
€7.0m
2024: €9.1m
Basic EPS
5.63 cent
2024: 7.28 cent
Dividend per Share
(1)
2.40 cent
2024: Nil
Adjusted EBITDA
(1)
€19.9m
2024: €21.8m
Adjusted EBITDA Margin
(1)
21%
2024: 24%
Adjusted Profit after Tax
(1)
€15.0m
2024: €17.4m
Adjusted EPS
(1)
11.91 cent
2024: 13.97 cent
Cash
€12.2m
2024: €8.2m
Net (Debt)/Cash
(1)
€(1.6)m
2024: €2.0m
Cash Conversion
(1)
51%
2024: 66%
(1)
The Group uses Alternative Performance Measures (“APMs”) which are non-IFRS measures to monitor the performance of its operations and of the
Group as a whole. APM definitions and rationale are provided in Appendix 1 of the Annual Report.
27
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
“
Chief Financial Officer’s Review:
Caroline Sherry
2025 was a year of resilient financial performance,
characterised by strong ABV expansion, disciplined cost
control, and a strengthened balance sheet, despite
heightened marketing inflation and investment in
strategic acquisitions. Generated revenue increased by
3% to €93.8 million (2024: €91.5 million), supported
by a 2% increase in ABV and continued momentum
in marketplace monetisation through our
Elevate
and
Featured Listings tools.
Adjusted EBITDA of €19.9 million (2024: €21.8 million)
reflects the impact of inflationary pressures in
performance marketing and higher strategic investment
in Product & Technology capability, though second
half financial performance demonstrated meaningful
recovery. The Group remains well-capitalised, with
€12.2 million of cash (2024: €8.2 million), supporting
both our ongoing investment agenda and progressive
capital returns policy.
The acquisition of OccasionGenius Inc. introduces
strategically accretive capabilities across content, event
discovery and social product integration. A strong post
year-end trading start, with ABV up double-digit and
direct margin trending ahead of prior year, provides
confidence in delivering our FY26 growth objectives.
Revenue
Generated revenue, defined as gross revenue net of
cancellations, increased by 3% year-on-year to
€93.8 million (2024: €91.5 million). This growth reflects
a 2% improvement in ABV to €13.43 (2024: €13.21) and
a modest 1% increase in net bookings to 7.0 million
(2024: 6.9 million).
The uplift in ABV was driven primarily by the continued
rollout and optimisation of “
Elevate
”, our marketplace
monetisation tool, which lifted the effective commission
rate from 15.3% in 2024 to 16.2% in 2025.
Net revenue increased by 2% to €93.8 million (2024:
€92.0 million), reflecting deferred revenue movements
and ancillary income streams. Net revenue includes
€0.2 million recognised from OccasionGenius Inc.,
following its acquisition in October 2025.
Operating Profit
Administrative expenses increased to €75.9 million
(2024: €71.8 million), representing a year-on-year
increase of €4.1 million, with the movement driven
by higher direct marketing costs, investment in
strategic growth initiatives and acquisition-related
exceptional costs.
Direct marketing costs increased by €2.8 million to
€45.3 million (2024: €42.5 million), reflecting ongoing
cost inflation across performance marketing channels.
Direct marketing expenditure represented 48% of
generated revenue (2024: 46%).
The Group incurred exceptional costs of €1.3 million
(2024: €nil), relating primarily to professional fees
incurred in connection with the October 2025 acquisition
of OccasionGenius Inc.
Wages and salaries increased marginally to €19.1 million
(2024: €19.0 million), with higher average headcount
(260 employees in 2025 compared with 228 in 2024),
largely offset by lower discretionary compensation.
2025 marked a year of execution
against our strategy, combining
revenue growth, targeted
investment and a renewed
focus on shareholder returns.
28
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Hostelworld Annual Report 2025
Chief Financial Officer’s Review
continued
Cost discipline and robust procurement controls ensured
that other operating costs were maintained at 27% of net
revenue, consistent with the prior year.
Group operating profit for the year was €8.4 million
(2024: €11.3 million), a decrease of €2.9 million
year-on-year.
Adjusted EBITDA totalled €19.9 million (2024:
€21.8 million), with an adjusted EBITDA margin of 21%
(2024: 24%), broadly reflecting the cost dynamics
noted above.
Exceptional Items
Exceptional items are disclosed separately where their
size or nature is considered to be material and relevant to
an understanding of the Group’s underlying performance.
In the current period, the Group recognised €1.3 million
of acquisition and integration costs relating to the
acquisition of OccasionGenius Inc. in October 2025.
These costs relate primarily to professional fees incurred
as part of the transaction.
No exceptional items were recognised in the prior period.
Share‑Based Payment
The Group recognised a share-based payment expense
of €1.5 million during the year (2024: €1.8 million),
relating to awards granted under the Group’s Restricted
Share Unit (“RSU”) and Long-Term Incentive Plan
(“LTIP”) arrangements.
On 24 March 2025, the Group granted 2,093,088 LTIP
awards to executives and selected key employees. All
LTIP and RSU awards are granted as nil-cost options.
During the year, 2,287,540 shares were issued on
1 May 2025 following vesting of the RSU 2022 grant.
Further detail is set out in the Remuneration Committee
Report on pages 133 to 154.
Earnings per Share
Basic earnings per share for the Group amounted to
5.63 € cent (2024: 7.28 € cent), and adjusted earnings
per share amounted to 11.91 € cent per share (2024:
13.97 € cent per share).
Adjusted EPS is an APM of the Group, a key metric
guided to the market and a key element of Executive
Director and senior management remuneration.
Current and Deferred Tax
The Group’s current corporation tax charge was
€0.3 million (2024: €0.3 million), relating to profits earned
in international markets, where tax losses arising in
Ireland cannot be utilised.
The deferred tax charge for the year was €1.1 million
(2024: €1.7 million), reflecting utilisation of a deferred
tax asset (2025: €13.7 million, 2024: €13.8 million)
arising from prior year trading tax losses and interest
relief. This deferred tax asset is being released to
the income statement in line with the utilisation of the
underlying tax losses and interest relief, has no expiry
date and may be carried forward indefinitely.
In connection with the acquisition of OccasionGenius
Inc., the Group has recognised a deferred tax liability
of €1.2 million and a deferred tax asset of €1.0 million
on acquisition. Deferred tax assets are recognised
only to the extent that it is probable that future taxable
profits will be available against which the losses and
credits can be utilised.
Acquisition of OccasionGenius Inc.
In October 2025, the Group acquired OccasionGenius
Inc., a US-based event discovery platform for an
agreed purchase price of $12.0 million (€10.3 million).
The acquisition introduces strategic synergies across
social engagement and product discoverability. An
intangible asset of €9.4 million has been recognised
relating to technology assets of €6.2 million, customer
contracts €0.5 million, and trade name €0.6 million,
and a goodwill balance of €2.1 million.
Net Debt and Financing
At the balance sheet date, the Group reported a net debt
position of €1.6 million (2024: net cash of €2.0 million).
Net debt comprised cash of €12.2 million (2024:
€8.2 million), a new €10.3 million AIB term loan drawn to
fund the OG acquisition and €3.5 million of warehoused
tax liabilities (2024: €6.2 million).
The Group retains access to an undrawn €2.5 million
overdraft facility with AIB.
In the prior year, the Group fully repaid its existing AIB
facilities, which at that time, included a €10.0 million
term loan and a €7.5 million revolving credit facility.
Cash conversion for the year reduced to 51%
(2024: 66%), reflecting an increase in working
capital requirements.
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Debt Warehoused
The Group availed of the Irish Revenue Commissioners’
tax warehousing scheme, under which €9.4 million of
Irish employer taxes were deferred for the period from
February 2020 to March 2022. As at 31 December
2025, the balance remaining under the scheme was
€3.5 million (31 December 2024: €6.2 million).
A structured repayment arrangement with the Irish
Revenue Commissioners commenced in May 2024,
comprising an initial payment of 15%, followed by
monthly instalments over a three-year period to April
2027. The Group continues to comply with, and closely
monitor, all applicable Revenue guidelines governing
the scheme.
Deferred Revenue
Deferred revenue at year end amounted to €3.2 million
(2024: €3.5 million). Of this balance, €3.1 million (2024:
€3.2 million) relates to bookings made under the Group’s
free cancellation policy, where customers retain the
right to cancel and receive a refund. The remaining
balance relates to deferred revenue associated with the
Featured Listing and
Roamies
products. The deferred
revenue balance is expected to unwind during 2026.
Development Labour
Hostelworld continues to prioritise innovation and invest
in its platform and capabilities. Capitalised development
labour increased to €7.6 million (2024: €5.5 million),
supporting delivery of strategic initiatives, including the
launch of the Travel Plans pre-booking feature, the
introduction of social passes as an initial step in
monetising the social platform, the completion of a
multi-year modernisation programme for our core
technology infrastructure and the integration of
third-party inventory.
Development labour capitalised during the year
comprised €5.5 million (2024: €3.7 million) of
internal staff costs and €2.1 million (2024: €1.8 million)
relating to external contractors engaged for specialist
technical expertise.
Impact of New Accounting Standards
New accounting standards and amendments adopted
during 2025 did not have a material impact on the
Group’s financial position or performance.
The Group is currently assessing the impact of IFRS 18
Presentation and Disclosure in Financial Statements,
which is effective for annual periods beginning on or
after 1 January 2027 and will be applied retrospectively.
IFRS 18 will introduce changes to the presentation and
disaggregation of income and expenses and will
require non-IFRS KPIs (alternative performance
measures) to be included within the audited financial
statements. The Group welcomes the introduction of
IFRS 18, which is expected to enhance the clarity,
consistency and transparency of financial reporting for
investors, and will continue to monitor its impact as
implementation approaches.
Investor Relations
The Group maintains a proactive and transparent
investor relations programme, designed to ensure
regular, open dialogue with shareholders and the wider
investment community. Annual and interim results,
together with quarterly trading updates, are supported
by detailed presentations, webcasts and conference
calls, providing stakeholders with timely insight into the
Group’s performance and outlook.
In April 2025, Hostelworld hosted a Capital Markets Day
to provide investors and analysts with a detailed update
on the Group’s growth strategy, financial priorities, and
medium-term outlook. The event included presentations
from the executive team on strategic initiatives, product
development, sustainability targets, and operational
performance. It also offered an opportunity for direct
engagement and Q&A with investors, reinforcing
transparency, the Group’s long-term value proposition,
and its commitment to sustainable growth.
In May 2025, the Company held its Annual General
Meeting (“AGM”), with facilities in place for shareholders
to submit questions to the Board in advance. Full details
of the AGM and voting outcomes were published on the
Company’s website.
30
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Hostelworld Annual Report 2025
Chief Financial Officer’s Review
continued
Throughout the year, members of the management
team engaged in a series of investor roadshows and
conferences, meeting with existing and prospective
investors and analysts. These engagements provided
valuable opportunities for focused discussion and
direct feedback, which the Group considers carefully
to ensure its investor communications remain relevant,
clear and aligned with market expectations.
Share Buyback
On 19 June 2025, the Group announced a £5 million
share buyback programme and by year-end had
repurchased and subsequently cancelled 3,061,809
ordinary shares for a total cost of £3.9 million. The
programme is expected to be completed on or before
the 2026 Annual General Meeting.
Dividend
The Board reinstated a progressive dividend policy
targeting a payout ratio of 20%–40% of adjusted profit
after tax, in line with the capital allocation framework
outlined at the Capital Markets Day on 29 April 2025.
The Board is recommending a final dividend of
1.58 € cent per share, bringing the total dividend for
the year to 2.40 € cent per share.
Subject to approval by shareholders at the Annual
General Meeting on 6 May 2026, the final dividend
wil be paid on 12 May 2026 to shareholders on the
register at the close of business on 17 April 2026. The
shares will be marked ex-dividend on 16 April 2026.
Caroline Shey
Caroline Sherry
Chief Financial Officer
25 March 2026
31
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Hacienda Venecia, Manizales, Colombia
32
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Hostelworld Annual Report 2025
What makes us ‘us’
We have a shared love of travel
Hostelworld was founded on a deep understanding of the opportunities that travel
offers, and a passion to modernise the hostel category. That dedication is still with
us to this day. 25 years in, we feel we’re at the early days of what’s possible in
connecting travellers and inspiring adventurous minds through travel.
Central to this, at the heart of Hostelworld, are our people. Those who succeed here
contribute to building and supporting an open, friendly, and fun culture.
We combine a startup spirit with experience
We’ve learned through experience how to combine the best aspects of a startup
culture, scrappiness and agility, with the discipline of maturity.
We are scrappy
We thrive on a blend of startup energy and seasoned wisdom. Our agility allows us
to embrace change, even when it feels a bit chaotic, and to respond quickly to the
evolving needs of our travellers. We’re always listening and ready to pivot.
Our Hostelworld
Culture Code
Our mission is to help travellers find people to hang
out with
We understand the power of travel; the joy to be found in broadening our horizons
through experiencing new places and meeting new people. We understand that
for many travellers the journey and the people met along the way are often more
important than the destination.
It’s the same for our team. We deliver innovation while also enjoying how we deliver
interesting things – our journey together matters!
When at work, we want our people to gain as much experience as possible, to
learn and grow, to feel like they are part of something, and to make meaningful
connections with others they meet along their way.
Our culture code defines
who we are.
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OVERVIEW
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ADDITIONAL INFORMATION
We love data
Data guides everything we do. While intuition might spark an idea, it’s our
dedication to data that drives our decisions and ensures our success. We believe
in grounding every discussion and action in facts.
We are resourceful
Resourcefulness is in our DNA. We are proud to be a relatively small company with
big ambitions. We believe having smaller teams helps us to focus on what matters
most, to build camaraderie, enable action and to keep us connected to our mission.
We are intentional about where we invest
We invest strategically. Frugality isn’t just a policy; it’s a core value that allows us to focus
our resources on what matters. We empower highly skilled, agile teams to deliver
high-impact projects.
We keep it simple
We like the simplicity that our size makes possible; we value knowing everyone’s name;
we don’t want to feel like a small cog in a big machine.
We do the right thing
Above all else we approach everything with decency.
We do the right thing by our people, customers, partners and planet
We care – we care about our people, our customers, our partners, and our planet. This
shows through our approach to our people strategy, our sustainability commitments, and
the way we work with our hostel partners and for our customers.
We set the bar high and trust through transparency
We share A LOT. The level of transparency here might feel rare to some. We gain trust
by being open about our plans and our progress. We celebrate when things are on track,
and we don’t hide from the numbers when we need to course-correct.
Being agile doesn’t mean we compromise on quality. Doing the right thing means being
dogged in our pursuit of excellence. We set the bar high and are very delivery focused;
which means we expect a lot from each other so we can deliver on our commitments.
Lastly…the journey is never boring!
Our work is fast-paced and wide-ranging, offering both challenges and
rewards. We thrive on adapting to change, and we recognise that the constant
learning opportunities in this anything-but-routine environment are key to our
engagement at work and our personal and professional growth.
Whatever happens, I am always learning
”
“
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“
Our People and Culture
2025 was a year where we continued to shape what
it means to be a truly remote first organisation.
Across every team and location, our people
embraced new ways of learning, collaborating, and
supporting one another, all grounded in our shared
behaviour of growing others. Their energy and care
for our mission – helping travellers find people to
hang out with – remained constant, and as we look
ahead, we remain focused on nurturing a culture
where everyone can develop, connect, and do their
best work.
Total Group Employees in 2025
(1)
269
Ireland
Portugal
Others
131
88
50
Gender Representation
No. of Nationalities
Average Length of Service
49%
Female
34
5
years
Average Age
Volunteering Hours
51%
Male
38
344
(1)
FTE count on 31 December 2025.
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Culture and Engagement – Remote First,
AI Native
2025 was a year of continued progress for Hostelworld
as we evolved how we support, connect, and grow our
people across an increasingly global and distributed
organisation. As our footprint expands and our ways of
working mature, our focus remains on nurturing a culture
where everyone feels a deep sense of belonging,
purpose, and possibility. Our people once again
demonstrated remarkable adaptability, curiosity, and
commitment, and their collective energy has shaped
another year of meaningful cultural development.
Last year, we introduced our Culture Code, a clear
expression of who we are and what we value. The
response across the company was overwhelmingly
positive, with colleagues recognising themselves in the
language, priorities, and spirit of the Code. In 2025, our
focus moved from launching the Code to embedding it.
We brought it to life in the subtle, everyday ways
culture becomes real: through onboarding rituals, team
practices, shared decision making, and the choices
people make about how they show up for one another.
The Culture Code continues to act as a compass for
how we collaborate, support each other, and build a
workplace grounded in openness and respect.
This year also marked another step forward in the
evolution of how we work as a Remote First, increasingly
AI native organisation. This shift is more than a workplace
strategy; it reflects our intention to combine the
flexibility of distributed work with the connection and
creativity that define our culture. AI-enabled tools and
ways of working have begun to support our teams in
practical ways, simplifying processes, enhancing
learning, and freeing people to focus on high value work.
This approach is grounded in the principles developed by
the People Team to ensure that AI is used thoughtfully,
safely, and in ways that support human judgment rather
than replace it.
Becoming Remote First continued to shape how we
build connection across time zones and cultures. We
invested in onboarding and learning experiences that
help every new colleague feel welcomed, supported,
and equipped to succeed from day one, regardless of
where they are based. These blended approaches
have become an important expression of our culture:
practical, inclusive, and focused on giving people the
tools and confidence to thrive.
Our Behaviours
We want to create a workplace where everyone can
make a meaningful impact on the business while
continuing to grow, both personally and professionally.
We foster behaviours that empower every team member
to do their best work, thrive in their roles and contribute
to our shared success. These behaviours are embedded
throughout the employee lifecycle – from recruitment
and performance development to recognition and
reward. To support continuous growth, we actively
encourage peer feedback, with each employee
assessed against our five core behaviours as part of
regular performance development discussions.
Grow Others
Master It
Collaborate
Adapt
Deliver
We fundamentally believe
that investing in growing
others benefits everyone,
whether it’s helping them
develop hard or soft
skills. We want learning
and growing to be part of
our DNA to help make us
a better team, together.
We are obsessed with
our area of expertise and
enjoy developing our
skills. We rarely take
things at face value; we
investigate, interrogate
and always look for ‘the
why,’ and wherever
possible, we use data to
find the best solution.
We are in it together; for
the tough stuff and the
celebrations too. To
achieve the best results,
we need expertise from
all areas of the
organisation, and we
wholeheartedly welcome
diverse thinking.
We work fluidly, adapting
to new information and
the evolving environment
while staying committed
to our goals. Innovation
and experimentation fuel
our projects and we’re
never afraid to pivot.
Our focus is always on
the end result; we value
outcomes over activity.
We collaborate to deliver
work at speed without
dropping any of our
other behaviours.
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Wild Rover, Cusco, Peru
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Our People and Culture
continued
Grow Others
Our approach recognises that development is not
confined to formal programmes; it happens in the flow
of work, through shared problem solving, and in the
informal interactions that help people build confidence
and capability.
This year, we invested in high impact in person
onboarding and learning events that provided moments
of energy and connection for colleagues joining from
across our global locations. These were complemented
by expanded remote-first development opportunities
that help ensure learning is accessible to everyone,
wherever they work. Connections Week in October was
a standout moment – a dedicated space for colleagues
to come together for education, conversation, and
shared experiences. The engagement across teams
demonstrated the appetite for ongoing growth and
connection that continues to shape our culture.
Our partnership with
Grow Remote
added further
depth to how we support colleagues in a distributed
environment, helping us to offer social and learning
experiences tailored to the needs of remote workers.
These efforts play an important role in strengthening
the community experience within our organisation.
While Remote First is now our default, we continue to
value the unique power of in person interaction. Our new
Dublin office has quickly become a place of energy and
collaboration – a physical anchor for workshops, cross
functional planning, problem solving, and moments of
celebration. It complements our distributed model by
offering a shared environment for the kind of deep
connection that benefits from being together.
Across the year, we saw our learning culture strengthen
further. Employees continued to seek out opportunities
to build capability, and we supported this through
structured programmes, peer learning, and manager
development. Leadership capability remained a priority,
grounded in the understanding that effective leadership
is essential in a distributed environment. Our mentoring
ecosystem also flourished, providing colleagues with
meaningful opportunities to learn through reflection,
shared experiences, and cross-team connections.
Our Values
Our five core values shape how we work together and
how we connect with the world around us. They sit at
the heart of our culture, guiding our decisions through
both successes and challenges – and they’ve helped
carry us through more than 25 years of building and
growing the business.
Think Customer:
We put the customer first and we are
on their side in everything we do. We always aim to
delight and surprise, aim to anticipate and fulfil their needs,
and deepen our engagement at every opportunity.
Building a Better World:
We use our collective energy
every day to promote understanding in our world by
enabling individual journeys of discovery, adventure
and meaning. We have made sustainability a central
pillar in our strategy. We value and promote equality,
respect and diversity to help inspire a better world.
Community Spirit:
We are the social network and the
social app. We bring people together from all over
the globe, inspiring energy, passion and curiosity. Our
unique community spirit empowers us to help build
collaboration, openness and honesty.
Be Bold, Be Brave, Be Adventurous:
We allow our
passion to drive our ambition. We encourage our
people and our group strategic thinking to be fearless.
We embrace change as a path to success.
Keeping it Simple:
We use simplicity and smart
thinking to be agile and improve everything we do.
Engagement
These collective efforts were reflected in our employee
engagement results, where we achieved our highest
scores to date. Participation remained consistently
strong, and our overall engagement score exceeded the
benchmark for similar companies. While we view these
results as encouragement rather than an endpoint, they
demonstrate that our people feel connected to our
mission, supported in their work, and aligned with the
values we have worked hard to articulate and embed.
The depth of insight we gain from engagement is an
important input into our People strategy. These results
help us understand where our culture is strongest
and where we need to continue investing to ensure
Hostelworld remains a place where people can do
meaningful work, build lasting connections, and grow
their careers.
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Our People and Culture
continued
Inclusion, Engagement and Diversity
Our commitment to inclusion and belonging continues
to be one of the foundations of our culture. In 2025,
we were proud to receive
Investors in Diversity Gold
accreditation, making Hostelworld the first travel
company in Ireland to achieve this recognition. The
accreditation reflects the work taking place across
our organisation to embed equitable practices, ensure
people feel respected and valued, and foster a culture
of belonging for all.
As part of our commitment to transparency and
progress, we published our 2025 Irish Gender Pay Gap
Report, which outlines the structural factors influencing
our pay gap and reflects the actions we continue to
take to broaden representation across our business.
We are proud of the work underway in Ireland and in
all the locations where we operate to support diverse
career pathways, strengthen our talent pipelines, and
ensure equitable access to opportunities. While closing
the gap requires sustained effort, we remain committed
to creating an environment where all colleagues can
grow, develop, and thrive.
Our People Dashboard
Male
Female
Total
Male
Female
Executive Directors and Executive Leadership Team (“ELT”)
6
2
8
75%
25%
Senior Leadership Team (Direct Reports of ELT)
13
18
31
42%
58%
Other Employees
118
112
230
51%
49%
Total employees, excluding NEDs
(1)
137
132
269
51%
49%
(1)
The above table is populated with reference to FTEs as at 31 December 2025.
We continued to partner with organisations that align with
our values. Our collaboration with Teen Turn remained
a highlight, offering young women from underserved
communities meaningful exposure to STEM careers.
Through the Teen Turnship programme, students gained
hands-on experience across our People, Global Markets,
Finance, and Technology teams. Their curiosity and
enthusiasm brought renewed energy to our teams, and
we remain committed to supporting the next generation
of women in technology.
In 2025, Hostelworld was awarded the
Investors in Diversity Gold
accreditation
by the Irish Centre for Diversity, an independent recognition of our commitment to
embedding inclusion, engagement and diversity into every aspect of our business.
This accreditation followed a rigorous, evidence-based
assessment of how inclusion is led from the top and
lived across the organisation. It examined our leadership
commitment and the way our inclusion, engagement
and diversity policies are integrated into the business,
including recruitment, progression and retention planning.
It examined how we use data to inform decision-making
and how we positively influence those around us from
how we lead our teams to how we connect with travellers
and partners worldwide. We are particularly proud that
the assessment recognised our willingness to engage
in challenging but necessary conversations, including
spotlighting Africa’s first LGBTQ+ inclusive hostel,
reflecting our belief that inclusion should be visible,
authentic and global.
For us, this accreditation is more than a badge. It is
validation that we show up for one another every day
and that we are building a culture where every team
member feels respected, supported and valued for who
they are.
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Supporting
Our People
We have provided an overview of some of our
key policies to support the needs of our people.
Wellbeing Leave Policy
encourages employees to
take up to three days leave to focus on their mental and
physical health, in addition to our Annual Leave policies.
Volunteering Leave Policy
allows employees 5 days
volunteering leave per year to engage with and
contribute to their communities to share their time
and talents with recognised charities.
Agile Working Policy
supports flexible work
arrangements and enables employees to work in
ways that suit their roles and personal circumstances
while maintaining productivity.
Individual policies for Fertility, Parental, Maternity,
Paternity/Adoptive and Surrogacy Leave
offer
competitive leave to those growing their families.
Menopause at Work Policy
offers support and
accommodations for employees directly or indirectly
experiencing menopause, aiming to foster an
understanding and inclusive workplace.
Domestic Violence Leave Policy
offers up to 10 days
leave to employees affected by domestic violence or
supporting a dependent, for their safety and well-being.
Compassionate Leave Policy
allows employees to
take leave during difficult personal times, such as the
loss of a loved one, as well as up to 15 days leave for
those affected by pregnancy loss.
Working from Abroad Policy
allows employees to
work from other locations for up to 30 working days
per year, giving them an opportunity to combine travel
and work, under certain conditions.
Career Break Policy
allows employees to take up to one
year extended unpaid leave for personal development,
travel, or other significant pursuits, with a path to return
to their role.
In addition to the above we also have policies to support
learning, working from home, wellbeing, wedding leave,
equal opportunities, inclusion and diversity, dignity
and respect. We also ensure supports when things
aren’t going well, such as sick leave, grievances and
disciplinary issues.
This year also saw us deepen our connection to the
social impact work being carried out by our hostel
partners. Through internal storytelling, spotlight sessions,
and knowledge-sharing events, we highlighted initiatives
that align closely with our values – from LGBTQ+ inclusive
hostels creating safe and welcoming spaces, to operators
championing environmental sustainability, to hostels
providing education and community development
programmes. These stories remind us that hostelling
has a unique role to play in building a better world, and
that our platform has an important role in elevating
impact across the global hostel community.
Employee Wellbeing
Supporting our people remains central to how we build
a sustainable and engaging workplace. Throughout
2025, we continued to evolve our suite of progressive
policies designed to support employees at different life
stages and during important personal moments. These
policies reflect our commitment to wellbeing, inclusion,
and flexibility, and remain key differentiators for
Hostelworld within the Irish PLC landscape.
Our wellbeing, agile working, family leave, menopause,
domestic violence, compassionate leave, working from
abroad, and career break policies continued to provide
meaningful support to colleagues across our global
workforce. As we grow into new countries and adapt
to evolving ways of working, we remain focused on
ensuring these policies continue to reflect the needs
of our people, offering practical and equitable support
across all the countries in which we operate.
Conclusion
As we look back on 2025, what stands out most is the
collective effort to build a workplace where people can
learn, connect, and belong – no matter where they are in
the world. Our culture continued to strengthen, our
people continued to grow, and our commitment to
inclusion and responsibility deepened. This progress
reflects the dedication of people managers across the
organisation and the thoughtful work of our People Team,
whose partnership has been instrumental in bringing our
culture to life. With these foundations in place, we look
ahead to 2026 with optimism, confident that our people
and our values will continue to guide our growth and the
positive impact we can make together.
Bay McCabe
Barry McCabe
Chief People Officer
25 March 2026
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“
Sustainability at Hostelworld
Our sustainability strategy is built on two clear priorities.
First, we are committed to doing business the right way
by carefully selecting our partners and actively managing
our own environmental footprint. Through agile ways of
working, smaller and more environmentally conscious
co-working spaces, and a fully cloud-hosted technology
platform, we have reduced our Scope 1 and 2 emissions
to nominal levels and are committed to maintaining a
low-impact operating model.
Second, we celebrate the inherent sustainability of the
hostelling industry and work closely with our supply
chain to drive practical improvements through our
‘
Staircase to Sustainability
’ framework. By supporting
partners to optimise and communicate their sustainability
efforts, we enable travellers to make more informed
choices and to discover the most sustainable travel
options available on our platform.
Operating Responsibly
We continue to manage our environmental impact
rigorously. In 2025, Scope 1 and 2 emissions were
kept below 30 tCO₂e and we have reduced Scope 3
emissions by 37% compared to the 2023 base year,
driven by our strict supplier alignment. This reduction
has us on track to meet our 2035 goal.
Scope 3 emissions currently exclude the impact of
emissions associated with hostel stays. As a digital
marketplace, Hostelworld does not own, operate, or
manage the hostels booked through the platform, nor
does it directly affect how these services are used.
Given this lack of operational control and the current
methodological uncertainty in the greenhouse gas
(1)
Hostelworld and Bureau Veritas: Understanding The Carbon Impact of Hostels vs. Hotels 2nd Edition
(“GHG”) Protocol regarding such emissions, we have
prudently excluded them from our calculations while
awaiting further global regulatory clarification.
Over 85% of purchased consumables now come from
suppliers with Net Zero or SBTi-aligned targets, with a
target to reach 90% by 2026. Our agile ways of working,
cloud-hosted technology, and low-carbon workspaces
continue to reduce operational emissions.
In 2025, Hostelworld maintained its Silver “Taking Climate
Action” label from South Pole for the fifth consecutive
year. This label is approved by CO
2
Logic and validated
by Vinçotte (Member of Group Kiwa), an independent
third-party auditor, with whom Hostelworld does not
have any engagement.
We have enhanced our carbon offset offerings, enabling
customers to take responsibility for emissions associated
with their hostel stay through our partnership with our
designated offset provider. All of our Hostelworld events
were climate-neutral, including our hostel conferences
in Tokyo and Seville.
ESG governance is embedded across the business.
Monthly ESG Steering Committee meetings and updates
at every Board meeting ensure progress is monitored.
Furthermore, the ESG Steering Committee maintains
a regular slot at company townhalls, encouraging
participation and transparency across the organisation.
Supporting Sustainable Hostels
Hostels are naturally low-carbon, producing over 80%
less Scope 1 and 2 carbon than hotels
(1)
.
A longstanding guiding principle at Hostelworld
is ‘Building a Better World.’ We want to do the
right thing because we care about our people,
our customers, our partners, and our planet.
This year, our ESG programme has delivered
measurable progress while strengthening our
culture, operations, and supply chain.
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Our Products
As a result of the ‘
Staircase to Sustainability
’ framework,
customers can identify the most sustainable hostels.
While hostelling is a sustainable travel choice, there
are certain emissions that are hard to avoid. We allow
our customers the option to take responsibility for the
emissions associated with their hostel stay, in partnership
with CarbonClick.
Sustainability-focused hostel activities can be booked
by our customers via the Linkups product on our
platform. These events, curated by the hostels, allow
customers the opportunity to become involved in the
local environment and community.
We share educational content on our website and our
social media platforms, on important topics such as
accessibility, inclusivity and diversity.
People and Culture
Our people remain at the centre of our ESG strategy.
In 2025, Hostelworld achieved Gold accreditation from
the Irish Centre for Diversity, making us one of only 34
companies in Ireland to hold this distinction. We were
also proud finalists for the National Diversity Awards
and Business & Finance DEI award.
We continue to invest in skills and opportunity. We
partnered with Teen-Turn to host a third-level internship
and five secondary-level placements.
Our employees contributed 344 hours of volunteering,
supporting initiatives tied to World Tourism Day and
responsible travel.
We continue to enhance policies supporting wellbeing,
inclusivity, and equity, covering domestic abuse,
fertility, surrogacy, and menopause, and also
delivered educational content on accessibility,
diversity, and inclusivity.
Further detail on Our people is set out within ‘Our People
and Culture’ on pages 34 to 39.
Caroline Shey
Caroline Sherry
Chief Financial Officer and
ESG Steering Committee Chair
25 March 2026
Located in Medellín’s Comuna 13, Hostal
del Cielo uses tourism to drive economic
opportunity and community engagement in
a historically overlooked neighbourhood.
The hostel was born from a single moment of trust when
founder Thomas Quintreau-Musci, a French backpacker,
accepted an invitation to stay with a local family in
Comuna 13. This experience challenged social stigmas
and inspired a mission to turn budget accommodation
into a vehicle of social equity.
Their ‘Call me Mami’ initiative is particularly impactful,
empowering single mothers to convert their homes
into guesthouses for long-term financial independence.
This focus on entrepreneurship has seen tangible
success, such as guests helping a local family launch
an art studio selling drawings by young local artists.
The hostel serves as a community hub, distributing
solidarity baskets, hosting Sancocho soup events
where travellers and volunteers cook for the local
residents, as well as hosting holiday celebrations for
neighbourhood children.
SUSTAINABILITY
STORY
Empowering the local community:
Hostal del Cielo, Colombia
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Some ESG Highlights:
(1)
Scope 3 emissions excludes the impact of emissions associated with hostel stays. Further detail is set out on page 65.
Inclusion, Engagement
& Diversity
▶
Achieved Gold accreditation from the Irish
Centre for Diversity, becoming one of only 34
companies in Ireland to reach this milestone.
▶
Shortlisted for Company of the Year and
Advancing Allyship and By-Stander at the
National Diversity Awards Ireland.
▶
Finalist in the Diversity, Equity & Inclusion
award at the Business & Finance Awards.
▶
Hosted an International Women’s Day
workshop in Dublin and virtually for other
locations, focusing on building personal
brand and career development.
▶
Ran a Men’s Health awareness initiative during
November, including a webinar and mini-
series, supporting Movember fundraising.
▶
Continued our quarterly fireside discussions
with team members and hostels leading the way
in ESG, highlighting inclusion and best practices.
▶
Embedded diversity initiatives into recruitment,
development, and recognition processes, with
ongoing monitoring of gender, nationality,
and role diversity across the Group.
Community Engagement
& Education
▶
Employees contributed 344 volunteer hours
to support community initiatives.
▶
Partnered with Teen-Turn to provide internship
opportunities: one eight-week placement for
third-level students and five two-week
placements for secondary school students.
▶
Re-ran the annual World Tourism Day
Competition, sending one employee to
South Africa to co-host an Eco-Pride event
at Africa’s first LGBTQ+ inclusive hostel.
Climate Action &
Environmental Sustainability
▶
Awarded the Silver ‘Taking Climate Action’
label for 2025 by South Pole, marking five
consecutive years of recognition.
▶
Conducted sustainability assessments with
our top three suppliers to enhance supply
chain ESG performance.
▶
Maintained Scope 1 and Scope 2 emissions
below 30 tCO₂e, achieving our annual target.
▶
Reduced Scope 3
(1)
emissions by 37%
compared to the 2023 base year, well
progressed towards our 2035 target of a
37.5% reduction.
▶
Badged over 2,500 hostels through our
‘Staircase to Sustainability’
framework,
promoting environmental and operational
best practices.
▶
Enhanced the customer carbon offset
experience for hostel stays, allowing
guests to easily offset emissions in
partnership with CarbonClick.
▶
Invested in carbon offset projects to
neutralise emissions from employee and
hostel delegate travel to international
conferences in Tokyo and Seville.
▶
Launched a new series of Sustainability
Stories to highlight the incredible work of
our hostels, and to educate employees
and customers on responsible travel and
environmental best practices.
▶
Promoted responsible travel at the annual
HOSCAR awards, including three ESG-
focused award categories.
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Empowering hostels. Informing travellers. Driving meaningful change
Staircase to Sustainability
Making sustainable travel easy –
for hostels and travellers
What is it?
Hostels have long been leaders in low-impact, community-driven travel. The
‘
Staircase to Sustainability
’ framework builds on this by helping hostel partners
review, strengthen and showcase the positive impact they make on the planet,
local culture and communities.
Designed specifically for hostels, the framework turns everyday good practice
into visible, trusted progress — making it easier for travellers to choose
sustainable stays.
How it works
Built in line with Global Sustainable Tourism Council (GSTC) criteria, the framework
is structured around four pillars:
Sustainability
Management
Socio-Economic
Impact
Cultural
Impact
Environmental
Impact
Tracking, measuring and
reporting sustainability
efforts
Supporting people, fair
opportunities and local
communities
Protecting cultural
heritage and promoting
respectful engagement
Reducing environmental
impact through
conservation and
sustainable practices
Hostels progress through four levels – from Getting Started to Industry Leaders
– with Level 3+ hostels achieving GSTC certification.
•
2,500+ hostels badged
since launch in Q1 2024
• Hostels actively improving
practices and moving up
the
Staircase
.
• Strong traveller demand
for badged hostels –
sustainability matters to
our community
Results so far
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Sustainability
continued
Opened in Cape Town in 2025, Soul Fam Hostel
is Africa’s first LGBTQ+ inclusive hostel, proving
that hostels can be vital safe havens that
empower travellers to be their most courageous
and authentic selves.
Founder Chase King, created the space after 20 years of
solo travel, during which he rarely found environments
that truly embraced his identity. Built on the principles
of radical inclusion, Soul Fam Hostel is a place where
everyone can be their whole self and form genuine
connections with other travellers and the local community.
The hostel features all-gender bathrooms, inclusive
signage, pronoun pins as well as staff training rooted in
intersectionality. They prioritise partnerships with local,
queer-led businesses for walking tours, workshops and
volunteer opportunities. To foster connection, they host
weekly events like storytelling nights, yoga and
braai
,
which help guests form genuine bonds that go beyond
small talk.
SUSTAINABILITY
STORY
Designing radical belonging:
Soul Fam Hostel, South Africa
Desti Youth Hostel, Guangzhou, China
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TCFD Report
We have identified and assessed our climate-related risks and opportunities and continue to monitor and embed the
identified impacts within our governance, operations, strategic model and risk management framework.
Listing Rule 9.8.6R Compliance Statement
Hostelworld Group plc has complied with the ‘comply or explain’ requirements of LR 9.8.6R by including climate-related
financial disclosures in this section (and in the information available at the locations referenced therein) consistent
with the TCFD recommendations, relating to the parts of the business over which Hostelworld Group plc has
operational control.
Overview of compliance with recommendations
The below table summarises where we have addressed the four areas of TCFD focus, with the 11 associated
recommended disclosures. Further detail is included within this Sustainability Report.
Governance
Disclose the organisation’s governance around climate-related risks and opportunities
Recommended Disclosure
Disclosure Overview
Board’s oversight of climate-
related risk and opportunities.
•
The Board has overall responsibility for the oversight of climate-related risks and
opportunities and their integration into the Group’s strategy, risk management and
financial planning. The Group’s sustainability governance structure, including the
information considered at each level of governance, is set out on pages 48 to 50.
•
Climate-related matters are a standing agenda item within the CFO’s report and
are discussed at every scheduled Board meeting. These updates enable the
Board to monitor progress against climate commitments, assess emerging risks
and opportunities, and provide strategic direction as required.
•
The Board, together with the Audit Committee, undertakes a biannual review of
climate-related risks and opportunities as part of the Group’s principal risk assessment
and risk register review process. This includes consideration of climate-related
impacts on the Group’s business model, performance and long-term viability.
•
The Audit Committee reviews the Group’s TCFD disclosures in the Annual Report and
recommends their approval to the Board. Further detail on climate-related governance
and oversight is also included within the Chair’s Statement, the Principal Risks and
Uncertainties section and the Corporate Governance Report, with particular focus
within the Audit Committee Report.
Management’s role in assessing
and managing climate-related
risks and opportunities.
•
Responsibility for the day-to-day management of climate-related risks and
opportunities is delegated to management through the ESG Steering Committee,
which is chaired by the CFO and meets monthly.
•
The ESG Steering Committee is responsible for implementing the Group’s sustainability
strategy, monitoring performance against climate targets, identifying emerging
climate-related risks and opportunities, and ensuring appropriate mitigation actions
are developed and executed. Regular updates from the ESG Steering Committee
are provided to the Board to support effective oversight and decision-making.
•
Additional information on management’s role in climate-related matters is set out
within the Chief Executive’s Review and the Principal Risks and Uncertainties section
of the Annual Report.
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Sustainability
continued
Strategy
Disclose the actual and potential impacts of climate-related risks and opportunities on the organisation’s
businesses, strategy and financial planning where material
Recommended Disclosure
Disclosure Overview
Risks and opportunities over the
short, medium, and long-term
•
A summary of the Risk and Opportunity Register is set out within this Sustainability
Report from pages 50 to 59.
Impact on business, strategy and
financial planning
•
The outputs of the climate-related Risk and Opportunity Register have been integrated
into the Group’s strategy and business model. The Group’s strategic focus includes
promoting hostels as a more sustainable accommodation option and supporting
both customers and hostel partners on their sustainability journeys.
•
Climate-related risks and opportunities are considered an integral part of the
Group’s governance framework, strategy development and ongoing management
of the business. Sustainability is a core element of the Group’s strategic narrative,
as reflected in the Chair’s Statement and the Chief Executive’s Review. Identified
climate-related risks and opportunities have been embedded into the Group’s
strategy through initiatives including the promotion of hostels as a sustainable
travel option, the development of the
Staircase to Sustainability
framework, and
the management of the Group’s own emissions and emissions reduction targets.
•
Further detail on how sustainability and climate considerations are integrated into
the Group’s strategy is set out within the Strategic Report on pages 10 to 89.
•
The financial implications of the Group’s sustainability strategy are considered
within the annual budgeting and forecasting process. This includes operating costs
associated with sustainability initiatives, climate-related investments and compliance
with evolving sustainability reporting requirements. Further detail is provided on
page 178.
Resilience of strategy
considering different climate-
related scenarios
•
The resilience of the Group’s strategy has been assessed under a range of climate-
related scenarios, as set out within this Sustainability Report on pages 62 and 63.
Based on this assessment, the Directors consider that the Group’s strategy and
product offering are resilient across the scenarios evaluated.
•
In addition, a climate-related scenario has been incorporated into the Group’s
viability assessment, with further detail disclosed on page 77. This assessment
supports the conclusion that the Group has sufficient resilience and flexibility to
respond to climate-related risks over the assessment period.
47
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Risk Management
Disclose how the organisation identifies, assesses and manages climate-related risks and opportunities
Recommended Disclosure
Disclosure Overview
Climate-related risks and
opportunities identification
and assessment
•
The Group has identified and assessed climate-related risks and opportunities across
the short, medium and long term. This assessment considered both physical and
transition risks, as well as climate-related opportunities relevant to the Group’s
business model. Further detail on the identified risks and opportunities, including
time horizons and potential impacts, is set out on pages 50 to 59.
Climate-related risks and
opportunities management
•
Climate-related risks and opportunities are managed in line with the Group’s
established risk management framework. Each identified risk and opportunity is
assigned an executive owner with responsibility for monitoring, managing and
mitigating the potential impact on the Group.
•
Climate-related opportunities identified through this process are escalated to the
Board and, where appropriate, embedded into the Group’s sustainability strategy
and business planning. This includes initiatives focused on the management of the
Group’s own emissions and supporting hostel partners in their sustainability journeys.
Integration of processes into
overall risk management
•
Climate-related risks and opportunities are reviewed, monitored and reported through
the same processes as the Group’s principal risks and are incorporated into the
Group’s main Risk Register. This ensures consistency in risk identification, assessment,
escalation and oversight.
•
The Group continues to enhance its internal processes to align with the
recommendations of TCFD and to ensure climate-related considerations are
appropriately embedded within the overall enterprise risk management framework.
Founded by two humanitarians and a
Buddhist during the pandemic, Wonderland
Jungle is a hostel, education hub and a
charitable organisation that has equipped
over 300 students with essential skills.
The communal space doubles as a classroom where
volunteers hold free English, computer and art classes
for local children supported by a network of 30 volunteers
both on-site and remotely. A standout initiative is their
dedicated dormitory for Indigenous students, providing
formal education to girls from rural areas. Their dedication
to build a space for education, cultural exchange and
community empowerment earned them the 2025
HOSCARs Community Superhero Award.
Located on the remote island of Koh Tao, Wonderland
Jungle Hostel takes their environmental impact seriously:
they use solar-powered lighting outside, collect rainwater
and run an organic garden. There’s no single use plastic,
and guests can trade in plastic bottle caps collected from
the island’s beaches for a free drink.
SUSTAINABILITY
STORY
Changing lives through education:
Wonderland Jungle Hostel, Thailand
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Sustainability
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Metrics and Targets
Disclose the metrics and targets used to assess and manage relevant climate-related risks and opportunities
Recommended Disclosure
Disclosure Overview
Metrics used to assess risks
and opportunities in line
with strategy and risk
management processes
•
The Group uses a range of metrics to assess and manage climate-related risks and
opportunities in line with its strategy and risk management processes. The primary
metrics monitored and reported annually are greenhouse gas (“GHG”) emissions and
carbon intensity measures, which are considered the most relevant indicators of the
Group’s climate-related performance. These metrics are disclosed on pages 51 to 65.
Scope 1, Scope 2,
and, if appropriate, Scope 3 GHG
emissions and the related risks
•
The Group measures and reports its Scope 1, Scope 2 and relevant Scope 3 GHG
emissions. South Pole has been engaged as an external specialist to support the
calculation and reporting of the Group’s emissions in accordance with recognised
GHG accounting methodologies. Further detail on the Group’s emissions boundaries,
assumptions and methodologies is set out on pages 63 and 64.
•
GHG emissions are a key metric used to assess exposure to climate-related risks,
including transition risks associated with regulation, carbon pricing and stakeholder
expectations. In response, the Group has established Scope 1, Scope 2 and Scope
3 emissions reduction targets, supported by defined roadmaps for their delivery.
Further detail is provided on pages 60 to 65.
Targets to manage risks,
opportunities, and performance
against targets
•
The Group has set climate-related targets to manage climate-related risks and
opportunities and to measure progress against its sustainability objectives. These
targets include emissions reduction targets and other supporting commitments
aligned with the Group’s strategy.
•
Details of the Group’s climate-related targets, together with performance against
those targets where applicable, are disclosed within this Sustainability Report on
pages 51 to 65.
Risk Governance
Board of Directors
The Board of Directors has overall responsibility for
the oversight of climate-related risks and opportunities.
In line with the Group’s principal risk management
framework, the Board determines the nature and extent
of climate-related risks and opportunities that the Group
is willing to accept, ensures that these risks are
appropriately identified and managed, and approves
the Group’s sustainability strategy to support long-
term value creation and the delivery of strategic and
business priorities.
Climate-related matters form part of the regular Board
agenda and are included within each Board update
delivered by the CFO. The CFO, together with the ESG
Steering Committee, provides reporting on sustainability
performance, emerging risks and progress against
climate-related objectives. The Board is supported in its
oversight by its committees, which report regularly to
the Board. Twice a year, the Board update will include
an overview of the TCFD risks and opportunities, as
reviewed by the Audit Committee. On an annual basis,
the Board receive an update on the progress made by
the Group towards its goals and targets, as set out on
page 51 to 65.
The Board’s collective expertise in climate-related and
ESG matters continues to be enhanced through regular
interaction with management and through the experience
of individual Directors gained from service on other
boards with established ESG governance frameworks.
Board Committees
Audit Committee
The Audit Committee oversees climate-related risks
and opportunities as part of its responsibilities for risk
management, internal control and financial reporting.
It reviews and challenges climate-related disclosures,
including metrics and targets, and recommends approval
of TCFD-aligned disclosures to the Board. The Audit
Committee also reviews the Group’s Climate-related
Risks and Opportunities Register twice annually and
monitors the development of climate-related metrics,
targets and performance against those targets. Further
detail is provided in the Audit Committee Report on
pages 123 to 132.
49
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
For over a decade, a&o hostels has proven that
large-scale budget accommodation can lead the
way in reducing environmental impact in the
industry. Operating over 40 hostels in nearly 30
cities, they have slashed their carbon footprint
from 15kg to just 3kg per overnight stay.
Rather than relying on offsetting, they focus on cutting
emissions at the source. Through rigorous tracking of
energy, waste and water, they’ve replaced inefficiencies
with long-term solutions ranging from optimised heating,
green energy, water-efficient shower heads to removing
high-emission foods like tropical fruit and seafood from
their menus. The initiative is powered by staff engagement,
with 200 emission-cutting ideas coming directly from the
staff. Each hostel also has a sustainability advocate who
ensures that sustainability actions meet the local needs.
a&o hostels are part of the small group who have reached
Level 3 in the ‘
Staircase to Sustainability
’ framework.
SUSTAINABILITY
STORY
Leading hostel industry
decarbonisation:
a&o hostels, Europe
Remuneration Committee
The Remuneration Committee considers annually
whether climate-related or sustainability metrics should
be incorporated into executive remuneration structures.
At present, the Group does not include ESG or climate-
related metrics within its remuneration policies.
Nomination Committee
The Nomination Committee considers sustainability and
ESG experience as part of Board composition and
succession planning, ensuring that the Board maintains
the appropriate balance of skills, experience and
knowledge to effectively oversee climate-related matters.
Management Responsibilities
Group Management is responsible for the day-to-day
management of climate-related risks and opportunities
and for delivering the sustainability strategy and
associated roadmaps approved by the Board. This
includes embedding climate-related considerations into
business planning, operations and decision-making in
line with Board-approved policies and objectives.
The ESG and TCFD Steering Committee, chaired
by the CFO, supports management in fulfilling these
responsibilities. The Steering Committee comprises
senior representatives from group finance and legal,
global markets (“GMT”, who manage the day-to-day
relationship with hostels), people, product and marketing
functions. It oversees the implementation of the
sustainability strategy, monitors progress against climate-
related commitments and TCFD recommendations and
coordinates the preparation and publication of annual
sustainability and climate-related disclosures.
Members of the Steering Committee receive targeted
sustainability and regulatory training and maintain
ongoing access to external advisors and briefings to
remain informed of evolving ESG and TCFD requirements.
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Sustainability
continued
Operational Ownership and Execution
Operational responsibility for managing climate-related
risks and delivering sustainability initiatives is embedded
across the business:
•
Global Markets are responsible for engagement
with hostel partners, including supporting the
delivery of the ‘
Staircase to Sustainability
’
framework and promoting sustainable practices
across the marketplace.
•
Finance & Legal provide governance and technical
support, including oversight and verification of
climate-related data and emissions calculations,
assessment of financial impacts, and preparation
of sustainability and TCFD-aligned disclosures.
•
PR & Marketing are responsible for reviewing and
communicating sustainability-related information to
internal and external stakeholders, ensuring accuracy,
consistency and alignment with the Group’s strategy.
•
Product & Growth Teams manage the development
and delivery of product initiatives and platform
functionality linked to sustainability, including
customer-facing features and the
Staircase to
Sustainability
framework.
•
Employees receive regular sustainability updates
through townhalls and internal communications and
are encouraged to act responsibly in their day-to-
day activities, including the management of travel-
related emissions where relevant.
Identifying and Managing Climate‑Related
Risks and Opportunities:
The Group undertakes a robust assessment of climate-
related risks and opportunities twice a year. These are
monitored and reported through a bottom-up process,
combining internal expertise and, where required,
guidance from external specialists such as South Pole
and other climate and emissions experts to ensure
alignment with evolving regulations and best practice.
Each risk or opportunity is assigned an owner from the
ESG and TCFD Steering Committee, ensuring expert
oversight and accountability. Identified risks and
opportunities are assessed based on:
•
Likelihood of occurrence
•
Time horizon of potential impact
•
Effectiveness of existing mitigations to evaluate
residual risk
•
Potential financial and operational implications for
the Group
The assessment process engages relevant subject-
matter experts across the business, including Group
Finance, Group Legal, and the Chief Supply Officer,
who oversees hostel relationships and assesses
potential impacts on the Group’s supply chain.
The resulting Risk and Opportunity Register is reviewed
by the ESG and TCFD Steering Committee and presented
biannually to the Audit Committee, alongside the Group’s
main Risk Register. The Audit Committee, in turn, submits
the register to the Board for final approval.
The material climate-related risks and opportunities
identified through this process are summarised in the
table below, with commentary on how the Group
manages them to minimise potential financial, operational,
and reputational impacts.
Principal Risks and Opportunities Register:
Time Horizon:
•
Short:
Up to three years. Aligned with our Group
Viability Statement and the Board approved budget
and two-year outlook.
•
Medium:
From three to ten years. Nearer term to
capture transition risks and opportunities, embedded
with our sustainability strategy and also aligns to the
longest contracts in place at Hostelworld.
•
Long:
Beyond ten years. Greatest level of uncertainty
associated with these climate-related risks and
opportunities, primarily linked to the physical
risks identified, and aligns with the visions and
commitments of the Climate Pledge and the
governments we serve.
Impact categorisation:
•
Low:
Limited damage or upside to the Group if the
risk or opportunity materialised, taking account of
mitigation in place. Low is defined at Nil to €0.5 million
financial impact.
•
Medium:
Some damage or upside to the Group if the
risk or opportunity materialised, taking account of
mitigation in place. Medium is defined at €0.5 million
to €2 million financial impact.
•
High:
Significant financial impact to the Group
through damage or upside if the risk or opportunity
materialised, taking account of mitigation in place.
Significant is defined at > €2 million financial impact.
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Transition Risk – Policy, Legal, Market & Reputational
Regulatory, Public Scrutiny and Reputational Risk
Risk Description
As a global online travel platform, the Group is exposed to increasing regulatory requirements, public
scrutiny and reputational risk arising from climate change and sustainability expectations.
Shifting societal expectations, heightened shareholder scrutiny and evolving consumer preferences
towards lower-carbon travel options could adversely impact brand value, customer loyalty and
demand for the Group’s services if the Group is perceived as lagging on climate action.
Regulators are introducing more stringent climate-related regulations, disclosure obligations and
consumer protection rules, including requirements relating to GHG emissions reporting, sustainability
claims, carbon offsetting, and supply-chain transparency, and increasing scrutiny of “greenwashing”.
At the same time, consumers, investors and employees increasingly expect travel platforms to
demonstrate credible action on climate change, support sustainable travel options and provide
transparent, accurate sustainability information. Failure to meet these expectations could result in
loss of trust, brand damage, reduced customer loyalty and potential adverse impacts on revenue.
As an intermediary platform, the Group also faces heightened reputational risk linked to sustainability
practices of accommodation partners and travel providers listed on the platform, particularly where
environmental claims made by partners are inaccurate, inconsistent or unsubstantiated.
Potential impacts
Regulatory compliance costs associated with implementing new climate-related disclosure, reporting
and assurance requirements across multiple jurisdictions.
Legal and enforcement risk, including fines, sanctions or corrective actions related to misleading
sustainability claims or non-compliance with disclosure obligations.
Reputational damage arising from adverse media coverage or social media criticism related to climate
impact, perceived inaction, or greenwashing.
Loss of consumer confidence if sustainability information is unclear, inconsistent or lacks credibility,
potentially impacting booking volumes and customer retention.
Impact
Categorisation
Medium
Time Horizon
Short to medium term (1-3 years):
Increased disclosure requirements, regulatory enforcement, and
public scrutiny.
Medium to long term (3-10 years):
Heightened expectations for demonstrable emissions reductions
and verified data measurement and sustainability performance across the value chain.
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Sustainability
continued
Regulatory, Public Scrutiny and Reputational Risk
Risk Management
and Mitigation
The Group manages this risk through a combination of governance oversight, policy development,
operational controls and transparent reporting:
Governance and oversight:
Climate-related risks and opportunities are overseen by senior
management and the Board, with regular reporting on regulatory developments, stakeholder
expectations and reputational considerations.
Regulatory monitoring:
Ongoing monitoring of climate-related regulation and disclosure requirements
across key jurisdictions to ensure timely compliance and alignment with evolving standards, including
TCFD-aligned reporting.
Robust sustainability governance:
Clear internal policies governing sustainability claims, carbon
offsetting, and partner communications to reduce the risk of greenwashing.
Partner engagement and controls:
Processes to engage with accommodation and travel partners
on sustainability practices, including
Staircase to Sustainability
framework which is bedded in GSTC
guidance. Hostelworld engages with credible third parties to ensure sustainability claims are credible
and founded in third party evidence and guidance.
Transparency and reporting:
Public disclosure of climate-related metrics, targets and progress in line
with recognised frameworks, such as risk and opportunity reporting under TCFD and GHG emission
reduction targets set in line with SBTi criteria which help by enhancing credibility with investors and
other stakeholders.
Stakeholder engagement:
Active engagement with customers, investors, suppliers and employees
to understand expectations and maintain trust. Stakeholder engagement is supported through
regular disclosures in the Group’s Sustainability Report, website communications, investor market
updates and participation in investor roadshows. These activities help manage reputational risk and
support investor confidence.
Metrics
•
Any datapoints received through stakeholder engagement.
•
Any negative press announcements or regulator comments concerning sustainability, which may
impact how we view the materiality of this risk if legal or regulatory action is taken against corporates.
Targets
•
Zero negative press news stories regarding Hostelworld or negative regulator comments on
our disclosures.
Transition Risk – Policy, Legal, Market & Reputational
continued
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Transition Risk – Market & Reputational
Market Change/Customer Sentiment Risk
Risk Description
The Group is exposed to risks arising from shifts in customer preferences and market dynamics in
response to climate change. As awareness of climate impacts grows, customers are increasingly
factoring sustainability considerations into travel decisions, including destination choice, accommodation
type, travel frequency and perceived environmental credentials of travel platforms. These changes may
affect both demand for travel and hostel services and the cost of supply, with potential implications
for revenue and platform performance.
Rising supply costs:
Carbon pricing, aviation taxes, or other regulatory measures designed to reduce
greenhouse gas emissions may increase the cost of flights and other travel services. Higher prices may
reduce customers’ willingness to book travel, particularly for younger, price-sensitive demographics.
Changing customer behaviour:
Growing environmental awareness and preference for sustainable
travel may lead to shifts in consumer demand. Customers may increasingly select accommodation,
transportation, or experiences with lower environmental impact, potentially reducing demand for
long-haul travel or products that are not aligned with these preferences.
Market competitiveness and brand perception:
Failure to offer sustainable travel options or to
communicate environmental initiatives effectively may affect the Group’s brand and competitiveness,
as customers increasingly consider environmental performance in their booking decisions.
Pace of change:
For an OTA, there is a risk that shifts in customer sentiment towards more sustainable
travel options may outpace the Group’s ability to adapt its product offering, technology, data transparency
or hostel partner ecosystem. Failure to provide credible, accessible sustainability information or
sustainable travel options could lead customers to migrate to competitors perceived as better aligned
with evolving values and expectations.
Potential Impacts
Reduced customer demand if customers opt not to travel.
Loss of market share to competitors offering clearer sustainability credentials, lower-carbon travel
options or more effective sustainability filters and disclosures.
Revenue volatility arising from changing destination demand linked to climate impacts or consumer
behaviour shifts.
Increased investment requirements to enhance technology, data capabilities and hostel engagement
in response to market expectations.
Quantifying the financial impact is challenging due to uncertainty around the timing, severity, and
geographic distribution of customer behaviour changes. However, the Group’s target demographic
(18–34-year-olds) tends to view travel as a “rite of passage,” and historical booking patterns suggest
relatively low sensitivity to small cost increases, which helps mitigate potential revenue losses from
higher supply costs or modest pricing adjustments.
Impact
Categorisation
High
Time Horizon
Short to medium term (1-3 years):
Shifting consumer preferences, increased sustainability awareness
and competitive differentiation.
Medium to long term (3-10 years):
Structural changes in travel behaviour, destination viability and
long-term demand patterns.
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Sustainability
continued
Market Change/Customer Sentiment Risk
Risk Management
The Group seeks to mitigate market and customer sentiment risk through continuous adaptation of its
strategy, product offering and focusing on the inherent sustainable nature of hostelling. Hostelworld
offers a product that addresses the need of customers who want to travel but are looking for more
sustainable travel options.
Customer insight and monitoring:
Regular monitoring of customer behaviour, booking patterns and
sentiment to identify emerging trends related to sustainability and climate awareness.
Product and platform development:
Ongoing investment in technology and user experience to
support sustainable travel choices, including filtering for
Staircase to Sustainability
badged hostels,
facilitating carbon offsets for customers who wish to cover the carbon impact of their hostel stay,
and educational content.
Partner engagement:
Working with hostel providers through the
Staircase to Sustainability
initiative
to improve sustainability practices and data quality, enabling clearer and more credible information
for customers.
Geographical spread:
The Groups revenue is diversified across diverse destinations, which reduces
exposure to climate-impacted markets and evolving demand patterns.
Transparent communication:
Clear, consistent communication with customers regarding sustainability
initiatives, limitations of available data to measure emissions associated with hostel stays, and progress
against climate commitments to build trust and credibility.
Metrics
•
Volume of badged hostels.
•
Customer usage of sustainability filters or features including the ability to offset their hostel stay.
•
Booking growth rates for sustainability-badged accommodation.
•
Bookings and conversion by customers, monitored in each destination may flag any changes in
demand driven by changing customer sentiment.
Targets
•
A specific product and experiment launched by our Product and Growth team focused on sustainability,
which operates as a mitigation to shifting customer sentiment to more sustainable options.
Transition Risk – Policy, Legal, Market & Reputational
continued
Wild Rover Cusco, Peru, South America
55
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Physical Risk – Chronic
Longer‑Term Shifts in Climate Patterns
Risk Description
The Group is exposed to long-term changes in climate and weather patterns, which may manifest as
sustained temperature increases, rising sea levels, prolonged droughts, or altered precipitation patterns.
For an online travel platform, these chronic climate impacts may gradually alter the attractiveness,
accessibility and viability of destinations offered on the platform, impact travel behaviour and hostel
operations. Urban heat stress can impact demand for city breaks in summer.
Potential Impacts
Destination and demand shifts:
Changes in climate conditions may alter the attractiveness of certain
destinations, reducing bookings in affected regions.
Increased seasonality volatility, as traditional peak travel seasons shift or shorten due to changing
climate conditions.
Partner and supply-chain effects:
Hostels and other accommodation partners may face higher
operational costs due to cooling or heating requirements, water scarcity, or the need for infrastructure
adaptations to withstand chronic climate impacts. In extreme cases, some properties may be forced
to close permanently or relocate.
Revenue and operational implications:
Regional declines in bookings and increased costs for partners
could indirectly affect the Group’s revenue, supply reliability, and platform offerings.
While the Group’s asset-light, digital platform model limits direct exposure to physical damage, it is
dependent on the ongoing availability and resilience of partner hostels. The Group continues to monitor
long-term climate trends, engage with hostel partners through the
Staircase to Sustainability
framework,
and integrate climate considerations into strategic planning.
It is difficult to currently quantify financial impact as a broad range of outcomes are possible based on
potential countries impacted, but the overall risk would be considered low driven by the disaggregation
of our revenue and the high volume of bookings/customers. Several locations would need to be
impacted at the same time with 100% hostel closure for the financial impact to be considered as
medium or high.
The Group’s diverse geographic presence and large, flexible customer base – particularly the
18-34
-year-old demographic – mitigates the risk. Historical booking behaviour, for example during
the 2010 Icelandic volcanic ash cloud, shows that customers often redirect travel to alternative
destinations when access to specific locations is restricted.
Additionally, the Group’s partner hostels typically have low physical setup and regulatory costs, which
allows them to adapt or relocate more readily than other types of accommodation, further reducing
potential disruption to supply.
Impact
Categorisation
Low
Time Horizon
Medium to long term (3-10 years):
Gradual but persistent impacts on destination viability, supply chains
and travel patterns.
Risk Management
and Mitigation
Destination and inventory diversification:
Maintaining a broad and geographically diverse portfolio of
destinations and accommodation types to reduce reliance on any single region exposed to chronic
climate stress.
Climate-informed planning:
Incorporating climate trend analysis and external climate data into long-term
strategic and commercial planning, including scenario analysis where appropriate.
Hostel engagement:
Engaging with hostels through the ‘
Staircase to Sustainability
’ initiative to
understand climate-related operational challenges and support adaptation measures, including water
efficiency, energy resilience and sustainable operations.
Metrics
•
Bookings and conversion by customers, monitored in each destination may flag any changes in
demand as a result of physical chronic risk.
•
Booking volumes and revenue by geography and climate-exposed regions.
•
Changes in seasonality and length of peak travel periods.
•
Supply availability and partner churn in climate-vulnerable destinations.
Targets
•
None
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Sustainability
continued
Physical Risk – Acute
Extreme Weather Events (Hurricanes, Flooding) Impacted Travel in the Impacted Areas
Risk Description
Acute physical risks arising from climate change include an increased frequency and severity of
extreme weather events such as hurricanes, storms, flooding, wildfires and heatwaves. These events
can disrupt travel infrastructure, accommodation availability and traveller mobility in affected regions.
For an online travel platform, extreme weather events may result in short-term travel disruption,
including booking cancellations and temporary closures of hostel partners. Repeated or severe
events can undermine traveller confidence in impacted destinations, negatively affecting demand
and booking volumes during and immediately following such events.
Extreme weather events may also place pressure on the platform’s operational processes, including
customer support capacity, refund workflows, partner communications and reputational management.
Potential Impacts
Revenue volatility due to increased cancellations and reduced bookings in affected regions.
Operational disruption, impacting the customer service and hostel support GMT teams.
Reputational risk if travellers perceive inadequate support or communication during disruption events.
Hostel supply disruption, as accommodation providers experience temporary closures or damage to
assets and infrastructure.
Increased insurance and adaptation costs for hostel partners, may potentially impact pricing
and availability.
The frequency and severity of acute weather events are expected to increase under higher warming
scenarios, particularly in regions prone to hurricanes, flooding or wildfires. While the Group’s digital
platform and asset-light model limit direct exposure to physical damage, the resilience of the business
is dependent on the continuity and availability of hostel properties.
While individual events may reduce bookings in specific regions, the overall financial impact on the
Group is generally limited and short-term due to the geographic diversity of the Group’s partner network
and its asset-light operating model, multiple simultaneous extreme events affecting a significant
proportion of the supply chain would be required before revenue impacts reach a medium or high level.
Impact
Categorisation
Low
Time Horizon
Short to medium term:
Immediate impacts during and following extreme weather events.
Risk Management
and Mitigation
Geographic diversification:
Maintaining a globally diversified destination portfolio to reduce financial
exposure to single-event or regional disruptions.
Real-time monitoring and response:
Monitoring extreme weather events, hostel and customer
communications and support.
Customer support readiness:
In place customer service crisis management processes to manage
surges in enquiries, cancellations and rebookings during disruption events.
Flexible booking and refund policies:
Free Cancellation booking product to support flexible
cancellation and rebooking options during extreme weather events.
Hostel engagement:
Engaging with hostels through
Staircase to Sustainability
initiative to understand
climate-related operational challenges and support adaptation measures, including water efficiency,
energy resilience and sustainable operations.
Metrics
•
Bookings and conversion by customers, monitored in each destination may flag any changes in
demand as a result of physical acute risks.
•
Customer service volumes and response times during disruption periods.
•
Frequency and severity of extreme weather events impacting key destinations.
Targets
•
None
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ADDITIONAL INFORMATION
Transition Opportunity – Products and Services
Opportunity to support hostels and customers through delivery of sustainable products
Opportunity
Description
Opportunity to support hostels on their sustainability initiatives regardless of what stage they are at
on their journey through our ‘
Staircase to Sustainability
’ framework. By investing in hostels, their
sustainability initiatives and education we can increase the reliability of supply chain and their resilience,
leading to competitive advantage, as well as alignment with stakeholder and regulator expectations,
and work towards a net zero target by 2040.
Growing customer awareness of climate change and demand for more responsible travel options
presents an opportunity for the Group to scale sustainable products and services.
By supporting hostel partners to measure, improve and communicate their sustainability practices,
and by enabling customers to identify and choose more sustainable travel options, the Group can
strengthen its value proposition, enhance customer trust and drive long-term growth.
Potential Impact on
the Business
Increased customer engagement and conversion as sustainability becomes a stronger driver of travel
decision-making.
Improved brand differentiation and competitiveness in the OTA market through sustainability initiatives
such as the
Staircase to Sustainability
framework and Sustainability stories.
Enhanced partner relationships through value-added sustainability tools and insights.
Increased supply quality and resilience as accommodation partners adopt more sustainable
operating practices.
Potential revenue growth from new or enhanced product features aligned with sustainable travel demand.
The direct costs associated with this opportunity primarily relate to the allocation of existing internal
resources, including wages and salaries within the Group’s technology, product development and
global market teams, to design, test and scale sustainability-related features and partner support tools.
As these activities are delivered through existing product squads and roadmaps, the incremental
financial impact is assessed as low and not material to the Group’s cost base.
From a product success point of view, we believe this opportunity to have a high impact. For example,
Hostelworld is uniquely positioned to assist hostels with the measurement of their emissions and
help them on their journeys to be audit ready so they can apply for a formal certification through our
‘
Staircase to Sustainability
’ framework.
From a strategic and commercial perspective, the potential impact of this opportunity is assessed as
high. As a leading digital platform for hostels, the Group is uniquely positioned to support partners in
measuring and managing their emissions, improving data quality, and progressing towards audit
readiness and formal sustainability certification through the ‘
Staircase to Sustainability
’ framework. This
capability has the potential to strengthen partner relationships, improve the resilience and quality of the
Group’s accommodation supply, and differentiate the platform in an increasingly sustainability-conscious
travel market.
Impact
Categorisation
Low (financial)
Time Horizon
Short to medium term.
Opportunity
Management
and Delivery
Continued focus on
Staircase to Sustainability
platform features that allow accommodation partners
to assess, improve and showcase sustainability practices.
Focus on customer-facing tools to surface more sustainable accommodation options and inform
booking decisions and ongoing monitoring of customer uptake and engagement.
Continued collaboration with third-party sustainability experts and certification bodies to ensure
credibility and consistency.
Metrics
•
Volume of product offerings and experiments to further enhance the sustainable nature
of hostelling.
Targets
•
One sustainable focused product to be delivered annually.
•
Overall ambition to work towards net zero by 2040.
58
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Sustainability
continued
Opportunity – Resource Efficiency & Climate Mitigation
Reduce and manage Hostelworld’s emissions
Opportunity
Description
There is an opportunity to continue to reduce the Group’s greenhouse gas emissions and operating
costs through the continued efficient use of resources and optimisation of ways of working. Actions
already implemented to reduce the Group’s environmental impact include operating a largely
paperless office environment, promoting recycling across all locations, and implementing energy
and natural resource conservation measures such as water flow controls, controlled lighting and
efficient air-conditioning systems. In addition, the Group’s people policies support flexible and hybrid
working arrangements, enabling employees to work remotely where appropriate and reducing
emissions associated with daily commuting and business travel.
By managing our own emissions tightly, Hostelworld can demonstrate credible and measurable
climate action measures which strengthen trust with customers, employees, investors and partners.
Looking ahead, the Group will continue to identify and implement further opportunities to improve
operational efficiency and reduce internal emissions as part of its wider sustainability roadmap.
Potential Impact on
the Business
For emissions that the Group directly controls, the potential impact of this opportunity on the Group’s
operations is assessed as low. Hostelworld operates an asset-light, low-emissions operating model,
with limited Scope 1 emissions and relatively low Scope 2 emissions. The Group utilises shared and
serviced office locations across their main locations, which significantly limits direct energy consumption
and reduces exposure to energy price volatility and carbon-related costs. As a result, actions to
further optimise internal emissions are not expected to have a material impact on the Group’s direct
operations or financial performance.
While the quantitative impact of internal emissions reductions is limited, these actions remain
strategically important. They support regulatory compliance, help manage future transition risks,
and demonstrate leadership and credibility in the Group’s wider climate commitments, particularly
in the context of increasing scrutiny of corporate environmental claims.
The Group’s most material emissions sit within Scope 3, which are largely outside its direct operational
control and represent the largest proportion of its reported footprint. Although internal operational
measures alone will not materially change the Group’s overall emissions profile, they form an
important foundation for the delivery of the Group’s longer-term Scope 3 reduction targets for 2035
and 2040. In particular, strong internal emissions management supports engagement with suppliers
and partners, enhances data quality, and underpins the Group’s ability to influence emissions reductions
across its value chain.
Overall, this opportunity is assessed as a low financial impact in isolation, but moderate strategic
importance when considered in the context of the Group’s broader transition strategy, stakeholder
expectations and long-term climate commitments.
Impact
Categorisation
Low to medium
Time Horizon
Short to long term to align with the Scope 3 emission targets we have recently set.
Opportunity
Management
and Delivery
Low-carbon operating model:
Maintaining agile working practices, smaller environmentally conscious
co-working spaces and a fully cloud-hosted technology infrastructure to keep Scope 1 and 2 emissions
at nominal levels.
Supply chain engagement:
Working with suppliers who have set Science Based Targets or Net Zero
commitments, and prioritising partners with credible emissions reduction plans.
Emissions targets:
Maintaining Scope 1 and 2 emissions below 30 tCO₂e annually and progressing
toward Scope 3 reduction targets (37.5% by 2035 and 90% by 2040, relative to the 2023 baseline).
Data and governance:
Ongoing improvement in emissions data quality, supplier assessments and
internal governance through ESG Steering Committee oversight and regular Board updates.
Climate action investment:
Using high-quality climate projects to compensate for residual emissions
while prioritising emissions reductions within the Group’s direct control.
Metrics
•
Scope 1, Scope 2 and Scope 3 emissions.
•
Volume of investments in climate action projects.
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Reduce and manage Hostelworld’s emissions
Targets
•
To maintain Scope 1 and Scope 2 emissions below 30 tCO
2
e.
•
Reduce Scope 3 emissions by 37.5% by 2035, when compared to 2023 baseline, excluding emissions
associated with hostel stays (further detail on exclusion set out on page 65).
•
Reduce Scope 3 emissions by 90% in 2040, when compared to 2023 baseline, excluding emissions
associated with hostel stays (further detail on exclusion set out on page 65).
•
Overall ambition to work towards net zero by 2040.
•
Obtain a ‘Taking Climate Action’ label, or similar, from a reputable third party annually and set a
future target of a Gold ‘Taking Climate Action’ label with South Pole, or equivalent with another party.
•
By 2026 ensure over 90% of our purchased consumables will be with suppliers who are either
climate neutral or who have established their own SBTi targets to be climate neutral by 2030.
Black Llama Hostel in the heart of Cusco brings
Andean culture to life. Guests enjoy garden hangouts,
local meals and immersive experiences such as coca
leaf readings, bean-to-bar chocolate workshops,
Pisco Sour classes, and heritage walking tours – all
connecting travellers with Cusco’s history, culture
and community.
• 2026 WINNER •
The Culture Champion Winner:
Black Llama Hostel Cusco
Cusco, Peru
60
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Sustainability
continued
Sustainability Targets and Commitments
We continue to monitor performance against
previously established sustainability targets and have
introduced additional commitments to strengthen our
climate strategy.
The Group has set the following commitments, and
has delivered against each in 2025:
Third-party assurance and transparency
Maintain an annual sustainability label, or equivalent
certification, from a reputable third party. This will verify
that the Group has appropriately quantified its emissions,
established an emissions reduction roadmap with
defined targets, and made climate investments to
address emissions that cannot be eliminated.
Scope 1 and Scope 2 emissions
•
Hostelworld established near-term science-based
targets in 2021, using 2021 as the base year. These
targets included absolute reduction targets for
Scope 1 and Scope 2 emissions, with a commitment
to achieve a 42% reduction by 2030. Hostelworld
achieved this reduction ahead of schedule in 2022,
compared with the 2021 base year
•
Maintain total Scope 1 and Scope 2 emissions below
30 tCO₂e per annum.
Scope 3 emissions reduction (excluding emissions
associated with hostel stays, further detail on
exclusion set out on page 65)
•
Reduce Scope 3 emissions by 37.5% by 2035,
compared to a 2023 baseline.
•
Reduce Scope 3 emissions by 90% by 2040,
compared to a 2023 baseline.
In central Lisbon, Sunset Destination Hostel is a hub
for connection between travellers and locals – over
the past year more than 200 guests have joined
community events from rooftop sunsets and Fado
nights to Community Nights, volunteer clean-ups,
and collaborations with local artists and non-profit
organisations such as Refood and Serve the City
supporting underserved communities.
• 2026 WINNER •
The Community Superhero Winner:
Sunset Destination Hostel
Lisbon, Portugal
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ADDITIONAL INFORMATION
Sustainable procurement
Ensure that over 90% of purchased goods and services
are sourced from suppliers that have established
Science Based Targets initiative (“SBTi”) targets, or
equivalent commitments, aligned to achieving net zero
by 2040.
Climate action and residual emissions
Take responsibility for residual operational emissions that
cannot be eliminated through investment in high-quality
climate action projects, with all investments made through
reputable third-party providers and reviewed annually.
Employee engagement
Deliver at least one dedicated sustainability-focused
employee engagement initiative each year.
Product and growth integration
Ensure that the product and growth teams maintain an
annual roadmap of initiatives and experiments
specifically focused on sustainability outcomes.
Targets and Metrics Under Review
The Group is actively assessing the following areas,
where further commitments are dependent on data
quality, methodology and external collaboration:
Hostel Scope 3 emissions measurement
The Group is evaluating the feasibility of accurately
and comprehensively measuring Scope 3 emissions
associated with hostels, with the intention of setting
a reduction target aligned with SBTi criteria. At present,
no timeline has been committed to due to the complexity
and data dependencies involved. Hostelworld is also
awaiting further clarification and updates to the GHG
Protocol, specifically in relation to the potentially
upcoming “Category 16 (facilitated emissions)”. Further
detail is set out on page 65.
Net zero ambition
The Group’s ambition to achieve net zero by 2040 is
largely dependent on progress in measuring and
reducing hostel-related Scope 3 emissions.
Enhanced third-party sustainability accreditation
Subject to continued partnership with South Pole,
improved measurement of hostel Scope 3 emissions
may enable the Group to work towards achieving the
Gold “Taking Climate Action” label. Further detail is
included on page 65.
The Impact of Climate Change on our
Financial Statements
In preparing the Group’s Consolidated Financial
Statements for the year ended 31 December 2025, the
Directors considered the potential impacts of climate-
related risks and opportunities on the Group’s financial
position, performance and prospects. This assessment
was informed by the Group’s climate risk assessment
on page 74 and scenario analysis included in the
Viability Statement on page 77.
Given the Group’s asset-light business model and the
nature of its operations, the Directors concluded that
climate-related risks did not have a material impact on
the key judgements, estimates or assumptions used in
the preparation of the financial statements. Accordingly,
no material impacts were identified on the carrying values
of the Group’s assets and liabilities, including goodwill,
intangible assets, property, plant and equipment and
financial instruments, as at 31 December 2025.
Management performed a detailed assessment during
2025 and did not identify any indicators that would
require the recognition of additional provisions,
contingent liabilities, onerous contracts or asset
impairments arising from climate-related matters.
No changes were required to the Group’s accounting
policies or critical accounting estimates as a result of
climate considerations.
The Group’s 2025 operating results, 2026 budget,
two-year outlook for 2027 and 2028 and management
forecasts for 2029 and 2030, incorporate the expected
costs associated with delivering the Group’s sustainability
roadmap. These include personnel costs to support
existing climate commitments and targets, together
with anticipated expenditure on emissions reduction
initiatives and investments in climate action projects.
Further information is provided in the relevant note
to the financial statements on page 178.
The Directors continue to monitor the resilience of the
Group to climate-related risks and opportunities. Based
on the Group’s current strategy, climate scenario
assessment and mitigation actions, the Directors consider
that climate-related risks do not give rise to a material
uncertainty that would impact the Group’s ability to
continue to operate or the recoverability of its assets. This
conclusion reflects the Group’s global operating footprint,
the nature of its partner relationships, and its ongoing
programme of emissions reduction and sustainability
initiatives, including the ‘
Staircase to Sustainability
’
framework and target setting aligned with SBTi criteria.
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Sustainability
continued
Climate risks are considered as part of the Group’s
long-term strategic planning and capital allocation
processes. Insights from climate risk assessments
inform decisions related to destination focus, platform
development, hostel partner strategy and resilience
planning, supporting the Group’s ability to adapt to
evolving climate conditions while continuing to meet
customer demand.
Scenario Analysis
The Group has assessed the resilience of its strategy
under a range of climate-related scenarios, in line with
the recommendations of TCFD. The analysis considered
how different climate pathways could affect the Group’s
operations, cost base, customers and supply chain over
the short, medium and longer term.
Two climate scenarios were assessed:
Low transition risk/low physical risk (1.5°C scenario)
This scenario assumes coordinated global action to
reduce greenhouse gas emissions, limiting the increase
in global average temperatures to no more than 1.5°C
above pre-industrial levels by 2100, consistent with the
objectives of the Paris Agreement. Under this pathway,
the Group assumed an accelerated transition driven by
increasing climate-related regulation, policy intervention
and higher costs associated with decarbonisation across
the economy. The principal potential impacts identified
for the Group relate to higher operational and compliance
costs, increased expectations from customers and
partners, and the need for continued investment in
emissions management and reporting capabilities.
High transition risk/high physical risk (4°C scenario)
This scenario assumes limited global action to curb
emissions, resulting in global warming of up to 4°C by
2100. In this pathway, emissions remain high and the
pace of transition is slower in the near term; however,
the physical impacts of climate change become
increasingly pronounced, particularly by 2030 and
beyond. The most significant risks identified for the
Group under this scenario relate to the increasing
frequency and severity of extreme weather events, which
could disrupt hostel operations, affect destination
availability, and impact customer travel patterns.
The scenario analysis is subject to inherent limitations,
including uncertainty regarding the timing, magnitude
and geographic distribution of climate-related risks
and opportunities, as well as the evolving nature of
policy, technology and market responses. Given these
uncertainties, the analysis was qualitative in nature.
Longboard Paradise Surf Club is a fully solar-
powered surf sanctuary in Rio that saves
800,000 litres of drinking water a year through
rainwater reuse. It is packed with recycling
points and coastal restoration plantings to
protect the local ecosystem. The Eco Warrior
winner of 2026 is where travellers ride waves
and protect the ocean.
• 2026 WINNER •
The Eco Warrior Winner:
Longboard Paradise
Surf Club
Rio de Janeiro, Brazil
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
The outcomes of the scenario analysis did not result in
changes to the Group’s overall strategy. Both scenarios
reaffirmed the importance of the Group’s existing
strategic focus on managing its own emissions,
maintaining operational resilience, and supporting
hostels in progressing their sustainability journeys.
Further consideration of climate-related risks is included
within the Group’s Viability Statement on page 77 and
Going Concern assessment on page 158 and within
note 1 to the Financial Statements.
GHG Accounting and Target Setting
1. Monitoring our Emissions
South Pole are a third party specialist who have calculated the GHG emissions for Hostelworld’s operations.
2025
2024
2023
2022
2021
2020
2019
Scope 1 – Direct emissions from sources owned/
controlled by Hostelworld (tCO
2
e)
–
–
–
–
1
–
–
Scope 2 – Indirect emissions from energy usage (tCO
2
e)
7
7
7
15
72
127
134
Scope 3
(1)
– Indirect emissions from activities of the
Company, but not under company control (tCO
2
e)
1,514
1,520
2,412
1,576
542
62
782
Total emissions (tCO
2
e)
1,521
1,527
2,419
1,591
615
189
916
Net Revenue (€m)
93.8
92.0
93.3
69.7
16.9
15.4
80.7
Intensity Ratio (tCO
2
e/€m)
16.2
16.6
25.9
22.8
36.4
12.3
11.4
FTE, number of people employed 31 December
(including Executive Directors)
269
227
223
241
215
244
325
Intensity Ratio (tCO
2
e/FTE)
5.7
6.7
10.9
6.6
2.9
0.8
2.8
Investments in climate action projects made – tCO
2
e
1,521
1,527
2,419
1,591
615
n/a
n/a
(1)
Scope 3 emissions exclude emissions associated with hostel stays, with the exclusion explained on page 65.
There have been no changes to the methodology to
calculate emissions since 2021. Hostelworld have
evolved their measurement basis over time as data
collection improved and guidance was updated. In
each year, Scope 3 emissions excludes any emissions
associated with our hostels and accommodation
providers. Further detail is set out on page 65. Prior to
2021, Scope 3 emissions excluded paid marketing
costs incurred.
Scope 1 emissions, primarily arising from refrigerants,
and Scope 2 emissions from purchased electricity
and heating, together account for less than 1% of
Hostelworld’s total greenhouse gas emissions. The
majority of Hostelworld’s emissions are Scope 3
emissions, meaning these occur within the supply
chain, reflecting the nature of our asset-light business
model and the emissions associated with our supply
chain. The most material Scope 3 categories are
purchased goods and services which comprise of
direct marketing costs (mainly Google) and legal and
accounting costs, business travel, and employee
commuting/teleworking.
Greenhouse gas emissions have been measured in
accordance with the Companies (Directors’ Report)
and Limited Liability Partnerships (Energy and Carbon
Report) Regulations 2018. The Group has applied the
GHG Protocol Corporate Accounting and Reporting
Standard (revised edition), using data collected to meet
the requirements of the former CRC Energy Efficiency
Scheme and emissions factors published by Defra and
the UK Government conversion factors for Company
Reporting (2018), where supplier-specific disclosures
were not available.
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Sustainability
continued
The below table demonstrates the overall energy consumed in Kilowatt-hours (kWh) by the business and shows
the portion of this consumption that the UK corporate office has consumed on the overall total. This table is based
on the energy consumed in the purchase of electricity and gas for the corporate offices and does not include the
consumption of energy used for employee travel.
2025
2024
2023
2022
2021
2020
2019
Energy usage – UK
900
2,171
1,700
6,423
36,296
192,434
177,365
Energy usage – Other Locations
49,757
42,783
66,200
110,324
189,412
247,721
323,587
Total Energy Usage
50,657
44,954
67,900
116,747
225,708
440,155
500,952
Proportion Consumed in UK
1.8%
5%
0.03%
5%
16%
44%
35%
2. Emission Reduction Targets
Hostelworld’s approach to measuring, managing and
reducing GHG emissions is aligned with internationally
recognised frameworks and best practice. In partnership
with South Pole, Hostelworld applies the GHG Protocol
as the global standard for corporate greenhouse gas
accounting and reporting. Our emissions reduction
targets are informed by the Science Based Targets
initiative (“SBTi”) criteria for setting credible, science-
based targets, and our broader climate contribution
approach aligns with the SBTi’s guidance on Beyond
Value Chain Mitigation (“BVCM”), supporting global
climate action alongside internal reductions.
The SBTi is a partnership between CDP (formerly
Carbon Disclosure Project), the United Nations Global
Compact, the World Resources Institute (WRI) and the
Worldwide Fund for Nature (WWF) and provides widely
adopted guidance for companies seeking to align
emissions reductions with climate science.
Hostelworld established near-term science-based targets
in 2021, using 2021 as the base year. These targets
included absolute reduction targets for Scope 1 and
Scope 2 emissions, with a commitment to achieve
a 42% reduction by 2030. Hostelworld achieved this
reduction ahead of schedule in 2022, compared with
the 2021 base year. In addition, in 2022 Hostelworld
set an annual operational target to maintain Scope 1
and Scope 2 emissions below 30 tCO₂e, reflecting
continued efficiency measures and disciplined
emissions management.
Recognising the growing importance of value chain
emissions, in 2024 the Group established a Scope 3
emissions reduction target, excluding emissions
associated with hostel stays. Further detail on this
omission is set out on the next page. Using 2023 as the
base year, Hostelworld committed to reducing these
Scope 3 emissions by 90% by 2040.
The targets set consider projected business growth
and are designed to decouple emissions from
organisational expansion.
Alongside emissions reductions, Hostelworld works with
South Pole to take responsibility for 100% of its reported
Scope 1, Scope 2 and Scope 3 emissions through
investments in high-quality climate action projects. This
includes emissions associated with employee and hostel
delegate attendance at the Group’s flagship conference
events. All investments are supported by verified carbon
units, and Hostelworld receives auditable certificates
confirming the volume and quality of emissions
reductions achieved through these projects.
This combined approach, prioritising science-based
emissions reductions while supporting credible climate
action beyond our value chain, reflects Hostelworld’s
commitment to transparent, responsible and
internationally aligned climate action.
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3. Taking Climate Action Label
Hostelworld has a long-standing commitment to
climate action and transparency. Over the last five
years, Hostelworld applies for and has been awarded
South Pole’s Climate Action label, which has evolved
over time in line with best practice, regulatory
developments, and increasing expectations around
corporate climate disclosures.
In 2023, Hostelworld was first awarded South Pole’s
“Taking Climate Action” label, which remains the
applicable certification for 2025. The Taking Climate
Action label recognises organisations that take a
structured and credible approach to climate action by
measuring, reducing and compensating their carbon
footprint on an annual basis, in accordance with
internationally recognised standards.
The Taking Climate Action label is developed by South
Pole and approved by CO2Logic, and it is independently
validated by Vinçotte (a member of the Kiwa Group), an
accredited third-party assurance provider. Hostelworld
has no direct engagement with the validating body,
ensuring independence and objectivity. Validation is
completed in the first year of certification and at least
every three years thereafter, providing an additional layer
of credibility. This independent verification is particularly
important in the context of increasingly stringent
European legislation and guidance on environmental
and green claims.
The certification is awarded following completion of
a structured five-step process, which includes:
•
Measuring greenhouse gas emissions,
•
Setting reduction targets,
•
Implementing reduction actions,
•
Compensating residual emissions through
high-quality climate projects, and
•
Ensuring transparency and third-party verification.
The Taking Climate Action label is awarded at different
levels, ranging from Bronze to Gold, depending on the
Scope of emissions calculated and the ambition of the
reduction targets set. For 2025, Hostelworld has
achieved a Silver entity-level accreditation. This means
that Hostelworld has measured and set targets for:
•
All direct emissions (Scope 1),
•
All indirect emissions from purchased energy
(Scope 2), and
•
Selected indirect emissions (Scope 3), including
fuel- and energy-related activities, waste generated in
operations, business travel, and employee commuting.
Scope 3 – Emissions associated with Hostel Stays
Hostelworld has been awarded a silver accreditation
for ‘Taking Climate Action.’ Hostelworld has set a clear
ambition to progress to Gold accreditation in future
years. Achieving Gold status will require a broader and
more comprehensive Scope 3 assessment. Under
SBTi criteria, Scope 3 emissions from the use of sold
products include the Scope 1 and Scope 2 emissions of
end users, encompassing both consumers and business
customers. Hostelworld has excluded GHG emissions
associated with the use of sold products from its
inventory on the basis that it has very limited influence
or control over these emissions. As a digital marketplace,
Hostelworld does not own, operate, or manage the
hostels or accommodation services booked through its
platform, nor does it directly affect how these services
are used by end customers. Given this lack of operational
control and the significant methodological uncertainty
surrounding the appropriate treatment of such emissions,
Hostelworld is prudently awaiting further clarification
and updates to the GHG Protocol, specifically in relation
to the potentially upcoming “Category 16 (facilitated
emissions)”. Work to improve data quality, measurement
methodologies, and engagement with partners to
establish a robust and accurate inventory of emissions
associated with hotel stays will be key enablers in
working towards a Gold accreditation.
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Principal Risks and Uncertainties
Risk Identification
Our business model and results are subject to risks and
uncertainties which could adversely affect our business,
financial stability, and cash flows. Risk is an inherent
factor. While demand for hostelling has remained strong,
changing travel patterns (including increased travel to
lower cost regions), inflation, the ongoing cost of living
crisis and other economic pressures, and geopolitical
tensions, including tensions in the Middle East, remain as
risk factors which can impact demand. The Hostelworld
Group strategy can contribute additional risk such as
the potential impacts of social features, while external
factors such as the continuing growth of artificial
intelligence also contribute to our risk environment.
Additionally, climate change poses a number of physical
and transition-related risks for our business. The Group
has a detailed climate related risk and opportunities
register which is included on pages 50 to 59.
The Group’s risk register process is based upon a
standardised approach applied to identify, assess and
mitigate against risks in the business. Within these
processes, there is input across all levels of the
business to ensure that risk identification processes
capture all evolving risk areas and mitigating strategies.
From the bottom-up, risk is identified and mitigated at
a business unit level by the executive leadership team,
senior management and their respective teams, and
subject matter experts including the Data Protection
Officer and Head of IT Security.
BBC film, Naples, Italy
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Senior management team
members (primarily functional
team leads, who report
directly to ELT) are assigned
responsibility for the daily
management of risks,
reviewing and reporting on
the effectiveness of controls
in place, consolidating the
principal risks, and changes
year on year for each update
made to the Principal Risk
Register. Each risk is
assigned an owner on the
senior management team,
with additional contributors
dependent on the risk.
Subject matter experts
including the Head of Tax,
Data Protection Officer
(“DPO”) and Head of IT
Security offer input on risks
relevant to their areas of
expertise. We have also
engaged third parties to
supplement knowledge base
where applicable including
climate consultants South
Pole and third-party cyber
security specialists.
The ESG Steerco
support the
ELT in identifying climate-
related risks and
opportunities under the TCFD
framework and supports the
Group’s ongoing commitment
to ESG matters including
monitoring current and
emerging ESG trends,
changes in sustainability
regulations, and the impacts
on the Group. The ESG
Steerco feed directly into the
Group Risk Register, and the
Climate Related Risks and
Opportunity Register, which
are reviewed concurrently.
The Executive Leadership Team (“ELT”)
The ELT are responsible for ensuring appropriate risk management is incorporated into the business. They
support the Board and Audit Committee through oversight of risk management processes, monitoring the risk
environment and effectiveness of controls in place. The ELT complete a detailed review of the Group Risk
Register prior to reporting to the Audit Committee and the Board.
The Audit Committee
The Audit Committee supports the Board in carrying out its risk oversight and management responsibilities.
The Audit Committee has delegated responsibility for risk identification and assessment, in addition to reviewing
the effectiveness of the Group’s risk management and internal control systems and making recommendations
to the Board thereon.
The Board
The Board holds overall responsibility for risk and sets the Group risk appetite including determining the
extent of risk that is tolerable in pursuit of its strategic objectives. The Board, together with the Audit
Committee conduct a detailed formal half-year and full-year review of the risk register, including emerging
risks and the mitigating actions that are in place. The Board is satisfied that its risk identification and
management systems are effective, its mitigations and internal control processes are effective, and that the
risks described within this report accurately reflect the Group’s principal risks at present.
The Board also considered its obligations in relation to providing both the annual viability and going concern
statements, and its conclusions can be found on pages 77 and 158 and note 1 to the Consolidated Financial
Statements respectively.
68
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Principal Risks and Uncertainties
continued
Overview Principal Risk Register
The most material risks and uncertainties impacting the
business are listed on pages 68 to 76, together with
comments on how they are managed to minimise their
potential impact. The table is not prioritised in a particular
order, nor is it an exhaustive list of all risks that may
impact the Group. Individually or collectively, these risks
could affect our ability to operate as planned and could
have a significant impact on revenue and shareholder
returns. Additional risks and uncertainties, including
those that have not been identified to date or are
currently deemed immaterial may also, individually or
together, have a negative impact on our revenue, returns,
or financial condition. Each risk identified is subject to an
assessment incorporating the likelihood of occurrence
and potential impact on the Group. This assessment
considers that risks do not exist in isolation, and the
relationships between risks can increase the likelihood
of occurrence of a risk and influences the level of
control and mitigations needed to be put in place.
The Group’s Risk Register also includes any emerging
risks. Emerging risks are identified from areas of
uncertainty, which may not have a significant impact
on the business currently but may have the potential to
adversely affect the Group in the future. No emerging
risks warranting disclosure have been identified.
However, the risk of artificial intelligence, identified as
an emerging risk in 2024, remains and is considered
to be at an increased level of risk. This reflects the
wide-ranging impacts that it has across cyber and data
security, competition, third party management, and
platform evolution and innovation, amongst others.
The pace of change in respect to artificial intelligence
requires careful observation, consideration, and
management, with a particular focus recently on the
impact of generative AI tools such as search assistants,
OS-level copilots and super-apps which can impact
how customers plan their trips.
The direction of the risk of the impact of uncontrollable
events on the Group has also increased reflecting
heightened geopolitical tensions, including recent Middle
East developments impacting travel routes and demand,
alongside broader macroeconomic and climate-related
volatility affecting global travel patterns.Macroeconomic
conditions are also considered an increased risk this
year reflecting the rapidly evolving and difficult to predict
macroeconomic environment. External demand factors
and travel patterns can have substantial impacts on
the Group and require diligent efforts to manage.
Consideration was given to whether our recent debt
facility obtained to finance the acquisition of
OccasionGenius Inc. warranted the inclusion of financial
risk within our primary risks. However, upon consideration
of the quantum of borrowings obtained, the Group’s
repayment ability, and the non-complex nature of the
arrangement, this was not deemed to be warranted.
Following an assessment of the residual risk attached
after internal management and mitigation, each principal
risk outlined below has been assigned a direction of
change based on 2025 factors and forward expectations.
Risk
Trend
Strategic &
External Risk
Technological,
Cyber & Data Risk
Financial
Risk
Operational &
Regulatory Risk
Any external risks outside
of the Group’s control
impacting our business.
The systems we use to
power our business,
and the data we hold.
Integrity of reporting
and viability of the Group.
The processes and
people we use to power
the Hostelworld model.
ʃ
•
Macroeconomic
Conditions
•
Impact of
Uncontrollable Events
•
Artificial Intelligence
ʄ
•
Competition
•
Execution of Strategy
•
Data Security
•
Cyber Security
•
Platform Evolution and
Innovation
•
Marketing Optimisation
•
Taxation
•
People
•
Brand and Reputation
•
Third-party Reliance
•
Climate Change and
Sustainability
•
Regulation
•
Business Continuity
RISK TREND
♦
New
ɿ
Emerging
ʃ
Increasing
ʄ
Stable
ʂ
Decreasing
69
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
1
Macroeconomic Conditions
Direction of Change
Description
and Impact
The Group’s financial performance is closely linked to global travel demand, which is influenced by
macroeconomic factors including economic activity, employment, inflation, interest rates, currency
movements, and consumer access to credit. Travel services are enabled by the freedom of movement of
people nationally and internationally without prohibitive restrictions. Moreover, it is supported by affordable
air, ferry and train fares at significant scale, and similarly good access to affordable accommodation.
Shifts in travel preferences, such as toward lower-cost destinations, may reduce average booking values
and constrain revenue growth. Increasing macroeconomic volatility heightens uncertainty and the risk of
adverse impacts on financial performance.
Management
and Mitigation
The Board and management monitor key economic, market, and trading indicators to assess risks
and implement mitigating actions where needed. The Group’s globally diversified customer base and
destination footprint help offset regional downturns, with 50–60% of bookings in Europe and the remainder
spread worldwide.
Consumer prioritisation of travel and leisure spending may partially mitigate macroeconomic headwinds,
while operational flexibility allows the Group to adjust costs and conserve cash if global demand
declines materially.
Direction of
Change
The difficulty in predicting an increasingly volatile macroeconomic environment increases the risk of
impacts to the Group.
2
Data Security
Direction of Change
Description
and Impact
As a technology-driven e-commerce business, the Group relies on advanced software and infrastructure,
exposing it to data security risks. Protecting customer information, proprietary data, and platform integrity
is critical. The Group’s hybrid workforce, global contractors, and evolving social strategy increase
complexity, while rapid technological change and gaps in regulation can complicate compliance with laws
such as GDPR.
The Group’s hybrid workforce, global contractors, and evolving social strategy increase complexity, while
rapid technological change and gaps in regulation can complicate compliance with laws such as GDPR.
Management
and Mitigation
Data protection is a core priority, supported by a comprehensive privacy, security, and compliance
programme. Supplier onboarding requires rigorous review of data protection and IT security controls.
The Group adheres to leading industry standards, maintains PCI compliance, and implements a GDPR-
aligned data protection framework overseen by a Data Protection Officer and employee champions.
Hybrid work risks are managed through access controls, single sign-on, and multi-factor authentication.
Expert cloud and security providers support operations, and new social and product developments are
implemented using privacy-by-design principles and a risk-based approach. Regular employee training
and proactive threat monitoring ensure compliance while supporting business growth and innovation.
Risk increased
Risk unchanged
Risk decreased
Direction of change relates to the movement of the risk, in the absence of mitigating actions and controls, since the prior period.
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Principal Risks and Uncertainties
continued
3
Cyber Security
Direction of Change
Description
and Impact
The Group faces ongoing cyber threats that could compromise system integrity, data security, and
customer trust. Increasingly sophisticated attacks, coupled with cloud migration and third-party vendor
reliance, elevate the risk of data breaches, operational disruption, or reputational damage. Insurer coverage
may be constrained in the event of incidents.
Management
and Mitigation
The Group invests significant resources to strengthen cyber resilience, with a comprehensive programme
addressing internal and third-party risks. Procurement processes ensure new vendors meet security
standards, while monitoring tools provide real-time threat detection and response.
Policies, procedures, and training are continually updated to reflect evolving threats and regulatory
requirements. Mandatory employee cybersecurity awareness and cloud-specific skills development
courses underpin operational security. Multi-factor authentication and access controls enhance system
protection and attack resilience.
4
Artificial Intelligence (‘AI’)
Direction of Change
Description
and Impact
AI technology is evolving rapidly, presenting both opportunities and risks across the Group’s operations.
Generative AI tools such as search assistants, OS-level copilots and super-apps can impact how
customers plan their trips. “Zero-click” journeys may bypass OTAs entirely, impacting the Groups
revenue and profitability.
Cybersecurity threats include AI-enabled attacks, such as social engineering or algorithmic exploitation.
The adoption of AI-enabled tools by third-party vendors introduces risks of compromised integrity, security
vulnerabilities, or non-compliance with data privacy regulations. Compliance risks include failure to meet
obligations under the AI Act or GDPR, exposing the Group to regulatory penalties or reputational harm.
AI adoption may also create operational risks from biases, misuse, or over-reliance on AI-driven decisions,
potentially affecting product safety, customer trust, or competitive positioning. Proprietary data used in
AI models introduces confidentiality, integrity, and availability risks. Regulatory obligations, including under
the EU AI Act and GDPR, create exposure to potential penalties or reputational harm.
Management
and Mitigation
The Group have an AI governance framework in place.
While the Group is monitoring developments of generative AI closely, Hostelworld’s strategy is focused
on social human connection and experiences which cannot be replicated easily.
Hostelworld prioritises cyber and data security in mitigating AI risks. AI tools are confined to secure
environments to ensure its integrity, as well as encryption and monitoring controls.
Tailored employee training on ethical and regulatory considerations of AI has been rolled out, and the
procurement process ensures supplier features meet prerequisite confidentiality, integrity, and
availability standards.
Management and the Board closely monitor developments in AI product offerings. Potential AI impacts
are considered in deriving and implementing the Group’s strategy.
AI features are deployed using a phased rollout approach, controlled “safe to fail” experiments, and
manual oversight to ensure responsible use. Human intervention remains central.
Direction of
Change
The pace of change in AI is fast, and it has a wide range of areas in which it can impact the Group.
Careful management focus is required to ensure appropriate monitoring and mitigation is in place.
Risk increased
Risk unchanged
Risk decreased
Direction of change relates to the movement of the risk, in the absence of mitigating actions and controls, since the prior period.
71
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
5
Competition
Direction of Change
Description
and Impact
The Group operates in a highly competitive global travel market, where competitors, including large
incumbents and disruptive new entrants, can influence pricing, inventory access, and customer acquisition.
Competitors willing to operate at a loss or invest heavily in technology may challenge the Group’s market
share and growth.
Competition may also impact supplier relationships, including exclusive supply agreements, and evolving
regulations such as the Digital Markets Act may alter market dynamics. Changes in technology, including
AI, and shifts in customer preferences – such as increased demand for private rooms or experiential travel
– can influence acquisition costs, demand, and the relevance of the Group’s offering.
Management
and Mitigation
The Group continuously monitors market share, hostel coverage, and competitor activity to guide acquisition,
retention, and pricing strategies. The Group’s strategy focuses on leveraging its unique market position of
having a social offering through targeted customer acquisition and optimising the profitability of existing
customer cohorts, emphasising customer lifetime value/customer acquisition cost.
There is a continued focus on improving platform flexibility, enhancing customer experience, and global
expansion. Delivering advanced technology solutions can help the Group to diversify from exclusive OTA
reliance to a broader experiential travel offering.
Strategic partnerships and commercial agreements secure inventory and competitive rates, while leveraging
the Group’s proprietary tools–such as the “Solo System” and social cues–to maintain supplier loyalty.
The Group explores AI and new distribution channels for customer acquisition and remains adaptable to
market changes.
6
Execution of Strategy
Direction of Change
Description
and Impact
The Group continues to pursue an ambitious growth strategy to deliver attractive sustainable returns for
shareholders. Delivering this strategy requires strong leadership, employee engagement, investment
and governance.
The Group operates in an intensely competitive global environment and there is a risk of loss in market
share to competitors or markets generally not performing in line with expected growth.
In 2025, the Group acquired OccasionGenius Inc. and is integrating its event discovery platform into
the existing social and accommodation offering. This creates opportunities to strengthen engagement
and diversify revenue streams. Effective integration is critical to realise the intended strategic and
financial benefits.
Management
and Mitigation
The Executive Leadership Team maintains clear accountability for delivering strategic objectives, with
regular monitoring of operational and financial performance against targets.
Competitor activity and market trends are closely tracked, allowing timely responses to changes in the
external environment. Investment in the Group’s social platform and ongoing partnership development
with hostels supports differentiation and market positioning.
Dedicated resources, including management oversight and cross-functional teams, are focused on the
seamless integration of OccasionGenius Inc. and the execution of the broader strategic plan, ensuring
alignment with the growth ambitions presented at the last Capital Markets Day.
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Principal Risks and Uncertainties
continued
7
Marketing Optimisation
Direction of Change
Description
and Impact
A significant proportion of the Group’s website traffic originates from search engines, through both paid
and organic channels. Visibility and customer acquisition are therefore highly dependent on search engine
optimisation (SEO) and search engine marketing (SEM).
Search engine algorithms, like Google’s, constantly change, affecting our placement and costs. AI-powered
platforms are further influencing search results, making algorithm management and optimisation crucial
for our marketing strategy and efficiency.
In addition, the Group is dependent on a small number of traffic sources, subject to margin pressure from
escalating bidding competition with other, larger OTAs, and there is a new risk of zero-click AI search
reducing traffic volumes.
Management
and Mitigation
The Group invests in skilled personnel for paid and non-paid searches. In-house expertise and technology
adapt to algorithm changes.
The search marketing team collaborates with Google, gaining search traffic efficiency insights.
Participation in alpha and beta tests give the Group first mover advantage with new functionality that
can help drive efficiency.
Skill enhancement through third-party vendors complements in-house capabilities for search
engine optimisation.
8
Platform Evolution and Innovation
Direction of Change
Description
and Impact
Rapid technological change is transforming how customers research, book, and experience travel, driven
by innovations such as AI, mobile applications, meta-search platforms, social communities, and digital
advertising. Failure to keep pace with these developments risks the Group becoming less relevant to
modern travellers.
Technology obsolescence and the introduction of new products or features also increase exposure to
operational and cybersecurity risks if controls do not evolve alongside the platform. Continuous innovation
is therefore critical to maintain competitiveness, user engagement, and secure service delivery.
Management
and Mitigation
The Group monitors emerging technology trends and customer behaviours to guide platform development
and product strategy. Significant investment is directed to research, product innovation, and collaboration
with peer companies and partners across the travel sector.
Partnerships are leveraged to ensure delivery of advanced, best-in-class technology solutions for customers
and hostel partners. Following completion of the core platform modernisation, the Group now focuses on
continuous enhancement and optimisation to maintain functionality, security, and operational efficiency.
Risk increased
Risk unchanged
Risk decreased
Direction of change relates to the movement of the risk, in the absence of mitigating actions and controls, since the prior period.
73
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
9
People
Direction of Change
Description
and Impact
The Group relies on attracting and retaining skilled, committed, and motivated employees for
strategic success.
The Group is dependent on key roles throughout all functions of the business to drive innovation, ensure
efficiency and deliver on the Group’s strategy. These tend to be specialist roles where competition for
talent is high.
Failure to recruit or retain appropriately skilled employees, or to maintain competitive reward and
development offerings, may lead to increased attrition, loss of institutional knowledge, and reduced
capacity to deliver the Group’s objectives.
Management
and Mitigation
The Group undertakes regular external salary benchmarking to ensure its reward offering remains
competitive and aligned with market standards. People policies and practices are reviewed and updated
on an ongoing basis to reflect employee needs and evolving ways of working.
The Group operates from three global offices and maintains flexibility in workforce location to access
broader talent pools. Workforce engagement is supported through the oversight of a designated
Non-Executive Director, in line with the 2024 UK Corporate Governance Code.
10 Brand and Reputation
Direction of Change
Description
and Impact
The strength of the Group’s brand is critical to customer trust, acquisition, and long-term growth.
As a result of our social network strategy, we are subject to eexplicit risk of harmful user-generated content,
community moderation failure and a reputational contagion from viral incidents.
Reputational risk may arise from cybersecurity incidents, poor customer experiences involving the Group’s
platform or hostel partners, or ineffective responses to sensitive issues such as geopolitical events or
improper user behaviour. The Group could be subject to payment fraud, fake property listings, and
review manipulation.
False or unsubstantiated claims relating to inclusion, engagement and diversity or sustainability may
undermine credibility and stakeholder confidence.
How Hostelworld is perceived as responding to geopolitical developments and improper user actions
could also affect brand integrity and the business.
The increasing use of artificial intelligence presents opportunities to enhance customer experience and
operational efficiency but also introduces emerging risks relating to transparency, bias, content moderation,
and misuse, which may adversely affect brand perception if not appropriately governed.
Management
and Mitigation
The Group focuses paid marketing activity on app promotion and product innovation, supported by
brand marketing investment in owned channels and social media engagement through content creators.
Customer relationship management initiatives integrate social features across the customer journey,
while proactive communication addresses emotive issues like the Ukraine war.
Third-party services are engaged to monitor chat channels and there is a strict code of conduct in place
to ensure appropriate content.
Reputational incidents are managed through established crisis communications and incident response plans,
developed and periodically reviewed with external public relations advisors. Cybersecurity controls and
crisis response arrangements are in place to mitigate the impact of potential cyber incidents.
Customer experience is supported through dedicated customer service functions and crisis management
policies. In-app social features are governed by clear terms of use, codes of conduct, and automated
moderation processes to address inappropriate behaviour.
An ESG Steerco oversees sustainability, mitigating risks through third parties.
Our IT and procurement policies as well as our legal frameworks are reviewed and updated regularly.
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Principal Risks and Uncertainties
continued
11 Third‑party Reliance
Direction of Change
Description
and Impact
The Group relies on hostel accommodation providers to supply inventory and support growth. Any
constraints upon the supply of hostel inventory may stem growth ambitions. Financial pressure on
partners may lead to business closures or reclassification of accommodation, reducing supply.
The Group’s revenue also depends on the availability and performance of third-party systems, channels,
and integrations. System outages, delayed updates, or reduced functionality at third-party providers may
disrupt bookings, payments, or customer service, resulting in lost revenue and reputational damage.
In addition, reliance on payment processors exposes the Group to risks relating to pricing changes, service
disruption, or unfavourable contractual terms, which could impact transaction volumes and margins.
Management
and Mitigation
Nurturing hostel and vendor relationships is a priority. This close cooperation enables us to monitor market
development enabling early identification of market or partner-specific risks.
There is a dedicated global markets team who are a support function for our hostels. We rely on close
collaboration through frequent contact, including in person market visits, and a dedicated sales function
who target new signups.
Third-party providers are subject to rigorous assessment, due diligence, and ongoing monitoring, with
all contracts processed through the Group’s purchasing and contract review framework.
Service providers are contractually required to meet defined service levels and incident resolution
timelines. System monitoring and alerting are in place to detect outages promptly, with contingency
measures to replicate critical functionality where feasible.
Annual business reviews, contractual safeguards, and financial health monitoring support preparedness
for partner or service provider failure and help to mitigate operational and revenue risk.
12 Climate Change and Sustainability
Direction of Change
Description
and Impact
Stakeholders increasingly expect the Group to demonstrate accountability and transparency in relation to
climate change and sustainability. Failure to meet these expectations through ineffective strategy, target
setting, delivery, or disclosure may result in reputational damage and reduced stakeholder confidence.
Achieving climate-related commitments may also give rise to additional costs, including investment in
sustainability initiatives that could impact pricing and margins.
The Group is subject to expanding sustainability-related reporting and disclosure requirements, creating
a risk of perceived non-compliance or insufficient transparency. In addition, evolving customer attitudes
towards travel, regulatory measures such as carbon pricing, and physical climate risks including
extreme weather events may influence travel behaviour, disrupt operations, and adversely affect
revenue and profitability.
Management
and Mitigation
The Group’s climate and sustainability strategy is overseen by ESG Steering Committees (“ESG Steerco”)
which govern climate-related actions and compliance. ESG Steerco members receive specialist training
from external providers and engage third-party experts where required to support regulatory compliance,
target setting, and reporting. Stakeholder engagement informs the Group’s sustainability priorities, and
progress against targets is reviewed and published annually.
The Group supports accommodation partners and customers in their sustainability efforts through dedicated
internal resources and initiatives. While climate-related factors may affect travel patterns, the Group’s
globally diversified customer base and destination portfolio help to mitigate the impact of regional or
destination-specific disruption.
Risk increased
Risk unchanged
Risk decreased
Direction of change relates to the movement of the risk, in the absence of mitigating actions and controls, since the prior period.
75
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
13 Impact of Uncontrollable Events
Direction of Change
Description
and Impact
The Group is exposed to external events that are unpredictable and outside its control, which may adversely
affect demand, operations, and financial performance.
Economic and political instability, changes in travel, trade, or visa regulations, and broader macroeconomic
conditions may reduce demand for travel and negatively impact profitability.
Security incidents such as terrorist attacks, geopolitical conflicts and regional instability – including the
ongoing conflicts in Ukraine and Gaza and heightened tensions in the Middle East, including developments
involving Iran – may reduce traveller confidence, disrupt air travel routes, increase transport costs or
restrict access to certain destinations, leading to declines in booking volumes and revenue.
Disruption within the Group’s hostel supply chain ecosystem, including financial distress, operational
restructuring, or reduced capacity of key partners may constrain growth or service delivery.
Management
and Mitigation
Our target 18–34-year-old traveller demographic tends to be flexible in terms of destination and is generally
less risk-averse. Travel among this cohort is often viewed as a “rite of passage”, meaning trips are
more likely to be adjusted or redirected to alternative destinations rather than cancelled in response to
geopolitical or external disruptions.
We maintain a close working relationship with our hostel partners to monitor market conditions and respond
swiftly to emerging risks.
Supply chain risks are managed through risk assessment and due diligence processes conducted by the
procurement function in conjunction with relevant business owners.
Direction of
change
The direction of risk is considered increasing, reflecting the growing frequency of geopolitical tensions,
regional conflicts, climate-related events and broader macroeconomic volatility, all of which may contribute
to greater uncertainty in global travel demand.
14 Regulation
Direction of Change
Description
and Impact
The Group operates across multiple jurisdictions and is subject to an increasingly complex and evolving
regulatory landscape. Regulatory and legal risks arise in areas including competition, licensing of
accommodation and experiences, consumer protection, online trading, payments, tax, intellectual
property, data protection, information security, and commercial disputes.
The Group is required to comply with a range of sector-specific and digital regulations, including payment
card association rules, the EU Package Travel Directive, cookie and consent requirements under GDPR
and the ePrivacy framework, and the Digital Services Act, which imposes content moderation and
transparency obligations. Failure to comply may result in fines, operational restrictions, reputational damage,
or legal action.
Heightened scrutiny of international data transfer mechanisms, including standard contractual clauses
following the invalidation of the EU-US Privacy Shield, together with evolving global privacy regimes such
as the California Privacy Rights Act, creates ongoing compliance and operational uncertainty.
New and evolving sign-up, reporting, and platform regulations, including the EU DAC7 directive, may
increase administrative complexity, slow onboarding, affect property categorisation, or result in the removal
of listings due to changes in local laws. Ongoing regulatory developments may increase compliance costs
and constrain business flexibility.
Sustainability-related legislation increasingly requires transparent disclosure and monitoring of compliance
with climate and environmental obligations.
Management
and Mitigation
The Group’s legal team monitors evolving regulatory requirements, supported by external advisers where
needed, and oversees compliance with consumer protection, listing rules, governance codes, and market
abuse requirements.
Data protection, online safety, and digital regulation compliance are reviewed on an ongoing basis, with
processes updated to reflect developments and evolving privacy legislation.
The Group maintains appropriate insurance coverage and continues to enhance operational processes
to support compliance and customer experience.
A formal TCFD governance framework, supported by third-party monitoring, underpins climate-related
disclosure requirements.
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Principal Risks and Uncertainties
continued
15 Business Continuity
Direction of Change
Description
and Impact
The Group is dependent on the availability and performance of its IT systems and third-party services to
support bookings, payments, and operational activities. System failures, including outages at key suppliers,
could disrupt services, impact revenue, and damage customer trust.
Weaknesses in business continuity planning (“BCP”), reliance on a single cloud provider region, or failure
to modernise technology may increase the risk of prolonged disruption, security vulnerabilities, and
reduced system reliability.
Management
and Mitigation
The Group maintains a BCP framework focused on critical e-commerce operations, supported by disaster
recovery plans developed with external advisors. Ongoing technology modernisation and cloud initiatives
enhance resilience and recovery capability.
Supplier contracts include business continuity and force majeure provisions. BCP arrangements and
backup systems are tested and reviewed periodically to ensure continued effectiveness.
16 Taxation
Direction of Change
Description
and Impact
Indirect taxation remains a complex and evolving area due to the variety of regimes and compliance
requirements across the jurisdictions in which the Group operates. Governments and regulators continue
to introduce measures targeting multinational and digital businesses, including digital services taxes,
enhanced VAT rules, and platform reporting obligations requiring digital platform operators to collect and
report information on third-party sellers. Non-compliance may result in penalties, increased administrative
burden, and potential disruption to revenue streams. There is a risk that the Group does not stay ahead of
compliance in all jurisdictions in which it operates. In addition, changes in tax legislation and regulatory
interpretations such as the European Commission’s proposals on VAT in the Digital Age and OECD
recommendations may give rise to additional tax liabilities and increased compliance costs.
Given the Group’s global workforce footprint, tax authorities may assert that a permanent establishment
exists in certain jurisdictions based on the nature or location of activities performed. Furthermore, where
key functions, assets, or risks are undertaken or managed outside Ireland, there is a risk of tax leakage
or challenge to the Group’s current tax positions. If tax authorities adopt a different interpretation of the
Group’s taxable presence or profit attribution, the Group may be required to account for taxes not currently
recognised, potentially increasing the effective tax rate, cash tax outflows, and ongoing compliance costs.
Management
and Mitigation
The Group manages tax risk through a dedicated and experienced in-house tax function, supported by
reputable external tax advisors. Tax risks and developments are monitored on an ongoing basis, with
regular impact assessments, updates provided to senior management and the Board, and biannual reviews
with external advisors to address legislative and regulatory changes.
The Group actively monitors its global operating and workforce footprint, supported by the implementation
of appropriate tax structures and the enforcement of a controlled work-from-abroad policy. Locations
of key functions are formally approved, and transfer pricing policies are designed to reflect the Group’s
operating model and value creation, supporting compliance and mitigating exposure to tax risk
across jurisdictions.
Risk increased
Risk unchanged
Risk decreased
Direction of change relates to the movement of the risk, in the absence of mitigating actions and controls, since the prior period.
77
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Viability Statement
In accordance with the provisions of the Code, the
Directors have assessed the viability of the Group and
its ability to continue in operation and meet its liabilities
as they fall due over the assessment period.
The assessment is based on the Group’s current financial
position, the Group’s strategy and business model, and
the potential impact that principal risks and uncertainties
outlined on pages 66 to 76 may have. The financial
position of the Group, its cash flows, liquidity position
and debt facilities are outlined in the CFO report on
pages 26 to 30. The Group’s strategy and business
model are set out throughout the Strategic Report.
Assessment of Viability Period:
We have based our assessment on a three-year period
to 31 December 2028. The Directors concluded that
three years was an appropriate period, balancing the
ability to assess future prospects with the uncertainties
inherent in making longer-term predictions. Three years
also aligns with the Board approved budgeting and
forecasting horizon.
Approach to Assessment –
Scenario Modelling:
In our assessment of viability we have based a number
of scenarios upon the Group’s principal risks and
uncertainties, and we applied these to the Board
approved 2026 budget and two-year outlook.
Those risks, that represent severe but plausible
scenarios, have been modelled as follows:
Risk Area
Scenario
Macroeconomic
Conditions
Impact of Uncontrollable
Events
An extended travel disruption from events outside of the Group’s control including geopolitical
conflicts, natural disasters, macroeconomic impacts, or other adverse events.
Data Security
Cyber Security
Artificial Intelligence
Brand and Reputation
Regulation
The impact of the most severe repercussion from any of these risk areas – a significant data
security breach resulting in a substantial GDPR fine and the resultant reputational damage.
Climate Change
and Sustainability
The impact that climate change may have on bookings and revenue modelled as the
widespread closure of European hostels through peak summer trading, an extreme
and unrealistic scenario in reality.
The scenarios are designed to allow the Group to review
the maximum potential impact that a risk may have, and
how the Group’s viability may be impacted by assessing
the resilience of the Group’s business model under
stress. There are controls and monitoring processes
in place to allow us to observe the likelihood of these
scenarios occurring and take action to mitigate their
impact as required. Mitigating measures include availing
of debt facilities, reducing investment in R&D and
development expenditure and implementing further cost
management initiatives. The Group also maintain full
flexibility over our largest cost base, marketing costs,
to match these to demand.
The Directors also considered the Group’s
demonstrated ability to respond decisively to significant
trading disruption, including actions taken during the
COVID-19 pandemic.
Conclusion
Having considered these stressed scenarios the
Directors assessed the prospects and viability of the
Group in accordance with the UK Corporate Governance
Code requirements.
The Directors confirm that they have a reasonable
expectation that the Group will be able to continue in
operation and meet its liabilities as they fall due over
the three-year period to 31 December 2028. Taking
into account available financial resources, the flexibility
of the Group’s cost base, and the mitigating actions
within management’s control, the Directors conclude
that the Group remains resilient and viable over the
assessment period.
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Central House, Marrakech, Morocco
79
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Section 172 – Statement of Compliance –
s172 (1) of the Companies Act 2006
Maintaining Trusted Relationships with Stakeholders
In this section, we identify our key stakeholders, explain why and how we engage with them, set out the key metrics
used to measure engagement, and summarise some of the outcomes of our engagement.
The Directors are required to act in accordance with a set of general duties, including a duty under Section 172(1)
of the UK Companies Act 2006 to promote the success of the Company. In so doing, the Directors are required to
have regard to certain stakeholders and to:
•
The likely consequences of any decisions in the long term.
•
The interests of the Group’s employees.
•
The need to foster the Group’s business relationships with suppliers, customers, and others.
•
The impact of the Group’s operations on the community and environment.
•
The desirability of the Group maintaining a reputation for high standards of business conduct.
•
The need to act fairly between shareholders.
This statement explains how the Board has met this requirement in its decision-making process during 2025.
Clear, Open Communication
The Company aims to have open, two-way relationships with the following six key stakeholder groups.
Our
People
Customers
Hostel
Partners
Shareholders
Lender
Communities
and Society
By taking stakeholders’ perspectives into account as outlined below, the Company aims to make business
decisions that are fair, well-rounded, and well-informed.
Los Patios, Medellin, Colombia
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Why we engage
Having an engaged workforce is essential to delivering against our immediate and longer-term strategic goals. Meaningful
engagement with our people ensures their voices are heard, increases motivation and reinforces our culture in a distributed,
remote-first working environment. Risks to delivering on our financial and strategic objectives only increase if we do not
listen to our people, or if we cannot attract and retain talented people who are motivated to deliver on our strategy.
How the Company engages
•
Workforce engagement surveys and exit interviews with employees who decide to leave the business
•
Bi-weekly virtual townhalls for all our people where the CEO updates on trading, the Chief People Officer updates on
workforce welfare initiatives, and the Executive Leadership Team facilitate an open forum Q&A
•
Training provided on professional development, personal health and wellbeing
•
Workforce engagement forums hosted by Evan Cohen in his capacity as the Non-Executive Director with responsibility
for workforce engagement
•
In-person onboarding events for new joiners to support integration into a remote-first business
How the Board considers our people’s interests
•
Evan Cohen, the Non-Executive Director with responsibility for workforce engagement, continued his programme of
meeting with colleagues from across the business and regularly shares and discusses at Board meetings the feedback
and themes of these discussions
•
Specific oversight on the progress of employee well-being initiatives and Company culture-related programmes
•
A ‘People and Organisation/Culture’ pulse check/update provided by the Chief Executive Officer at the majority of
scheduled Board meetings
•
Attendance by the CEO and CFO at a hostel conference in Seville (September 2025), and by the CEO at a hostel conference
in Tokyo (May 2025) included meetings and time spent with global market team colleagues in attendance, with the key
findings shared with the Board
•
Attendance by the CEO and CFO at in-person onboarding events for new joiners to ensure the Board understands the
challenges faced by new colleagues joining a remote-first business, and that new colleagues feel truly welcomed
•
Meetings between a member of the Remuneration Committee and the Group’s employee forum to discuss the Company’s
approach to executive pay
•
Informal meetings between Non-Executive Directors and colleagues
What our people told us was important to them
•
Investment in learning and development, particularly building AI capability
•
Fair compensation
•
Ensuring the challenges of new joiners in a distributed, remote-first working environment were properly addressed
•
Delivery of strategy and Company performance
•
Maintaining the Group’s commitment to IE&D
•
A positive culture that works for people in a remote-first environment
•
Open communication
Section 172 – Statement of Compliance –
s172 (1) of the Companies Act 2006
continued
Our People
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Measurement
•
Employee survey results (including onboarding event survey results) and response rates
•
New hire surveys, employee turnover data and exit interviews
•
Employee training participation rates
•
Feedback from the Non-Executive Director responsible for workforce engagement
•
Complaints made by our people under the Group’s Disciplinary and Grievance Policy
•
Issues reported through the Group’s anonymous whistleblowing hotline service
Outcome of engagement
•
The Board supported an average salary increase for 2025 of 6.3% for people below Executive Director and Executive
Leadership Team level
•
Board support for investment proposals to enhance AI-focused learning and development programmes
•
In-person onboarding events for new joiners were attended by the Executive Directors
•
Ongoing Board oversight of the Group’s culture (and how it is embedded in the Group) at Board meetings throughout 2025
•
Increased focus on supporting colleagues in a distributed working environment
•
Employee celebrations for Pride Month, International Men’s Day, International Women’s Day and participation in annual
IE&D training
•
Received ‘
Investors in Diversity Gold
’ accreditation
Absoloot Hostel, Queenstown, New Zealand
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Section 172 – Statement of Compliance –
s172 (1) of the Companies Act 2006
continued
Why we engage
Without customers, our business would not exist, and understanding what drives their behaviour is crucial in determining
strategy and prioritising investment. It is essential that we stay connected and continuously engage with our customers to
ensure we provide relevant and competitively priced travel products and services in a way that fosters ongoing loyalty to
the Hostelworld brand.
How the Company engages
•
Emails and surveys are sent to customers at the main stages of their booking journey to gather feedback and understand
any problems they may be experiencing
•
Use of social media platforms (principally TikTok and Instagram) for engagement with our online communities
•
A dedicated customer support team (all significant customer support tickets and feedback submissions are reviewed
by senior managers to ensure issues are actioned effectively)
•
Monitoring of brand metrics and sentiment on social media
•
Research studies are conducted for feedback on newly developed features and enhancements made to the Group’s
suite of travel products and services
•
Availability of Hostelworld credits for staff who can use these credits to book trips in hostels and provide feedback on
the customer experience and the relative performance of the group’s travel products and services
How the Board considers customer interests
•
Updates on progress of customer-focused strategic projects provided by the CEO at each scheduled Board meeting
•
Bi-weekly email updates provided by the CFO on booking performance, which allows the Board to react to customer
behaviours and informs future initiatives
•
Significant focus on the Group’s brand strategy to ensure it was aligned to evolving customer trends, with an external
brand expert presenting a brand strategy report to the Board in July 2025
•
Updates provided by the CFO (as Chair of the ESG Steering Committee) at each scheduled Board meeting ensure
customer insights on sustainability are properly understood
•
Audit Committee review of reports from the Group’s DPO on the Group’s customer privacy compliance programmes and
activities (particular focus on ensuring compliant management of customer ‘right to be forgotten’ requests under GDPR)
What our customers told us was important to them
•
Social features and easy ways to connect with other travellers
•
Being able to make sustainable booking choices when they travel
•
Advice and tips on activities for their trips
•
Respect for their data privacy rights and reactive and responsive customer support when it’s needed
•
Customer service that is easy to access
Measurement
•
Customer questionnaires and post booking surveys
•
Quantitative and qualitative research into market share, customer booking trends and behaviours in different markets
•
Customer service response rates
•
Social media engagement rates
•
Completion of customers’ personal data deletion requests in accordance with GDPR obligations
•
Resolution of customer complaints within defined service levels
Outcome of engagement
•
Customer insight into booking purchase patterns enabled data-driven enhancements to the type and quality of
accommodation inventory available
•
Product and Technology quarterly planning for feature enhancements that were responsive to customer preferences
and insights
•
Launch of Travel Plans (May 2025) allows customers to share future trips and meet other travellers before booking
•
Launch of Social Passes (November 2025) to allow access to our social network for travellers who had not booked through
the Group
•
Ongoing enhancements of platform security to protect privacy rights
•
100% of personal data deletion requests from customers implemented in accordance with GDPR obligations
•
Increased Trust Pilot scores for the Group’s Customer Services Team in 2025 through investment in support capability
•
New partnership with CarbonClick, enabling customers to offset accommodation-based emissions
Customers
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Why we engage
Hostel partners are the cornerstone of the Group’s revenue model and broader business. Developing strong, trusted
relationships with our hostel partners is essential to maintaining high-quality accommodation inventory, enhancing our
product offering and delivering sustainable growth. Only through working in partnership with our hostel partners can we
provide access to accommodation inventory and related travel products and services and deliver on our mission and purpose.
How the Company engages
•
Regular review meetings with key hostel partner executives, complemented by close collaboration between regional
Global Market Managers and hostel partners
•
Attendance by the CEO, the Chief Supply Officer and other key senior executives at hostel conferences in Tokyo (May
2025) and Seville (September 2025)
•
Surveys sent to hostel conference attendees before and following each conference event to ensure hostel partner
perspectives and insights are shared and understood
•
Engagement with hostel partners to evaluate their requirements as part of improving the hostel onboarding process
•
Regional hostel partner events, in-market visits and attendance at third-party events globally in over 50 locations for
in-person interactions with over 1500 hostels in 2025. 30 webinars for hostel partners hosted with interactive Q&A
sessions and follow-up surveys in addition to communications and surveys distributed to hostels throughout the year
How the Board considers hostel partners’ interests
•
The CEO provides the Board with a detailed update on hostel inventory supply matters and projects related to hostel
partners as a standing agenda item at each scheduled Board meeting
•
The CFO provides the Board with regular updates on financial performance related to hostel inventory matters
•
The Board received updates from the CEO on insights gained at the 2025 hostel conferences in Seville and Tokyo
•
The CEO met with senior executives from key hostel partner chains on a number of occasions (with the CEO’s observations
reported back to the Board)
•
The Board continue to provide oversight of the Group’s ESG roadmap, focused principally on the implementation of the
’
Staircase to Sustainability
’ framework designed to support hostel partners
•
The Audit Committee reviews procedures in place to protect the Group and hostel partners from fraud risks
What our hostel partners told us was important to them
•
Growth opportunities and product strategy alignment
•
Promotion of hostelling as a sustainable solution for the environmentally conscious customer
•
Investment in the Group’s platform to allow hostel partners to promote events and activities
•
More direct meetings in local markets with the Group’s senior account managers to ensure issues are
addressed effectively
•
Continuous improvement of the onboarding process for hostel partners
Measurement
•
Hostel partner inventory growth, activation and churn rates, and regional performance
•
Net competitiveness score, questionnaires, and surveys
•
Hostelworld support satisfaction scores and customer support Net Promoter Score
•
Legal disputes with hostel partners
Outcome of engagement
•
Strong and trusted relationships established with key hostel partner chains
•
Continuous refinement of the hostel onboarding process (reducing activation time and completion steps for hostel partners)
•
Expansion of the Group’s Linkups platform, enabling hostels to promote in-house social events and activities
•
Three
‘Responsible Travel Award’
categories within our HOSCAR programme, and continued promotion of hostel
‘sustainability stories’ on the Group’s social media channels
•
Increased budget allocation for in-market visits to hostel partners by the Group’s senior account managers
•
No legal disputes with hostel partners during the reporting period
•
Investment in climate-neutral events at our Tokyo and Seville hostel conferences
Hostel Partners
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Why we engage
Our shareholders own the business. Having a clear understanding of our shareholders’ priorities allows the Company and
the Board to make decisions that properly take account of shareholders’ views. The Board recognises that clear communication
and responsiveness to shareholder feedback are critical to maintaining investor confidence and access to capital markets.
How the Company engages
•
Regular engagement between key investors and the Group’s Investor Relations function, the CEO and CFO, through investor
relations events and roadshows
•
Holding of a Capital Markets Day event in April 2025, attended by the majority of the Group’s major shareholders
•
Annual and interim results presentations, including live Q&A sessions
•
Regular trading updates announced on the London Stock Exchange and Euronext Dublin Regulatory News Service (RNS)
How the Board considers shareholders’ interests
•
The Board’s main contact with shareholders is through the CEO and CFO, who maintain regular contact with shareholders
with the support of the Group’s Head of Investor Relations (the Chair and other members of the Board are available to meet
with shareholders on request)
•
The Board is provided with investor relations reports by the CFO at each scheduled Board meeting, summarising
engagement activity, investor sentiment and key themes
•
In-depth investor feedback is collated after each roadshow and trading update and provided to the Board
•
Attendance at the AGM in May 2025, including responding to questions from shareholders and considering voting outcomes
•
Views and perspectives of the Company’s major shareholders on capital allocation were assessed by Deutsche Numis
and Goodbody and presented to the Board by the CFO
What shareholders told us was important
•
Execution of the Group’s strategy and delivery against financial targets
•
Clarity and transparency on the Group’s capital allocation policy
•
Assessment of returning value to shareholders
•
Robust ESG and sustainability reporting
•
Talent management and succession planning
•
Clear and transparent reporting
Measurement
•
Financial performance
•
Share price performance
•
AGM voting outcomes
•
Capital Markets Day survey feedback
•
Qualitative feedback following results and other key announcements
Outcome of engagement
•
Strong shareholder support and approval of 2025 AGM resolutions (no shareholder votes with less than 80% support)
•
97.5% votes in favour of the Directors’ Remuneration Report (advisory vote)
•
Payment of an interim dividend in September 2025 and commencing a £5m share buyback programme
•
Engagement with shareholders throughout 2025 on performance against the Group’s financial and strategic KPIs
•
Continued development of the Group’s sustainability and ESG strategy as set out on pages 40 to 65
Section 172 – Statement of Compliance –
s172 (1) of the Companies Act 2006
continued
Shareholders
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Why we engage
In October 2025, the Board approved a €10.3 million, 3-year term loan facility with AIB Group plc (“AIB”), to fund the
acquisition of OccasionGenius Inc. Engagement with AIB builds trust and promotes an effective long-term partnership
between AIB and the Group.
How the Company engages
•
Regular financial reporting and covenant compliance reporting
•
Regular contact and quarterly meetings regarding the ongoing performance of the Group
How the Board considers AIB’s interests
•
Covenant compliance ratios and AIB debt balances are reported to the Board through updates from the CFO
•
Monitoring forecast covenant compliance as part of the Group’s budgeting and reforecasting processes
•
Considering the impact of strategic decisions, capital allocation and potential acquisitions on leverage and liquidity
•
The CFO maintains an executive relationship with the senior AIB account manager and oversees financial reporting and
covenant compliance reporting
What AIB told us was important
•
Sustainable financial performance and prudent financial management
•
Transparent, accurate and timely compliance reporting
•
Early and open communication regarding material developments in the Group
•
Trust and confidence between AIB and the Group to ensure a mutually beneficial long-term relationship
Measurement
•
Compliance with financial covenants and facility terms
•
Delivery of financial performance against budget and forecast
•
Quality and timeliness of financial reporting
Outcome of engagement
•
Effective and transparent processes to demonstrate the Group’s covenant compliance
•
AIB understands the Group’s financial performance
•
Lender confidence, and an understanding on the part of AIB of the Group’s strategy and potential future capital requirements
Lender (AIB Group plc)
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Why we engage
We engage with communities where we maintain operations and with society in general to ensure the Group has a positive
and responsible impact. As a digital platform operating globally, we recognise that our responsibilities extend beyond
financial performance to building a more inclusive society by supporting IE&D in our business, implementing our sustainability
objectives, and operating our business in a conscientious and compliant manner.
How the Company engages
•
Our IE&D strategy captures the Company’s commitment to inclusivity
•
We commit our time, skills and resources through paid volunteering days to allow our people support their local
communities and charity initiatives
•
We commission reports and research to better understand the economic and climate impacts of our operations
•
We provide work experience opportunities with a focus on STEM (Science, Technology, Engineering and Maths) students
•
Sponsorship and charitable donations supporting community initiatives
How the Board considers these interests
•
Board oversight of the Group’s ongoing implementation of its IE&D strategy and how it supports our culture
•
The Audit Committee assesses climate and ESG risks as part of assessing the Group’s risk management framework
•
The CFO is Chair of the ESG Steering Committee and updates the Board at each scheduled Board meeting on progress
against ESG KPIs and sustainability initiatives
•
The Remuneration Committee reviews benchmarking of employee salaries to ensure fair compensation and also assesses
executive compensation and how it aligns with pay practices for other staff
What community stakeholders told us was important
•
Commitment to IE&D
•
Continuing to play our part in promoting fairness in society by providing employment opportunities in areas where we
have our operations, and paying people fairly
•
Clear action to manage and reduce the environmental impact of our business
Measurement
•
Carbon emissions and progress against sustainability targets
•
Achievement against IE&D strategy goals
•
Charitable contributions and the number of volunteering days used by colleagues
•
Alignment of executive compensation and pay practices for all other staff
Outcome of engagement
•
344 volunteering hours availed of in 2025, with a focus on charitable initiatives
•
Partnered with Irish STEM charity Teen-turn on their
‘Learn to Earn’
programme, with one eight-week internship for
third-level students and five two-week internships for secondary school students
•
Provided employment and work experience opportunities
•
Continued implementation of our ‘
Staircase to Sustainability
’ framework with over 2,500 properties accredited
•
Awarded the Silver ‘Taking Climate Action’ label for 2025 by South Pole, carbon emission specialists
•
Commitment to reach net-zero carbon by 2040 (became a signatory to the Climate Pledge in 2023)
•
Achieved ‘
Investors in Diversity Gold
’ accreditation
Section 172 – Statement of Compliance –
s172 (1) of the Companies Act 2006
continued
Communities and Society
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Los Patios, Medellin, Colombia
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Board Decision Making in Practice from a Section 172(1) Perspective
The Board considers principal decisions to be those decisions which involve significant long-term implications
and consequences for the Company and/or its stakeholders. Below are some examples of principal Board decisions
taken during 2025 and how the Directors took stakeholder views into account in accordance with their duties under
Section 172(1) of the Companies Act 2006.
Section 172 principles
(a)
The likely consequences of any decisions in the long term.
(b)
The interests of the Group’s employees.
(c)
The need to foster the Group’s business relationships with suppliers, customers, and others.
(d)
The impact of the Group’s operations on the community and environment.
(e)
The desirability of the Group maintaining a reputation for high standards of business conduct.
(f)
The need to act fairly between shareholders.
Acquisition of OccasionGenius Inc.
s. 172 principles: (a) (b) (c) (d) (e)
The Board approved the acquisition of OccasionGenius Inc. in October 2025. The Board considered the likely long-term
consequences of completing the acquisition and agreed that diversifying future earnings was appropriate. As part of its
considerations, the Board agreed that the acquisition represented the natural progression of the Group’s strategy outlined
at its Capital Markets Day event in April 2025 and would demonstrate to all stakeholders that the Group was successfully
executing on its strategic objectives. When considering the acquisition, the Board noted that it was expected to drive growth
in social members and bookings, and the new layer of global event data would provide unique insights into traveller
behaviour, benefiting colleagues, shareholders and other stakeholders. In relation to customers, the Board determined that
offering a broad range of local events would encourage travellers to engage more deeply and explore the world together.
Review of the Group’s Growth Strategy
s. 172 principles: (a) (b) (c) (e)
During the early part of the year the Board worked extensively with the Chief Executive Officer on reviewing proposals to
achieve the next phase of Company growth, resulting in the announcement by the Company, in April 2025, of a long-term
strategy to generate shareholder value with a focus on strengthening the Group’s core business, expanding its addressable
market, and exploring complementary acquisitions aligned with the Group’s strategic objectives (see further details set
out within the Chief Executive Officer’s Review on pages 19 to 21).
The details of the strategy were assessed by the Board as positively benefiting a number of stakeholders; our hostel partners
and traveller customers will benefit from increased inventory and enhanced AI powered travel products and services, our
people will benefit from enhanced professional development opportunities and compensation rewards in a growth business,
and our shareholders are anticipated to benefit from an increased return on their investments.
Section 172 – Statement of Compliance –
s172 (1) of the Companies Act 2006
continued
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Share Buyback and Interim Dividend Payment/ Capital Allocation Policy
s. 172 principles: (a) and (f)
The Board is aware of the importance of returning value to shareholders and of clearly communicating its capital allocation
plans. The issue of returning value to shareholders and assessing the appropriate time to institute a share buyback
programme and/or make dividend payments was a key consideration for the Board during 2025. Previous feedback
indicated differing shareholder views on the timing and appropriateness of the Company returning value to shareholders
through share buybacks and dividends. The Board is accordingly aware that there are various competing factors to consider
in capital allocation decisions. Following its assessment of this issue, the Board, acting fairly between members who had
expressed different views, confirmed that the reinstatement of a progressive dividend payment and the commencement of
a £5m share buyback programme would be in the best interests of the business, as evidencing its positive financial outlook
and its ability to meet shareholder and other stakeholders’ expectations.
Appointment of Interim Chair
s. 172 principles: (a) (b) (c) (d) (e) (f)
In 2025, the Board approved the Nomination Committee’s recommendation to appoint Carl G. Shepherd as Interim Chair
of the Board. Given Carl’s extensive tenure on the Hostelworld Board and his deep understanding of online travel market
dynamics, the appointment enabled the Group to continue executing strategic goals during a period of change at Board
level. In addition, Hostelworld colleagues will benefit from the assurance that a highly experienced Non-Executive Director
will lead the Board until Marieke Bax assumes the role of Chair on 31 March 2026.
The Hat Hostel, Madrid, Spain
Wombat’s City Hostel, Budapest, Hungary
92
Directors’ Biographies
96
Corporate Governance Report
113
Nomination Committee Report
123
Audit Committee Report
133
Remuneration Committee Report
155
Directors’ Report
Governance
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Directors’ Biographies
Key
A
member of the Audit Committee
D
member of the Disclosure Committee
N
member of the Nomination Committee
R
member of the Remuneration Committee
C
indicates Chair of Committee
Carl G. Shepherd
A
(1)
N
C
(2)
R
Non-Executive Interim Chair
(3)
INDEPENDENT
Yes
APPOINTED
01 October 2017
BOARD TENURE
8 years 5 months
SKILLS &
EXPERTISE
Extensive executive and non-executive experience in online travel.
EXPERIENCE
Co-founder, founding Chief Operating Officer and Chief Strategic and
Development Officer of HomeAway Inc, previous Chief Operating Officer
and Chief Development Officer of Hoover’s Online, former board member
of Turnkey Vacation Rentals, Inc., and Edge Retreats.
KEY EXTERNAL
APPOINTMENTS
None
Marieke Bax
N
C
(4)
R
Non-Executive Director
(5)
INDEPENDENT
Yes
APPOINTED
30 January 2026
BOARD TENURE
1 month
SKILLS &
EXPERTISE
Executive and non-executive leadership, strategic governance, and M&A.
EXPERIENCE
Led European corporate development and emerging market expansions
at Sara Lee Corporation, former Chief Financial Officer for e-commerce
start-up Hot-Orange, senior advisory roles at Deloitte & KPMG, former
board member and committee chair for Xior Student Housing, Vion Food
Group, Euroclear/EESA, and Climate Transition Capital.
KEY EXTERNAL
APPOINTMENTS
Non-Executive Director and Chair of Audit & Risk Committee at Superbet;
Non-Executive Director and Chair of Audit Committee at Mediq; and Non-
Executive Director, member of the ESG Committee and Chair of Audit
Committee of InPost S.A.
(1)
Member of the Audit Committee until appointed Interim Chair on 13 September 2025 and will resume membership of the Audit Committee and role as
Senior Independent Non-Executive Director when Marieke Bax assumes the role of Board Chair on 31 March 2026.
(2)
Appointed Chair of the Nomination Committee on 13 September 2025 until Marieke Bax assumes the role of Nomination Committee Chair on 31 March 2026.
(3)
Appointed Interim Chair on 13 September 2025. Marieke Bax will assume the role of Board Chair on 31 March 2026.
(4)
Will assume the role of Chair of the Nomination Committee on 31 March 2026.
(5)
Appointed Non-Executive Director on 30 January 2026 and will assume Chair role on 31 March 2026.
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Éimear Moloney
A
C
N
R
Senior Independent Non-Executive Director
(6)
INDEPENDENT
Yes
APPOINTED
27 November 2017
BOARD TENURE
8 years 3 months
SKILLS &
EXPERTISE
Experience in capital markets and asset management, extensive financial
and board governance experience.
EXPERIENCE
Former senior investment manager roles in Zurich Life Assurance (Irl) plc,
senior positions with Bankers Trust Funds Management Ltd in Australia
and with Crowe Horwath Chartered Accountants. Former Non-Executive
Director at Yew Grove Reit plc.
KEY EXTERNAL
APPOINTMENTS
Non-Executive Director, Remuneration Committee Chair and Audit Committee
member of Kingspan Group plc; Non-Executive Director, Audit Committee
Chair, Remuneration Committee member, and Nomination Committee
member of Irish Continental Group plc; and Non-Executive Director of the
Mater Misericordiae And The Children’s University Hospitals CLG.
Evan Cohen
A
N
R
Non-Executive Director
INDEPENDENT
Yes
APPOINTED
14 August 2019
BOARD TENURE
6 years 7 months
SKILLS &
EXPERTISE
Extensive experience in technology and online platform companies.
EXPERIENCE
Former Regional Director for Lyft’s US East Coast business, Chief Operating
Officer at Foursquare and senior strategic consulting and operational roles
at Bebo, Jupiter and MTM.
KEY EXTERNAL
APPOINTMENTS
None.
Paul Duffy
A
N
R
C
Non-Executive Director
INDEPENDENT
Yes
APPOINTED
02 May 2024
BOARD TENURE
1 year 10 months
SKILLS &
EXPERTISE
Experienced Chair and Chief Executive Officer with extensive knowledge
of the consumer and leisure industry.
EXPERIENCE
Former Chair and CEO of Pernod Ricard North America and Director of
Corby Spirit and Wine Limited (listed on the Toronto Stock Exchange).
KEY EXTERNAL
APPOINTMENTS
Chair of the Board and Non-Executive Director, Remuneration Committee
member, Development Committee member and Nomination and
Governance Committee Chair at Glanbia plc; Non-Executive Director of
W.A. Baxter & Sons; and Chair of the Irish Children’s Museum CLG
(7)
.
(6)
Appointed Senior Independent Non-Executive Director when Carl G. Shepherd appointed Interim Chair on 13 September 2025.
(7)
Resigned as Chair and Non-Executive Director on 16 December 2025.
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Hostelworld Annual Report 2025
Directors’ Biographies
continued
Gary Morrison
D
C
Chief Executive Officer
INDEPENDENT
No
APPOINTED
11 June 2018
BOARD TENURE
7 years 9 months
SKILLS &
EXPERTISE
Extensive knowledge of the online travel industry and significant
technology experience.
EXPERIENCE
Former Senior Vice President and Head of Retail for Expedia. Former
Director of Despegar (NYSE DESP), AirAsiaExpedia and Voyages SNCF.
Former Head of Global Sales Operations for Google’s Online Sales
Channel and Motorola as VP and Head of Product Management for
Motorola’s Smartphone. Consulting and engineering roles at General
Electric, Booz Allen, and Hamilton and Schlumberger (France).
KEY EXTERNAL
APPOINTMENTS
None
Caroline Sherry
D
Chief Financial Officer
INDEPENDENT
No
APPOINTED
01 December 2020
BOARD TENURE
5 years 3 months
SKILLS &
EXPERTISE
Extensive finance, strategic and corporate development experience
alongside a strong focus on Investor Relations and the sustainability
agenda.
EXPERIENCE
Former Financial Controller at Hostelworld Group plc, Director of Financial
Planning and Analysis for Glanbia plc’s Performance Nutrition division and
held numerous strategic and commercial finance roles at Ulster Bank
Group DAC. Chair of ESG Steerco at Hostelworld.
KEY EXTERNAL
APPOINTMENTS
Non-Executive Director of Neurodiversity Sandymount CLG
(8)
(8)
Appointed 26 March 2025.
Key
A
member of the Audit Committee
D
member of the Disclosure Committee
N
member of the Nomination Committee
R
member of the Remuneration Committee
C
indicates Chair of committee
95
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Board Composition
as of 25 March 2026
Independence Overview
The Board comprises seven Directors. Independent
Non-Executive Directors represent 71% of the Board
and are considered by the Board to be independent in
character and judgement, in accordance with the
provisions of the UK Corporate Governance Code.
71% (5)
Independent
Non-independent
29% (2)
Independent Directors
Carl G. Shepherd
Marieke Bax
Éimear Moloney
Evan Cohen
Paul Duffy
Non-Independent Directors
Gary Morrison
Caroline Sherry
Gender Balance
The Board recognises the importance of diversity,
including gender diversity, in promoting effective
decision-making and good governance and maintains
a balanced gender composition.
57% (4)
Male
Female
43% (3)
Male Directors
Carl G. Shepherd
Evan Cohen
Paul Duffy
Gary Morrison
Female Directors
Marieke Bax
Éimear Moloney
Caroline Sherry
Board Tenure
The average tenure of Directors as at 25 March 2026
was 5 years and 5 months.
Tenure Distribution – Full Board:
57% (4)
6-9 years
0-3 years
3-6 years
29% (2)
14% (1)
Tenure Range
Directors
0-3 years
Marieke Bax
Paul Duffy
3-6 years
Caroline Sherry
6-9 years
Carl G. Shepherd
Éimear Moloney
Evan Cohen
Gary Morrison
Tenure Distribution – Non-Executive Directors
60% (3)
6-9 years
0-3 years
40% (2)
Tenure Range
Directors
0-3 years
Marieke Bax
Paul Duffy
3-6 years
–
6-9 years
Carl G. Shepherd
Éimear Moloney
Evan Cohen
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Hostelworld Annual Report 2025
Corporate Governance Report
Chair’s Introduction
On behalf of the Board, I am pleased to introduce our Corporate Governance
Report for the year ended 31 December 2025. I would like to give thanks to Ulrik
Bengtsson, as Chair of the Board until 12 September 2025, for his thoughtful
leadership before I became Interim Chair in September 2025 and to welcome
Marieke Bax, who was appointed as a Non-Executive Director in January 2026
and who will assume the role of Board Chair on 31 March 2026, as our newest
Board member.
As well as meeting our important regulatory obligations,
our governance report is an opportunity to provide
shareholders and other stakeholders with a clear window
into how the Board operates, and explains the structures,
processes, and procedures used by the Board and its key
Committees to ensure that Hostelworld’s high standards
of corporate governance are maintained. Details on how
our governance arrangements supported our strategy
execution in 2025 are set out on page 99. The Board
remains firmly committed, on an enduring basis, to
promoting high standards of corporate governance
in Hostelworld Group plc (the “Company”) and its
subsidiaries (together the “Group”).
The Company reports in accordance with the provisions
of the UK Corporate Governance Code, as published
in January 2024, with the exception of Provision 29,
which has applied with effect from the start of the
2026 financial year and against which the Company
will report next year (the “Code”).
Details of our governance practices are available in this
Corporate Governance Report and in the Committee
Reports that follow. Below is a brief guide to where
the most relevant explanations are given for how the
Company applies each of the Code principles:
Principles
Pages
Board leadership and
Company purpose
A, B, C, D
and E
Pages 100
to 105
Division of responsibilities
F, G, H
and I
Pages 106
to 111
Composition, succession
and evaluation
J, K and L
Pages 113
to 120
Audit, risk and
internal control
M, N and O
Pages 123
to 132
Remuneration
P, Q and R
Pages 133
to 154
Snap stay, Hoi an, Vietnam
97
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Compliance with the UK Corporate
Governance Code
The Company has applied the principles and, other
than the two exceptions described below, has complied
with the provisions of the Code throughout the
reporting period.
1.
The Remuneration Committee has not developed
a formal policy on post-employment shareholding
requirements in accordance with Provision 36 of
the Code. This matter was consulted on with
major shareholders and the main proxy advisers in
connection with the Remuneration Policy put before
shareholders at the Company’s AGM in May 2024, and
the conclusion reached was that the Remuneration
Policy and the framework for LTIP awards already
provide sufficient alignment between management
and the long-term interests of shareholders. There
is a shareholding requirement to be met during
employment, and an additional requirement that LTIP
awards be held for a two-year post-vesting holding
period. The Remuneration Committee does not
believe that further post-employment requirements
are necessary to ensure that the Executive Directors
are at all times operating in the best long-term
interests of shareholders.
2.
The 10% of salary pension contribution rate for the
CEO is above the 6% rate applicable to the wider
workforce and represents non-compliance with
Provision 39 of the Code. This issue was also
consulted on with major shareholders and the main
proxy advisers as part of the process for considering
the Remuneration Policy put before shareholders at
the 2024 AGM. In circumstances where no major
shareholder responded to the Remuneration Policy
proposals expressing any concerns or opposition to
the explicit proposal to maintain the CEO’s pension
contribution rate at 10% of salary, the Remuneration
Committee determined that the CEO’s rate of pension
contribution, as contractually agreed at the time of his
recruitment in 2018, was not excessive, and agreed
to present this proposed approach to shareholders
at the 2024 AGM. In the context of the related AGM
vote, the Remuneration Policy proposals (which
included proposals to maintain the CEO’s pension
contribution rate at 10% of salary) were supported
by 97.71% of shareholders who cast their vote.
The Board and the Remuneration Committee fully
appreciate that some shareholders take different views
on these remuneration matters. The Remuneration
Committee will consult with major shareholders and
the leading proxy advisers on these issues as part of
proposals for the new Remuneration Policy, which is
expected to be put before the Company’s shareholders
at the AGM in 2027. The Remuneration Committee
anticipates this consultation exercise to commence in
the latter part of 2026.
Accordingly, it is not currently possible to provide a
definite timeline for compliance with the related
Code provisions.
Board Appointments and
Board Effectiveness
Implementation of succession plans for the Board Chair
role was a key focus for the Nomination Committee and
the Board during the reporting period. The leadership of
the Board evolved with Ulrik Bengtsson stepping down as
Chairman in September 2025 and my own appointment,
also in September 2025, as Interim Chair and Interim
Chair of the Nomination Committee. A thorough search
process overseen by the Nomination Committee
culminated in January 2026, with our announcement
of the immediate appointment of Marieke Bax as a
Non-Executive Director and Chair of the Board, effective
31 March 2026. Full biographies of all Board members
are available on pages 92 to 94. Details of the Board
changes that occurred during the year and in the period
prior to publication of the Annual Report are set out in
the Nomination Committee Report on page 115.
The Board comprises seven directors, of whom three
are female. Five members are based in Europe, and
two reside in the United States. Five Board members
have executive experience in the travel or online sectors,
while the remaining members bring expertise from a
range of other industry backgrounds.
We continue to have a diverse Board and an excellent
mix of skills and perspectives, which ensures debate
at the Boardroom level is challenging and well-informed.
In the latter part of 2025 I reviewed the performance
of each Director and I am satisfied that each brings the
necessary commitment and expertise to their role and
dedicates sufficient time to contribute effectively to
Board performance.
Under my direction as Interim Chair, the Company
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Hostelworld Annual Report 2025
Secretary facilitated a comprehensive internal review of
the Board’s effectiveness during the latter part of 2025.
The review concluded that the Board and its Committees
continue to operate efficiently and effectively. Further
details regarding the performance review process and
its outcomes are provided on pages 119 and 120.
Engaging with our Stakeholders
The Board remains focused on how it engages
with its six principal stakeholder groups: our
employees, shareholders, customers, hostel
partners, AIB Group plc (our principal lender), and
the wider society and communities in which we
operate. In considering key strategic matters, the
Board is mindful of these stakeholders’ interests and
seeks to ensure that its decisions are informed by a
balanced and fair assessment of, at times, differing
or competing expectations.
A detailed account of how the Board and the business
have considered and engaged with stakeholders
during the year, the outcomes of that engagement,
its influence on Board deliberations, and the metrics
used to assess stakeholder engagement is provided in
the Section 172 Statement on pages 79 to 89.
Culture
Culture has been principally shaped by our people,
hostel partners, and traveller customers since the
Company was founded over twenty-five years ago,
and the focus of the Board over the reporting period in
this vital area was ensuring that the Company’s culture
is embedded across the business, and aligned with the
Company’s purpose, values and strategy. Please see
pages 101 to 103 for further details on how the Board
monitored the Group’s culture over the reporting period.
Annual General Meeting
The forthcoming Annual General Meeting represents a
key opportunity for shareholders to receive an update
on the business’s overall progress and to engage with
the Board. The 2026 AGM will take place on 6 May 2026
and will be held at the Company’s offices at 8 Harcourt
Street, Dublin 2. Marieke and I will be in attendance
to address any shareholder questions. Full details are
provided in the Notice of Annual General Meeting,
which will accompany this Annual Report and will
be issued to shareholders at least 20 working days in
advance of the meeting. The Notice is also available on
the Company’s website at
www.hostelworldgroup.com
.
If you have any questions on governance arrangements
at Hostelworld, please don’t hesitate to contact
the Company Secretary in the first instance (email:
corporate@hostelworld.com
).
Carl G. Shepherd
Carl G. Shepherd
Interim Chair
25 March 2026
Corporate Governance Report
continued
99
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
How Governance Supported our Strategy during 2025
Strategic Objective
Board’s Governance Role
Link to Principal Risk
2025 Board Activity
Strategy
Execution
Review and assessment of
commercial, financial and
strategic rationale for acquiring
OccasionGenius Inc.
Competition risk
(page 71) and
Execution of strategy
risk (page 71)
During the year, the Board approved the
acquisition of OccasionGenius Inc. to
accelerate the Group’s strategy to inspire
travel and improve booking conversion.
Review and assessment of
investment proposals for
strategic growth.
Competition risk
(page 71) and
Execution of
strategy risk
(page 71)
During the early part of the year, the Board
worked extensively with the Chief Executive
Officer resulting in the announcement by the
Company, in April 2025, of a long-term strategy
to generate shareholder value with a focus on
strengthening the Group’s core business,
expanding its addressable market, and exploring
complementary acquisitions aligned with the
Group’s strategic objectives (see further details
set out within the Chief Executive Officer’s
Review on pages 19 to 21.
Review and assessment of AI
Usage Policy for adoption by
the Group.
Competition risk
(page 71),
Execution of strategy
risk (page 71),
Data security risk
(page 69) and
Cyber security risk
(page 70)
As part of ensuring the Group was well-positioned
to harness the opportunities of AI while
appropriately managing related privacy and IT
security risks, the Audit Committee reviewed
and approved proposals from the Group’s CTO,
Head of IT Security, and DPO regarding the use
of AI across the business.
Investing in
our People
Oversight of remuneration
planning and implementation
to ensure our people were
paid fairly and retention risks
were appropriately managed.
People risk
(page 73)
To ensure broader retention risks were managed
and that our people were rewarded fairly and
competitively, the Remuneration Committee
agreed that (1) salary proposals for the 2025 salary
review provided for average salary increases for
colleagues in excess of salary increases for the
Executive Directors; and (2) a Restricted Share
Award be granted to a number of employees,
subject to a staggered vesting regime over three
years (15% of the award vesting at the end of
the first year, 35% of the award vesting at the
end of the second year, and 50% of the award
vesting at the end of the third year).
Maintaining
an Effective
Board
Governance to ensure the
implementation of Board
succession plans in a way
that maintains an effective
and entrepreneurial Board.
People risk
(page 73)
Board assessment of the skills, experience and
abilities of candidates required to lead the Board
and ensure delivery of the Group’s strategic
objectives, approval of Nomination Committee
recommendations in respect of the appointments
of Carl G. Shepherd as Interim Chair and Éimear
Moloney as Interim Senior Independent Director,
and review of succession plans for the Board.
Capital
Allocation
Assessment of the benefits
and financial stability risks
of reinstating a progressive
dividend policy and
commencing a share
buyback programme.
Macro-economic
conditions risk
(page 69) and
Execution of strategy
risk (page 71)
Assessed and confirmed that both the payment
of an interim dividend and commencement of a
£5m share buyback programme would be in the
best interests of the business.
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Hostelworld Annual Report 2025
The following section outlines how the Company has applied the principles and complied with the provisions of
the Code during the reporting period. Where appropriate, we have included cross-references to relevant sections
of the Annual Report that provide greater detail on our application of the Code’s principles and compliance with its
provisions. Our objective is to minimise duplication, enhance clarity, and demonstrate a coherent and integrated
approach to governance under the Code. The Code is publicly available at
www.frc.org.uk/library/standards-
codes-policy/corporate-governance/uk-corporate-governance-code/
1. Board Leadership and Company Purpose:
Principles A-E/Provisions 1-8 of the Code
Approach to Governance
The Board’s main responsibility is to lead the Company in
delivering long-term, sustainable value for shareholders
and other stakeholders, and to contribute positively to
wider society. We set out on page 99 how governance
has supported the delivery of our strategy during 2025
and how this is linked to our principal risks. How the
Company generates value for shareholders is covered
in the Strategic Report on pages 10 to 89.
Long‑term Sustainable Success
In line with the Code, the Board is accountable for driving
the Group’s long-term success. It remains focused on
long-term strategic priorities and evaluates progress
against these goals at each scheduled Board meeting.
The Board follows a comprehensive agenda to ensure
regular consideration of financial performance, strategy,
risk, stakeholder engagement, culture, and governance.
As part of its responsibility to foster the Company’s
long-term sustainable growth – creating value for
shareholders and contributing positively to society –
the Board’s focus over 2025 was in the areas highlighted
in the CEO’s Review (see pages 19 to 21) and the
Chair’s Statement (see pages 14 to 17).
The Board also assesses the sustainability of the
business model over the longer term through:
•
Assessing AI and the competitive risks and
opportunities AI represents for the Group.
•
Assessing the Group’s addressable customer market,
hostel partner relationships, and the suitability of its
marketing programmes and product features for
specific categories of customers and hostel partners.
•
Assessing industry trends and anticipated
developments and attending industry conferences.
•
Considering the long-term customer appeal and
relevance of the core Company brand assets
and trademarks.
•
Regularly assessing the status of the Group’s capital
requirements and capital allocation policy.
•
Assessing feedback from our key stakeholders.
•
Overseeing the risk management and controls in place
to address risk (including IT and cyber security risks).
•
Maintaining oversight over the Group’s internal
control framework.
•
Considering key factors likely to affect future
performance for the purposes of the Viability
Statement set out on page 77.
Effective and Entrepreneurial Board
The Board reviews strategy and execution against
applicable KPIs at each scheduled Board meeting
and receives frequent updates from the CFO on
execution against shorter-term trading KPIs. Key
strategic issues discussed by the Board over the
reporting period included:
•
AI and its competitive risks and opportunities.
•
The ongoing development of our social travel
strategy, social travel products and services, and
the most effective means to achieve customer,
booking and revenue growth in this area.
•
The need for revenue diversification and how to
address this through organic growth and M&A activity.
•
How to effectively expand our inventory coverage
in a way that ensures we have the right type of
competitively priced accommodation inventory to
meet our traveller customers’ requirements.
•
Implementation of our sustainability strategy and
growing our sustainability improvement framework
for the hostelling industry.
•
The relevance of the core Company brand assets
and trademarks, and how to maintain their value.
•
The Group’s platform modernisation strategy and its
alignment with the Group’s overall growth strategy
and the requirements of our hostel partners and
traveller customers.
•
Assessing changes to corporate reporting
requirements and legal and regulatory developments
that impact the Group.
•
Our culture and our purpose, and whether our culture,
purpose, values and strategy are aligned and how our
culture is embedded across the business, including
with respect to our policies, practices and behaviour
throughout the business.
•
Review of the 2026 budget and two-year outlook
and the potential impact of external risk factors.
101
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
On pages 119 and 120, we explain how our annual
Board performance review helps ensure that the Board’s
strengths are recognised and leveraged, while areas
for development are identified and addressed. Further
information on how we ensure the Board has the
appropriate mix of skills and experience is set out in
the Nomination Committee Report (pages 113 to 120).
(a) Directors’ Induction and Ongoing Training
When appointed to the Board, each Director undertakes
a thorough induction programme. This is complemented
by continuous training throughout the year to ensure
Directors remain up to date on legal, regulatory, and
industry developments. The structure and delivery of the
induction process for new Board members are outlined
in the Nomination Committee Report on page 115.
Additional information on the training completed by
Directors is included in the same report on page 116.
(b) Conflicts of Interest
Our Board has a Conflicts of Interest Policy and has
established procedures for the disclosure and review
of any potential or actual conflicts. Prior to the Board
appointment of Marieke Bax (after the end of the
reporting period) in January 2026, a rigorous review
was undertaken by the Company Secretary to ensure
no conflicts of interest arose with respect to Marieke’s
appointment. During 2025, no conflicts of interest
arose in respect of Board matters.
(c) Chair and Non-Executive Directors
The Board considers Paul Duffy, Carl G. Shepherd,
Éimear Moloney and Evan Cohen to be independent.
Accordingly, the Company meets the Code requirement
that at least half of the Board (excluding the Chair)
comprises independent Non-Executive Directors. Details
of succession planning as it relates to Non-Executive
Directors is set out in the Nomination Committee report
on pages 115 and 116.
The Chair and the Non-Executive Directors play an
active role in challenging assumptions, shaping strategic
proposals, and contributing independent judgement,
expertise, and insight to the Board’s discussions. Under
the terms of their appointment letters, the Non-Executive
Directors are expected to devote around 15 to 20 days
each year to the Group’s business.
Copies of the Non-Executive Directors’ appointment
terms are available for review at the Company’s
registered office and will also be available at the AGM.
Company Values and Purpose –
Embedding our new Culture Code
The Hostelworld culture is developed from our values
and is a key strength of the organisation. A new Culture
Code was introduced in 2024 and was well received by
colleagues. In 2025, the Board focused on providing
oversight to ensure the Culture Code was brought to life
effectively and embedded across the Group. The Board
firmly recognises that embedding a positive work culture
is essential to achieving behavioural outcomes and
shaping how things are done across the Group. During
the year, the Board reviewed and affirmed the Group’s
purpose, considered the Group’s values and behaviours,
and provided oversight in how the Culture Code was
being embedded to appropriately reflect the shared
beliefs and values of all Hostelworld colleagues. Details
of the Group’s mission, purpose and vision are set out
on page 2, details on the Group’s behaviours and
values are set out on pages 35 to 37 of the Strategic
Report, and details of the Group’s Culture Code are
summarised on pages 32 and 33. Our values,
behaviours, and Culture Code demonstrate how we
behave, individually and collectively, as a Board and
how we expect colleagues to conduct themselves on an
ongoing basis. Our purpose, values, and behaviours
are firmly embedded across the organisation through
the establishment and application of clear policies on
individual and business conduct. Any breach that could
affect our culture or values is reported to the Board or the
relevant Committee. During the reporting year, including
at the Board meeting in December 2025, the Board
discussed and reflected on Hostelworld’s purpose,
values and behaviours. These foundations continue to
support a culture that champions inclusion, dignity and
respect in the workplace and ensures that we conduct
our business in a commercially responsible and ethically
grounded manner.
The Board remains strongly of the view that our purpose,
values, and behaviours must be communicated
effectively and in plain language, reinforced, and
continuously embedded in our policies and procedures
so that the right values and behaviours drive what we
do and how we do it.
The Executive Directors have been delegated
responsibility for ensuring that established values
and behaviours set at Board level are effectively
communicated and implemented across the business.
If the Board is concerned with any behaviours or actions,
it will seek assurance that corrective action is being
taken. No such action was required during 2025.
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Hostelworld Annual Report 2025
Corporate Governance Report
continued
Assessing and Monitoring Culture
(and how Culture is embedded)
Our culture is grounded in our values, behaviours,
and Culture Code, and sustained by robust policies
and codes of conduct that ensure consistency and
accountability across the organisation.
Workforce Engagement Sessions:
Evan Cohen,
in his capacity as the designated Non-Executive
Director responsible for workforce engagement, hosted
engagement forums with colleagues. The purpose of
these sessions was not only to provide the Board
with a clear understanding of colleagues’ views on
Hostelworld’s strategy, performance, culture and working
environment, and of colleagues’ and project teams’
priorities and concerns, but was also an effective way
for Evan (and the Board) to assess whether there were
any signs of a culture problem in the business and
whether the Executive Directors were appropriately
embedding our organisational culture.
Employee Surveys:
updates from survey results
provided to the Board by the CEO help the Board monitor
culture by understanding colleagues’ concerns and
challenges, and by identifying initiatives that are
working well or could be improved. Of particular focus
during the reporting year were updates on survey
results on completion rates for conduct and ethics-
oriented training programmes, and whether colleagues
felt empowered to share ideas and innovate.
Remuneration Engagement:
a member of the
Remuneration Committee meets with the Group’s
employee forum to discuss the Company’s approach
to executive pay to enhance colleagues’ understanding
of how executive compensation decisions are made
and receive feedback in the context of the broader
pay and reward policy in the Group. The engagement
exercise also helped the Board assess whether
colleagues believed the Group’s culture, values, and
promoted behaviours were reflected in the Group’s
reward and performance management programmes.
Town Halls:
the CEO, CFO, and Executive Leadership
Team host twice-monthly virtual town halls (including
a Q&A session) for all colleagues, using these forums
to promote our culture and understand staff views and
concerns. This engagement channel is used by the
Executive Directors to communicate the Group’s
culture, purpose, and values and is considered by the
Board to be a particularly important means of
communicating with colleagues.
Leadership Behaviours:
the Group’s leadership
development programmes specify the key attributes
and behaviours for our leaders, with details of the
design and implementation of the programmes
updated to the Board by the Chief People Officer
(or the CEO on his behalf).
Board Performance Review:
the annual Board
performance review allows the Board to reflect on
Board performance and assess the extent to which it
has effectively promoted the Hostelworld culture and
set the ‘tone from the top’.
Informal Engagement:
Non-Executive Board members
are encouraged to meet informally with employees
and, through these engagements, observe if the
appropriate cultural traits and behaviours are being
displayed by colleagues.
Management utilises a suite of Board-approved cultural
metrics to provide the Board with a comprehensive view
of how our culture is embedded in the business and
operating in practice. These indicators draw on a broad
range of sources, including insights from employee
engagement and exit surveys, data from HR policies
on disciplinary matters, compensation and promotion
practices, and measures related to inclusion, equity,
and diversity. Additional inputs include compliance
training completion rates, participation in learning and
development programmes, whistleblowing activity,
and the effectiveness of the Group’s well-being initiatives.
Externally focused measures, such as hostel partner
satisfaction scores, customer service resolution rates,
compliance with agreed payment terms with vendors,
and the occurrence of any contractual disputes with
hostel partners, also form part of the assessment.
Independent assurance over selected areas is provided
by PwC through our outsourced internal audit function,
alongside input from other advisers where appropriate.
Metrics used to monitor culture and the extent to which
it is embedded include:
•
Allowing our people to raise any concerns they have
anonymously via our Whistleblowing Hotline service
is essential to ensure staff have the means to highlight
suspected wrongdoing, and monitoring the volume
of incidents reported provides an important insight
into the health of our culture – no issues were
reported to the service during 2025 (no change
from 2024).
103
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
•
Complying with our customers’ privacy rights is
essential to maintaining their trust, and the participation
rate in data protection compliance training allows us
to establish how embedded this vital compliance
issue is in the business – 100% of invited participants
completed the training in 2025 (increase from 99%
in 2024).
•
Resolving any issues our customers may have in a
timely manner is important to make sure Hostelworld’s
reputation as a trusted hostel booking provider is
maintained, and assessing improvements in the
time it takes to resolve any customer issues allows us
to verify that doing the right thing for our customers
is central to how we operate as a business – the
customer support resolution rate slightly disimproved
over 2025 with 83% of tickets resolved within 36
hours (2024: 87% of tickets resolved within 36 hours).
•
Paying our suppliers on time in accordance with
agreed contract terms is important to maintain a
partnership-based relationship and avoid expensive
disputes, and how we score against this metric
provides a transparent measure of the health of
our culture – 100% of our suppliers were paid in
accordance with agreed payment terms during 2025
(no change from 2024).
•
Complying with contractual terms agreed with
our hostel partners (and avoiding legal disputes)
demonstrates the business is being run with
appropriate regard for our contract obligations and
commitments, and how we score against this metric
provides a clear sense as to whether the business
is being run in an ethical and responsible manner –
no legal disputes arose with a hostel partner during
2025 (no change from 2024).
•
Retaining our employees is a key element of our
strategy, and retention rates are a strong indicator of an
engaged workforce. The 2025 employee attrition rate
of 10.6% is broadly in line with the 2024 rate (10.4%).
How our Culture Supports Strategy:
Our key strategic objectives are to implement our
distinctive social network strategy, expand our inventory
coverage, continuously improve our technology
platform, progress our ESG agenda, and deliver on our
commitments to our shareholders, people, hostel
partners and communities. Further details of our strategy
objectives are set out on pages 19 to 21. We are
empowered to deliver on our strategic objectives by
a vibrant and positive working culture underpinned by
our values:
Think Customer:
we attract and retain customers by
focusing on their needs and providing the travel products
and services they want at competitive prices.
Building a Better World:
we engage our people by
being an inclusive, welcoming employer with a firm
focus on inclusion, equity, and diversity (“IE&D”).
Community Spirit:
we bring people together from all
over the world through our product offering and in our
office locations across the globe. Our community spirit
among our customers, hostel partners, and people
enhances these relationships and drives performance
and strategy execution.
Be Bold, be Brave, be Adventurous:
we embrace
change and encourage and incentivise our people to
learn continuously so we can respond quickly to our
stakeholders’ evolving perspectives.
Keep it Simple:
the simpler things are for our people,
customers, and hostel partners, the faster we can
execute our strategy.
For more information on our culture and how we invest
and reward our people, see our ‘People and Culture’
section set out on pages 34 to 39.
Risk Management
The Group allocates appropriate resources to the
management and oversight of IT security, data protection
and regulatory compliance, supported by its internal
auditors and senior leaders across all departments.
The Board and its Committees receive regular reporting
on risk matters and periodically review both key and
emerging risks facing the business. The Board remains
committed to safeguarding the privacy rights of our
customers and partners, receiving updates from the
Audit Committee on findings from privacy audits
conducted by the Group’s Data Protection Officer, as well
as ongoing cybersecurity assessments of our booking
platform and IT systems carried out by the Group’s Head
of Information Technology Security. Independent
assurance over IT controls and security risks is provided
by PwC, our outsourced internal audit partner. The
Board is also committed to upholding the Company’s
market abuse compliance obligations and receives
updates from the Disclosure Committee on its meetings
and on the effective operation of the compliance
processes and procedures set out in the Company’s
Market Abuse Regulation compliance manual.
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Whistleblowing and Anti‑Bribery
The Board promotes a culture where employees can
confidently report concerns through internal and
external channels. The Group’s Anti-Bribery and
Whistleblowing Policies, supported by a confidential
reporting helpline, remain well communicated. Although
no reports were received in 2025, feedback to the Board
confirmed that employees are aware of the service
and would not feel restricted from using it if needed.
Remuneration and Culture
We set out on page 138 how we have addressed the
issue of ensuring remuneration is aligned with culture.
We explain on pages 136 and 137 the Group’s
approach to investing in and rewarding our workforce
and on page 138 how remuneration is aligned to the
Company’s purpose and values.
Using Stakeholder Views to Shape
Board Decision Making
Details of how engagement with stakeholders was
conducted during 2025, what metrics and performance
indicators were used in connection with stakeholder
engagement, how the outcomes of the engagement
with stakeholders was reflected in Board decisions,
and how the Directors consider they have promoted
the success of the Group in accordance with the
requirements of section 172(1) of the Companies Act
2006 are set out in the Section 172 Statement (pages 79
to 89).
Workforce Engagement Statement
As part of the 2025 employee engagement programme,
Evan Cohen hosted engagement forums with colleagues
across the business. The selection of attendees at these
forums was designed to ensure participation from people
who had recently joined the business, so that their
views, in particular, could be shared and understood
fully. Evan provided updates on Board activities and
sought the views of forum participants on several
topics. Marieke Bax, who joined the Board in January
2026 and who will assume the role of Board Chair on
31 March 2026, will participate in a Q&A session with
colleagues from across the business during 2026.
Key themes emerging from engagements with the
workforce during 2025:
•
Recognition of the changing accommodation search
landscape online, with colleagues noting both
challenges and opportunities arising from AI, and
emphasising the strategic need to diversify into social,
influencer and alternative channels of user acquisition.
•
Positive reflections on the Group’s strategic direction,
including the focus on youth travel services,
monetisation, and iteration of core products.
•
Strong preference for remote and hybrid working,
valued for flexibility, wellbeing, and global recruitment.
At the same time, colleagues acknowledged that
onboarding and team cohesion can be more
challenging remotely and would welcome more
intentional in-person interaction.
•
Some colleagues sought further clarity on the Group’s
brand evolution work, and welcomed confirmation
that planning continues and will accelerate with the
arrival of new marketing leadership. The strength and
recognition of the existing “H” icon were noted as a
significant asset.
•
Employees expressed pride in Hostelworld’s culture,
highlighting adaptability, collaboration and openness
to experimentation, particularly around AI. They also
emphasised the need to maintain cultural clarity and
alignment as the organisation grows.
•
Colleagues expressed strong appreciation for the
Group’s commitment to employee engagement,
supportive people policies and continued investment
in learning and development. There was clear
alignment between employees and the Board on
the importance of maintaining a highly engaged
workforce and prioritising people-focused initiatives
across the organisation.
•
Employees welcomed the high level of access to the
Executive Directors and the openness of internal
communications, noting the transparency provided
through the twice-monthly Town Hall meetings, which
include open Q&A sessions with the Chief Executive
Officer, and access to the Executive Directors at
the in-person onboarding sessions held during the
reporting period.
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Feedback from the various engagement channels was
shared and discussed by the Board, and employee
perspectives informed more informed Board and
management decisions and helped identify areas to
improve the employee experience, in particular, the
continuation of the in-person onboarding experience for
new colleagues and improved employee engagement
with the Board. How the Board engaged with the
workforce and how the views of our people have been
used to shape Board decisions during the year are set
out in the Section 172 Statement (pages 80 and 81).
Directors’ Concerns
During the year, no Director had concerns about the
operation of the Board or the management of the Group
that could not be resolved.
Steelhouse, Copenhagen, Denmark
106
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continued
2. Division of Responsibilities:
Principles F-I/Provisions 9-16 of the Code
The Chair
Responsibility
Ulrik Bengtsson resigned as Chair on 12 September 2025,
Carl G. Shepherd was appointed as Interim Chair on
13 September 2025, and Marieke Bax will assume the
role of Chair on 31 March 2026. The Chair oversees the
Board’s overall effectiveness, promotes an atmosphere
of openness and transparency during its meetings, and
ensures that all Directors participate meaningfully in
discussions and offer constructive scrutiny of the key
matters under consideration. The Chair, together with the
Committee Chairs and the Company Secretary, meets
regularly to review upcoming agenda items and the
materials for Board and Committee meetings. Following
its annual performance review, the Board confirms that
the Interim Chair encourages a culture of candid and
constructive debate in the boardroom. A detailed
description of the Chair’s duties is provided in the table
on page 108.
A Balanced Board
As required by the Code, at least half the Board
(excluding the Chair) are independent Non-Executive
Directors. The Nomination Committee regularly reviews
Board composition, including the balance of skills and
experience on the Board, the tenure of each Non-
Executive Director, and conducts succession planning
for Non-Executive Directors and Executive Directors.
Director and Board Performance
Following a performance review conducted towards the
end of 2025 under the direction of the Interim Chair,
each Director’s performance was considered as
continuing to be effective, and each Director was
considered to demonstrate commitment to the role.
The internal Board performance review concluded that
the skills and experience of the Executive Directors and
independent Non-Executive Directors were appropriate,
and that the Board was working effectively together.
Details of the results and recommendations of the Board
performance review exercise are set out on pages 119
and 120.
Non‑Executive Directors and Independence
In accordance with the Code, our Non-Executive
Directors are responsible for constructively challenging
the strategies proposed by the Executive Directors
and for holding management to account for achieving
Company goals and objectives. The Non-Executive
Directors also play a primary role in the effective
functioning of the Board’s Committees (excluding
the Disclosure Committee, which comprises the CEO
and CFO).
The Board has identified, on pages 92 to 95, which
Directors it considers independent. The Board confirms
that it assessed the independence of the Non-Executive
Directors as part of the annual Board performance
review process and has determined that each of the
Non-Executive Directors continued to demonstrate
independent judgement during the reporting period and
remained free from any business or other relationships
which could have materially affected the exercise of
their judgement.
The Non-Executive Directors play a vital role in
safeguarding balanced decision-making by ensuring
that no single Director, or group of Directors, exerts
undue influence over the Board’s deliberations.
Maintaining their independence is therefore essential.
To support this, Non-Executive Directors may serve a
maximum of three three-year terms, except in
exceptional circumstances where an extension is
considered appropriate.
Other External Appointments
The Board considers a Director’s other significant
external commitments (including, where applicable,
their commitments as committee members of other
listed companies where they serve as directors) when
considering them for appointment to satisfy itself that
the individual can allocate sufficient time to their Board
duties and assess any potential conflicts of interest.
Each Director must notify the Chair of any changes to
significant external commitments that arise during
the year, including the time commitment associated
with each.
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Directors may take on additional external appointments
only with the Board’s prior approval. If required to
assess additional directorships, the Board will consider
the number of directorships the individual already
holds and their expected time commitment for those
roles. The Board considers the most recent guidance
from institutional investors and proxy advisers on the
maximum number of appointments that can be managed
efficiently. As part of the Board performance review
exercise, each Non-Executive Director has confirmed
(as they are required to do on an annual basis) that they
have been able to allocate sufficient time to discharge
their responsibilities effectively (see table on page 111
for Board meeting attendance).
For the table below, we have applied the methodology
set out in the ISS UK and Ireland Proxy Voting Guidelines
for ‘overboarding’ to calculate the mandates of our
Non-Executive Directors for their appointments to
publicly listed companies. The Board confirms that none
of our Directors is overcommitted and all Directors
have adequate time to discharge their duties as Directors
of the Company. At the date of publication of this Annual
Report, no external appointments are held by the CEO.
Details of an external appointment held by the CFO in
a non-listed entity are provided on page 94.
Non-Executive Director
Board Chair
Executive Director
Independent
Appointments
Mandates
Appointments
Mandates
Appointments
Mandates
Total Mandates
(1)
Carl G.
Shepherd
Yes
–
–
Hostelworld
Group plc
2
–
–
2
Eimear
Moloney
Yes
Hostelworld
Group plc
Kingspan
Group plc
Irish
Continental
Group plc.
3
–
–
–
–
3
Evan Cohen
Yes
Hostelworld
Group plc
1
–
–
–
–
1
Paul Duffy
(2)
Yes
Hostelworld
Group plc
1
Glanbia plc
2
–
–
3
Marieke
Bax
(3)
Yes
In Post S.A.
(Euronext
Amsterdam)
1
Hostelworld
Group plc
2
–
–
3
Ulrik
Bengtsson
(4)
Yes
–
–
Hostelworld
Group plc
Raketech Group
Holding plc
4
–
–
4
(1)
Inclusive of their appointment at Hostelworld Group plc. For the purposes of calculating the total number of mandates, a non-executive membership counts
as one mandate, a non-executive role as chair counts as two mandates and a position as executive director (or a comparable role) counts as three mandates.
(2)
Appointed as Chair of Glanbia plc from 1 January 2026.
(3)
Assumes the role of Chair of Hostelworld Group plc on 31 March 2026.
(4)
Resigned as Non-Executive Director and Chair of Hostelworld Group plc effective on 12 September 2025.
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continued
Division of Responsibilities
There is a clear division between executive and
non-executive responsibilities, ensuring effective
oversight and accountability. The roles of the Board,
Board Committees, Chair and CEO are documented,
as are those matters reserved to the Board. An
overview of the division of responsibilities between
the Board and the Group’s executive leadership is
provided in the table below.
Company Secretary
The Company Secretary supports the effectiveness of
the Board and its Committees by ensuring that they
are provided with adequate time, information and
resources to discharge their responsibilities. This
includes advising the Board and its Committees on
governance matters and on relevant legal and
regulatory obligations. The appointment and removal
of the Company Secretary are matters reserved to the
Board. In accordance with the Code, the Remuneration
Committee is responsible for determining the
Company Secretary’s remuneration.
Division of Responsibilities
Chairman
Ulrik Bengtsson
(1 January 2025 to
12 September 2025)
Carl G. Shepherd
(13 September 2025 onwards)
Marieke Bax
(with effect from 31 March 2026)
•
Leadership of the Board
•
Responsible for overall effectiveness
in directing the Group
•
Constructive relationships between the
Executive and Non-Executive Directors
•
Effective contribution of all
Non-Executive Directors
•
Directors receive accurate and
timely information
•
Meetings with Non-Executive Directors,
without Executive Directors present
•
Ensures Board is aware of the views
of major shareholders
Board (key matters)
•
Group’s purpose and values
•
Group’s strategic aims and business plans
•
Annual and interim results
•
Annual Report and Financial Statements
•
Capital Allocation and dividend policy
•
Internal control and risk management
•
Major changes to the Group’s corporate
structure (including but not limited to
major acquisitions/disposals)
•
Capital purchases > €250k outside budget
•
Communication with shareholders
•
Changes in structure, size and composition
of the Board
•
Material litigation
•
Remuneration Policy for Directors and
senior executives
•
Governance structure
•
Oversees culture (including IE&D programmes)
and climate-related risks and controls
Senior Independent
Director
Carl G. Shepherd
(1 January 2025 to
12 September 2025)
Éimear Moloney
(13 September 2025 onwards)
•
Sounding board for the Chair
•
Intermediary for the other Directors
and shareholders
•
Annual review of Chair’s performance
Non-Executive Directors
•
Constructive challenge, strategic
guidance and specialist advice
•
Scrutinise and hold to account the
performance of management and individual
Executive Directors against performance
and strategy objectives
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Division of Responsibilities
Chief Executive Officer
Gary Morrison
•
Execute the Group’s strategy and
commercial objectives together with
implementing the decisions of the
Board and its Committees
•
To keep the Chair and Board appraised
of important issues and competitive
challenges facing the Group
•
To ensure that the Group’s business is
conducted with the highest standards of
integrity, in keeping with our culture
•
Manage the Group’s risk profile and
ensure actions are compliant with the
Board’s risk appetite
•
Investor relations activities, including
effective and ongoing communication
with shareholders
Chief Financial Officer
Caroline Sherry
•
Support the CEO in developing and
implementing strategy
•
Provide financial leadership to the
Group and align the Group’s business
and financial strategy
•
Responsible for financial planning and
control, treasury and tax functions
•
Responsible for presenting and
reporting accurate and timely historical
financial information
•
Manage the capital structure of the Group
•
Investor relations activities, including
communications with investors, alongside
the CEO
•
Chairs Steering Committee on ESG and
oversees sustainability and other
reporting compliance
Designated Non-
Executive Director for
Workforce Engagement
Evan Cohen
•
Attendance at employee
engagement forums
•
Provide regular updates to the Board
on issues discussed at employee
engagement forum meetings
•
Review any messages received through
the whistleblowing system from the
Group’s employees
•
Review the effectiveness of engagement
programmes established for employees
Company Secretary
John Duggan
•
Compliance with all corporate governance
matters, monitors the Group’s disclosure
requirements under the Code and LSE
(UK) and Euronext (Ireland
) Listing Rules
•
Ensure Board procedures are followed
•
Compliance by the Company with its legal
and regulatory responsibilities
The Board of Directors
The schedule of matters reserved for the Board’s
decision is available on the Group’s website,
www.
hostelworldgroup.com
. The schedule of matters
reserved for the Board and the Terms of Reference for
each of its Committees are subject to annual review.
The Board also has a Delegation of Authority Policy
that sets out the primary responsibilities, controls and
authorisation limits on matters affecting the Group’s
business. This policy was reviewed and updated by
the Board twice in 2025.
Board Meetings
There were 11 Board meetings held during the year,
with additional Board conference calls held between
Board meetings as and when circumstances required.
As applicable, certain Board decisions are addressed
through written resolutions signed by each Board
member. Key issues assessed, and material decisions
taken by the Board and its Committees during the year
included the following:
Strategy
•
Approval of the acquisition of OccasionGenius Inc.
•
Reviewing the Group’s long-term strategic objectives
with a particular focus on the growth and iteration of
the Group’s social network product features,
technology strategy, hostel inventory strategy, and
paid marketing strategy
•
Approval of a long-term strategy (announced in
April 2025) focusing on strengthening the Group’s
core business, expanding its addressable market,
and exploring complementary acquisitions aligned
with the Group’s strategic objectives
•
Reviewing the Group’s key brand assets and brand
strategy with a focus on the evolution of the Group’s
brand strategy
•
Approval of the Board changes in respect of the
appointment of Carl G. Shepherd as Interim Chair
and Éimear Moloney as Interim Senior
Independent Director
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continued
•
Reviewing and approving the Group’s 2026 budget
and two-year outlook
•
Assessing and confirming that the payment of an
interim dividend would be in the best interests of
the business
•
Assessing and agreeing on the implementation of a
£5m share buyback programme as an appropriate
use of the Group’s capital
•
Assessing and considering culture and how it is
embedded in the Group, and reviewing and
considering stakeholder perspectives and the
engagement model adopted by the Company with
its key stakeholders
Commercial
•
On-going updates and presentations from the
Executive Directors on trading and financial
performance (twice monthly trading emails sent to
the Non-Executive Directors by the CFO)
•
Reviewing and approving a budget for 2026
•
Approving the full year results, half year results and
2024 Annual Report
Risk Management and Internal Controls
•
Reviewing the Group’s principal and emerging risks
•
Reviewing and confirming the Group’s viability
statement and going concern status
•
Receiving an update on cyber risk and IT security
•
Receiving an update on data protection compliance
•
Progressing preparations for reporting against
Provision 29 of the Code
•
Receiving an update on financial reporting compliance
•
Receiving an update on key changes to legal and
regulatory matters with a focus on consumer law,
IT security and cyber risk, privacy and capital
markets compliance
•
Receiving an update on compliance training
completion rates
•
Reviewing the effectiveness of the Group’s system
of internal controls and risk management
People and Culture
•
Approving proposals for a new approach to employee
participation in equity plans (annual vesting over a
three-year period)
•
Approving initiatives in the areas of employee
well-being and employee assistance
•
Receiving updates from Evan Cohen in his
capacity as Non-Executive Director responsible
for employee engagement
•
Receiving updates on key people and culture
issues and initiatives at the majority of scheduled
Board meetings
•
Considering and implementing succession plans for
the Chair and non-executive Board positions
•
Considering succession plans for the Board, Executive
Directors, and Executive Leadership Team
•
Reviewing employee engagement results
•
Reviewing the Board Diversity Policy
Standing Agenda Items
In addition to the above, at each scheduled Board
meeting, there are standing items, which include:
•
Review and approval of the previous meeting minutes
•
Committee updates to the Board
•
Status update on any matters outstanding from
previous meetings
•
Report from the CEO (including an update on strategy
development, growth initiatives and execution)
•
Report from the CFO (including an update on trading,
financial performance outlook, investor relations
and progress on ESG strategy initiatives)
The attendance of Directors at Board meetings held
during the year is set out in the table below. Attendance
at Committee meetings is detailed in the respective
Committee Reports. Directors receive comprehensive
Board and Committee papers approximately one week
in advance of each meeting. For scheduled Board
meetings, these papers typically include a trading
update, financial and strategic performance reports,
a people and culture update, and a summary of progress
against the Group’s ESG strategy. Minutes of all Board
and Committee meetings are circulated to members as
a matter of routine.
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Non-Executive Directors are encouraged to communicate
directly with senior management between Board
meetings and are provided with a twice-monthly trading
update by the CFO. At the Chair’s request, members of
the Executive Leadership Team attend scheduled Board
meetings to present updates on the performance of
their respective areas of responsibility.
Should any Director judge it necessary to seek
independent legal advice in respect of Company matters,
they are entitled to do so at the Company’s expense.
Meetings of the Non-Executive Directors, held without
the Executive Directors present, are incorporated into
the Board’s annual schedule. In 2025, these sessions
were held at the conclusion of each scheduled Board
meeting, providing the Non-Executive Directors with an
opportunity to discuss matters raised by the Executive
Directors, as well as broader business issues, in a
private forum. These meetings support the continued
independence of the Non-Executive Directors by
allowing them to consider Executive Director
performance and Company matters confidentially and
without management present.
Board Meeting Attendance
Membership
No. of scheduled meetings/total no. of scheduled
meetings held when the Director was a member
(1), (2)
Attendance %
Carl G. Shepherd (Chair from 13 September 2025)
9/11
82%
Paul Duffy
11/11
100%
Éimear Moloney
11/11
100%
Evan Cohen
11/11
100%
Gary Morrison
11/11
100%
Caroline Sherry
11/11
100%
Ulrik Bengtsson
(3)
(Chair until 12 September 2025)
6/7
86%
(1)
Certain Board matters relating to the operation of an Employee Benefit Trust for the purposes of facilitating the holding of shares in the capital of the Company
for the benefit of the Group’s employees and certain former employees were conducted by a specifically constituted Board sub-committee comprised of
the CEO and CFO. Certain Board matters relating to agreeing and executing final legal agreements with the shareholders of OccasionGenius Inc. and with
AIB Group plc in connection with financing arrangements in respect of the acquisition of OccasionGenius Inc. were conducted by a specifically constituted
Board sub-committee comprised of the CEO and CFO. Board approval of the appointment of Paul Duffy as Chair of Glanbia, plc, and the external appointments
of Éimear Moloney and Caroline Sherry, respectively, to non-listed entities was conducted separately via written resolution. Board approval of the renewal
of Evan Cohen’s appointment as Non-Executive Director, and member of the Remuneration Committee, Audit Committee and Nomination Committee was
also conducted separately via written resolution.
(2)
Carl G. Shepherd and Ulrik Bengtsson recused themselves from a meeting of the Board dealing with the appointment of Carl G. Shepherd as Interim Chair.
(3)
Ulrik Bengtsson resigned from the Board and all Committee roles on 12 September 2025.
Disclosure Committee
The Board has established a Disclosure Committee responsible for overseeing the Company’s compliance with the
Market Abuse Regulation and for determining, with advice from the Group’s equity capital markets advisers (Deutsche
Numis, Goodbody Stockbrokers and Travers Smith LLP), when information must be released to the market. The
Disclosure Committee comprises the CEO and CFO, with the Company Secretary acting as secretary to the Committee.
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Mayan Monkey, Tulum, Mexico
113
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Fostering an inclusive, equitable
and diverse culture
Terms of Reference
The Terms of Reference of the Nomination
Committee, which were reviewed during
2025, are available on the Company’s
website at
www.hostelworldgroup.com
.
Key Responsibilities
Assessing the composition, structure
and size (including skills, knowledge,
experience and diversity) of the Board
and its Committees and making
recommendations on appointments
and reappointments to the Board.
Planning for the succession of new
Directors to the Board and of senior
management, considering the tenure of
Non-Executive Directors in the context of
the strategic challenges and opportunities
facing the Group.
Keeping under review the leadership
needs of the Group, both executive and
non-executive, with a view to ensuring the
continued ability of the Group to compete
effectively and execute its strategy.
Reviewing the talent capability across
the Group and the progress of talent
development programmes.
Keeping the extent of Directors’ other
interests and external appointments under
review to ensure that the effectiveness of
the Board is not compromised.
Overseeing the performance review
of the Board, its Committees and
individual Directors.
Reviewing the results of the Board
performance review.
Following each meeting, the Nomination
Committee communicates its main
discussion points and findings to the
Board. A review of the performance of
the Nomination Committee is conducted
each year.
3. Composition, Succession and Evaluation:
Principles J-L/Provisions 17-23 of the Code
Nomination Committee Report
Carl G. Shepherd
Nomination Committee Chair (Interim)
Committee members and meeting attendance:
Membership
No. of scheduled meetings/
total no. of scheduled meetings held
when the Director was a member
(1)
Attendance %
Carl G. Shepherd
(2)
(Interim Chair from 13 September 2025)
6/7
86%
Paul Duffy
7/7
100%
Éimear Moloney
7/7
100%
Evan Cohen
7/7
100%
Ulrik Bengtsson
(3)
(Chair until 12 September 2025)
3/5
60%
Marieke Bax
(4)
N/A
N/A
(1)
Carl G. Shepherd recused himself from a meeting of the Committee dealing with his appointment
as Interim Chair, and Ulrik Bengtsson recused himself from two Committee meetings dealing with
the appointment of his successor as Chair.
(2)
Carl G. Shepherd was appointed Interim Chair of the Nomination Committee on 13 September 2025.
(3)
Ulrik Bengtsson resigned from the Board and the Nomination Committee on 12 September 2025.
(4)
Marieke Bax was appointed as a member of the Nomination Committee on 30 January 2026 and
will assume the role of Nomination Committee Chair on 31 March 2026.
See pages 92 to 95 for further information on current Nomination Committee members.
Committee Composition
Appointments to the Committee are for a period of up to three years, which
may be extended for two further periods of up to three years, provided the
majority of the Nomination Committee members remain independent. The
Nomination Committee’s composition complies with the requirements of
the Code. The Company Secretary acts as secretary to the Committee.
The Chief People Officer regularly attends meetings and is responsible for
supporting on succession planning, talent management, and IE&D.
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continued
Chair’s Review of 2025
Dear Shareholder,
On behalf of the Board and the Nomination Committee
(the “Committee”), it is my pleasure to present the
Nomination Committee Report for the year ended
31 December 2025.
The principal activities of the Committee during 2025
were as follows:
Chair Succession, Interim Senior Independent
Director Appointment:
Ulrik Bengtsson resigned as a
Non-Executive Director and Chair of the Company on
12 September 2025. The Committee considered and
recommended to the Board my appointment as Interim
Chair, effective 13 September 2025, and the appointment,
as my replacement, of Éimear Moloney as Interim Senior
Independent Director on the same date. Neither Éimear
nor I took part in Committee activities where matters
related to our respective appointments were agreed.
The Committee met on several occasions to consider
the recruitment of a permanent Chair. Following a
rigorous recruitment process which concluded in
January 2026, the Committee recommended to the
Board that Marieke Bax be offered the role of Non-
Executive Director and Chair of the Company.
Committee Changes:
Ulrik Bengtsson stepped down
as Chair of the Nomination Committee and as a member
of the Remuneration Committee on 12 September 2025.
On appointment as Interim Board Chair on 13 September
2025, I was also appointed as Interim Chair of the
Nomination Committee and, in accordance with
Provision 24 of the Code, stepped down as a member
of the Audit Committee on the same date. There were
no other changes to the composition of the Board
Committees during 2025.
IE&D:
Supported by the Chief People Officer, the
Committee considered the Group’s policies and
objectives in respect of IE&D, its linkage to strategy,
how it was implemented and progress to-date on
achieving its objectives.
Succession Planning:
Noting my own tenure and
the tenure of Éimear Moloney as Non-Executive
Directors, which will reach nine years in October
2026 and November 2026, respectively, reviewed
succession planning for the Board and the Executive
Leadership Team.
Board Tenure:
Non-Executive Directors are not
permitted to serve more than three terms of three
years’ duration from their appointment date, unless
exceptional circumstances apply. In this context, the
Committee continuously reviews the tenure of Non-
Executive Directors and potential departure dates.
Details of the tenure of each Non-Executive Director
are set out in the Directors’ Biographies section on
pages 92 to 95.
Terms of Reference and Board Policy:
Reviewed its
Terms of Reference and the Company’s Board
Diversity Policy.
Corporate Reporting:
Consideration and approval of
the report of the Committee in the Company’s Annual
Report and Financial Statements for the year ended
31 December 2024 in March 2025.
I look forward to engaging with shareholders at the
2026 AGM, where I will be available to address any
questions regarding this report or the Committee’s
work. Shareholders who wish to raise queries in
advance may do so by contacting me through the
Company Secretary at
corporate@hostelworld.com
.
Carl G. Shepherd
Carl G. Shepherd
Interim Chair, Nomination Committee
25 March 2026
115
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Succession Planning – Chair Appointment
Following the March 2025 announcement that Ulrik
Bengtsson had accepted a CEO role at an international
company and would step down from the Board
in October 2025, the Chair recruitment process
commenced. The search process was the focus of the
Committee’s activities over the remainder of 2025 and
culminated in January 2026 with our announcement
of the immediate appointment of Marieke Bax as a
Non-Executive Director and as Chair of the Board from
31 March 2026. Based on a list compiled by Korn Ferry,
selected by the Committee to support the recruitment
process following a competitive tendering process,
several candidates were interviewed during this
period, and their skills and suitability were discussed
in various Committee meetings and calls between
Committee members.
The Committee conducted an in-depth process in
connection with recommending the appointment of
Marieke Bax as Non-Executive Director and Chair, and
member of the Remuneration Committee and Chair and
member of the Nomination Committee. The process
culminated in the Committee recommending (and the
Board approving) the appointment, which took effect
on 30 January 2026. The process for Marieke’s
appointment involved an assessment by the Committee
(with input from the Executive Directors) of Marieke’s
skills, experience, cultural fit, other time commitments
and potential conflicts of interest. Extensive
consideration was also given to the provisions of the
Code of the attributes required of a Board chair and
a non-executive director, and to the FRC’s Corporate
Governance Code Guidance as it relates to the required
skills of a Board chair and a non-executive director.
The Committee meeting which resulted in the
recommendation of Marieke for appointment as
Non-Executive Director and Chair, was chaired by
Éimear Moloney, Interim Senior Independent Director.
The Committee considers that by applying the principles
of the Board Diversity Policy (with its requirement for
the Committee to have specific regard to Parker and
FTSE Women Leaders Reviews and the Listing Rules’
Board diversity targets and the Board’s intention to meet
these targets), it ensures that a diverse pipeline of board
candidates will be available to the Company. See pages
116 to 118 for further details on the Board Diversity Policy
and how it was applied in connection with the Board
Chair recruitment process in 2025.
Appointment Process
•
Committee discussion of candidate specification
and required skill set
•
Consider recommendations through Board
contacts and advisers and/or search agency
•
Review a shortlist of potential candidates for
initial interviews with Committee members and
Executive Directors
•
Final proposal circulated
•
Committee recommends a candidate to the Board
•
Induction programme to be organised by the
Company Secretary
•
Proposed election by shareholders at the first AGM
following appointment
Board Induction Programme
Upon joining the business, all newly appointed Board
members receive a tailored induction programme
organised by the Company Secretary and approved by
the Chair. The induction programme is intentionally
managed over several months and is designed to bring
a new Director up to speed on the Company’s business,
strategy, governance structures, and culture.
Programmes are tailored to the individual’s requirements
and aligned with the activities of the Committees to
which the new Board member has been appointed. New
Board members are asked to present their observations
from the induction and onboarding process to the
Board after an initial settling-in period. New Board
members also have access to the support and service
of the Company Secretary, who arranges access to the
digital platform used by the Board for Board papers,
materials and regulatory updates.
Succession Planning – Executive Directors
and Executive Leadership Team
Executive Leadership Team
During the year, the Committee reviewed succession
plans for the Executive Leadership Team (including
the CEO and CFO) to ensure that changes to the
Executive Director positions are proactively planned
and coordinated. As part of this process, detailed
assessments were completed for each position to
ensure that the required capabilities of potential
candidates aligned with the role requirements and
Hostelworld’s strategy and culture.
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Nomination Committee Report
continued
Key High Performers
The Committee receives periodic updates on talent
management programmes for senior executives and
key high performers to ensure a diverse pipeline of
senior executives and potential future Board members
with the necessary skills and experience to deliver the
Group’s strategy.
Training
It is essential to the effective functioning of the
Company’s Board and Committees that the Company’s
Executive and Non-Executive Directors are aware of
recent and upcoming developments. All Directors are
required to keep their knowledge and skills up to date,
and as required, professional advisers are invited to
provide in-depth updates. Updates and training are
not limited to legal and regulatory developments; they
also cover a range of issues, including online travel,
market trends, cyber risk and security, and AI. The
Group’s Company Secretary provides regular updates
to the Board and its Committees on legal and
regulatory matters.
•
Each Director receives training on their duties under
section 172(1) of the Companies Act 2006 and their
obligations as Directors of a Company listed on the
London Stock Exchange and Euronext Dublin as
part of their induction process.
•
The Audit Committee received a detailed update on
the programme of activities implemented to ensure
the Company complied with changes to financial
reporting requirements.
•
The Audit Committee received an update on legal
developments in the areas of online regulation,
cyber-risk and security, employment law, and
capital markets compliance and the programme of
activities implemented by the Group to ensure
related compliance.
•
All Directors attended regular external briefing
sessions on topics relevant to their role as Directors.
Board and Committee Performance Review
and Re‑Election of Directors
The results of the Board performance review and
the individual Director appraisal process are detailed
on pages 119 and 120. Having assessed the composition
of the Board, including the breadth of skills, knowledge,
experience and independence of each Director,
the Committee recommended that all Directors be
proposed for election or re-election, as appropriate,
at the forthcoming AGM.
The Nomination Committee keeps succession planning
under review and, as Carl G. Shepherd and Éimear
Moloney will complete nine years on the Board later this
year, will consider, in due course, whether they should
remain Directors of the Company until the next Annual
General Meeting. As part of ongoing succession
planning, the Nomination Committee will assess future
Board composition and refreshment needs as Directors
approach the maximum tenure outlined by the Code.
The Committee’s own effectiveness was also considered
as part of the wider Board performance review.
Following this review, the Nomination Committee and
the Board concluded that the Committee continues to
operate effectively.
The Board’s Policy on Diversity
UK Listing Rule (UKLR) 6.6.6R(9)
The Board’s objective to drive the benefits of a diverse
executive leadership team and wider workforce is
underpinned by the Board’s Diversity Policy. Diversity
in the context of Board composition is considered in a
broad sense and includes age, gender, cultural
background, geographical diversity and business
background in line with the Company’s Board Diversity
Policy. The Board is particularly conscious of the
recommendations of both the Parker and FTSE Women
Leaders Reviews and the revised targets and ‘comply or
explain’ reporting requirements set out in the UK Listing
Rules, and it is the Board’s intention to strive to meet
these targets on an ongoing basis. UKLR 6.6.6R(9)
requires that listed companies state in their annual
reports whether they have met the targets set out in
that rule and, where they have not met one or more of
those targets, they should identify them and explain
their reasons for not doing so. The Company did not
meet the stipulated 40% target for female representation
on the Board at the end of the reporting period.
However, at the 25 March 2026 date of signature of this
report, three of the seven Company Board members
were female (43%). The Board did not meet the
stipulated target of having at least one Board member
from an ethnic minority background. However, the
Committee is pleased that our Board was compliant at
year-end with the target for one of the ‘key Board roles’
to be occupied by a female Board member, with
Caroline Sherry as CFO and Éimear Moloney as Interim
Senior Independent Director, and that from the date
Marieke Bax assumes the role of Board Chair on
31 March 2026, the Company will significantly exceed
this target.
117
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Explanation Against UKLR 6.6.6R(9)
The principal reason we have not met all targets is
that, in accordance with our Board Diversity Policy,
the overriding priority across all Board appointments
remains the appointment of the most suitable and
skilled candidates for the role on merit against objective
criteria, with specific regard to the benefits of diversity.
While a number of candidates from an ethnic minority
were considered (and particular and careful regard was
had to the benefits of diversity) in connection with the
process resulting in the Chair appointment in January
2026 described earlier in this report, ultimately the
appointment was recommended by the Committee and
endorsed by the Board on the basis that the successful
candidate was the most suitable and skilled candidate
for the Board Chair role based on objective criteria.
Details of our performance against these targets as at 31 December 2025 is as follows:
Number of
Board Members
Percentage of
the Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Number in
Executive
Management
(1)
Percentage of
Executive
Management
(1)
Men
4
67%
2
6
86%
Women
2
33%
2
1
14%
Other categories
–
–
–
–
–
Not specified/prefer not to say
–
–
–
–
–
Number of
Board Members
Percentage of
the Board
Number of senior
positions on the
Board (CEO, CFO,
SID and Chair)
Number in
Executive
Management
(1)
Percentage of
Executive
Management
(1)
White British or other White
(including minority-white groups)
6
100%
4
7
100%
Mixed/Multiple Ethnic Groups
–
–
–
–
–
Asian/Asian British
–
–
–
–
–
Black/African/Caribbean/Black British
–
–
–
–
–
Other ethnic group, including Arab
–
–
–
–
–
Not specified/ prefer not to say
–
–
–
–
–
(1)
Executive management comprises the members of the Executive Leadership Team (including Company Secretary).
The Company Secretary collects data on gender identity
and ethnicity directly from our Board using an IE&D Form,
while gender identity and ethnicity data are self-reported
by members of Executive Management on the Group’s
online HR platform. All data is held securely in compliance
with data protection requirements.
The Board Diversity Policy sets out the Board’s approach
to diversity, with the aim of having a balanced Board
with the appropriate skills, knowledge, experience, and
diversity to meet the needs of the business. Diversity
is considered in its broadest sense and includes age,
gender, education, ethnicity, sexual orientation, disability
and socio-economic background. The explicit objectives
of the Board Diversity Policy are to (1) provide the basis
for improving the quality of decision-making on the
Board by reducing the risk of groupthink; and (2) ensure
that the possibilities for maximising the Company’s
success and achieving its strategic goals are optimised
by having the right skillsets and a breadth of perspectives
on the Board.
As part of the annual review of the effectiveness of
the Board, Committees, and individual Directors, the
Diversity Policy requires the Nomination Committee to
assess the adequacy of diversity representation on the
Board. This assessment, made by the Committee during
the reporting period, confirmed that the Board was
sufficiently diverse in its balance of skills and experience.
The policy statement included in the Diversity Policy
provides that Board appointments are made on merit
in the context of the skills, experience, independence
and knowledge which the Board (as a whole) requires
to be effective, with the Board also recognising the
benefits of Board diversity and inclusion and being
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Nomination Committee Report
continued
required to have particular regard to the Parker and
FTSE Women Leaders Reviews and the UK Listing
Rules’ targets on diversity and inclusion. In this regard,
it is the Board’s intention, as reflected in the Board
Diversity Policy, to endeavour to meet the Listing Rule
targets in respect of composition of both the Board and
its Committees. The Committee confirms that this policy
was followed during the year in recommending the
appointment of Marieke Bax as Non-Executive Chair.
The Committee is fully supportive of a diverse Board
and will continue to give particular and careful regard
to the benefits of diversity in succession planning,
Board refreshment, and renewal . In this regard, the
Committee will ensure that the recommended targets
for gender and ethnic diversity on the Board are central
to its deliberations. The Committee also confirms that
it will ensure future Board recruitment processes
encourage candidate diversity by requiring any external
search consultancy it uses to have published policies
or adhere to codes of practice that promote diversity,
inclusion, and equal opportunity in the selection and
sourcing of potential Board candidates. The Committee
confirms that Korn Ferry, which was selected by the
Committee to support the Chair recruitment process
following a competitive tendering process, are accredited
by the FTSE Women Leaders Review in the UK for its
work improving the diversity of company boards and
is a signatory of the FTSE Women Leaders Review
‘Enhanced Code of Conduct for Search Firms’
(
ftsewomenleaders.com/wp-content/uploads/2024/02/
enhanced-code-of-conduct-february-2024.pdf
).
All Committee members are drawn from the Board.
Accordingly, the above policy considerations are
automatically taken into account when evaluating
Committee membership.
Diversity in the Group
At a broader level, the Group maintains an Inclusion,
Equity and Diversity policy (the “IE&D Policy”), which
is overseen by the Committee and applies to all staff.
The IE&D Policy includes the following key objectives:
•
Ensure that Hostelworld is representative of the
diverse society we live in and that our culture is
inclusive and provides equal opportunities for all.
•
Create a culture of learning about differences and
understanding the issues that minority groups face
in society and the workplace.
•
Ensure Hostelworld is a workplace where our
differences are celebrated, and our people feel
comfortable sharing their unique perspectives.
•
Where possible, ensure our externally focused
activities reflect the diverse society we live in.
The Committee views the Group’s IE&D policies and
practices as being an essential means to ensure the
correct values and behaviours are implemented and
embedded in the business. The Committee conducted
an extensive review of the progress made by the Group
over 2025 on its IE&D strategy and was pleased to see
the Group’s efforts in this vital area recognised with the
awarding, in October 2025, of ‘
Investors in Diversity Gold
’
accreditation. Details on how the Group’s IE&D objectives,
as overseen by the Committee, were progressed during
the reporting period are set out on pages 34 to 39 of
the Strategic Report. Details on the gender diversity of
our wider leadership team (and their direct reports)
and other employees are set out on page 38.
The Group continues to advance its IE&D commitments,
recognising that fostering a culture of dignity, equality and
belonging is an ongoing journey. The incorporation of
clear IE&D principles into the Group’s recruitment practices
and their integration into leadership development
programmes help to set consistent behavioural
expectations for new employees and future leaders.
The Nomination Committee considers the continued use
of diverse employee engagement channels essential
for understanding colleagues’ perspectives on IE&D.
Insights drawn from multiple sources ensure that the
Group’s diversity and inclusion initiatives are informed
by robust data and remain aligned with best practice.
Further details on these engagement channels are
provided on page 102 and within the Workforce
Engagement Statement on pages 104 and 105.
How our Policies on IE&D Link to Strategy
By embracing and promoting IE&D and ensuring we have
a diverse workforce, we enhance the ability to execute
on our strategic objectives by achieving the following:
•
Promote ongoing innovation by fostering a culture
that challenges uniform thinking.
•
Enhance organisational performance by attracting
and retaining high-quality talent.
•
Improve the Group’s service to global hostel partners
and traveller customers by ensuring our workforce
reflects the diversity of the stakeholders we support.
119
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Board, Committee and
Director Effectiveness
The continued effectiveness of the Board and its
Committees is fundamental to the Group’s governance
structure. Each year, the Company undertakes a
structured review process, using questionnaire-based
assessments to review the performance of the Board,
its Committees and individual Directors. The Company
Secretary, in consultation with the Chair of the Board and
the respective Committee Chairs, analyses the results
and presents the findings for full Board and Committee
discussion. The review identifies strengths and
opportunities for improvement, informing ongoing
training, development priorities, and succession planning.
Grand Hostel LDK, Osaka Shinsaibashi, Japan
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Nomination Committee Report
continued
Progress Against 2024 Board Performance Review Actions
Set out below is the progress made in 2025 against actions identified as part of the 2024 Board effectiveness review:
Action
Progress
Further Board time to be spent on potential longer-term
strategy dynamics and trends impacting the company
and resulting opportunities that may arise (AI, social media
shaping travel demand, new business opportunities, and
emerging consumer travel patterns).
Board discussion on AI and the evolution of the Group’s
strategy to complement search with social media marketing
campaigns used to inform Board assessments of related
strategic proposals.
Succession planning for the Board and more generally
in the business over 2025 to be a key focus area (with
due regard to the benefits of diversity).
Implementation of succession plans for non-executive Board
roles culminating in the appointment of Carl G. Shepherd
as Interim Chair, and Éimear Moloney as Interim Senior
Independent Director in 2025, and the appointment to the
Board of Marieke Bax in January 2026.
Ensure the internal Board relationships are working
effectively following the appointment of a new Chair,
Remuneration Committee Chair and Non-Executive
Director in 2024.
Additional informal meetings were held to foster strong
working relationships, support knowledge sharing and
ensure new Directors integrated quickly into the Board’s
dynamics and ways of working.
Consider opportunities for more engagement between
Board members and the workforce.
The Executive Directors attended in-person onboarding
events for new colleagues.
Board Performance Review 2025
Key Board strengths
•
Cohesive and unified Board that has worked well in
dealing with the unexpected departure of Ulrik
Bengtsson as Chair.
•
Board and Committees are effective, and the quality
of the reports published by Committees meets an
appropriate standard.
•
Open discussions and a high quality of debate
facilitated by the Chair with the Chair and CEO
working well together on strategy development.
•
External Board relationships with investors, auditors
and advisers are working effectively.
•
Sufficient and timely updates are provided on
risk management, corporate governance and
regulatory matters.
Areas to Focus on in 2026
•
Development of relevant KPIs and CEO reporting
against them for product initiatives launched in
connection with the strategy.
•
Strategic focus at Board level on the risks and
commercial opportunities presented by AI.
•
Further Board time to be spent on potential longer-
term strategy dynamics and trends impacting the
company and resulting opportunities that may arise
(social media shaping travel demand, new business
opportunities, and emerging consumer travel patterns).
•
Continued focus on succession planning for
senior executives and the Executive Directors
would be appropriate.
•
Presentations from the Executive Leadership Team,
on a rotating basis, on strategic initiatives within
their remit would be appropriate in 2026.
The Interim Chair undertook an appraisal of each
Director’s performance, taking into account feedback
from the other Board members, and confirmed that all
Directors continue to perform effectively and demonstrate
strong commitment to their roles. As part of this process,
the Interim Chair also assessed the collective skills,
experience and knowledge of the Non-Executive
Directors and concluded that these remain sufficient to
enable the Board and its Committees to discharge their
responsibilities effectively.
A review of the Interim Chair’s performance, led by the
Senior Independent Director and covering the short
period following his appointment in September 2025,
was also completed. This review confirmed that he is
performing effectively in his role.
External Performance Review
Consistent with previous years, the Board considered
the merits of engaging an external consultant to
conduct the Board performance review. The Board
determined that this was not necessary, as the review
process designed by the Company Secretary and
approved by the Chair was comprehensive.
121
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Jollyboys Backpackers, Livingstone, Zambia
122
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Ô de Casa, Sao Paulo, Brazil
123
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Independent oversight,
strengthening accountability
Terms of Reference
The Terms of Reference of the Audit
Committee, which were reviewed during
2025, are available on the Company’s
website at
www.hostelworldgroup.com
.
Key Responsibilities
Monitor the integrity of the annual
and half-yearly financial statements,
including key judgements, estimates,
going concern disclosures and
significant accounting changes.
Assess whether the Annual Report as a
whole is fair, balanced and understandable,
enabling shareholders to evaluate the
Group’s position, performance and strategy.
Review the adequacy and effectiveness
of the Group’s system of internal control,
including financial, operational, IT, cyber
security, compliance and reporting controls.
Oversee the Group’s risk management
framework, including principal and
emerging risks, and climate-related risks
and opportunities, ensuring alignment
with strategy and long-term viability.
Oversee whistleblowing arrangements,
including investigation of concerns and
monitoring of actual or suspected fraud.
Review annual compliance with the
UK Corporate Governance Code.
Oversee compliance with applicable laws
and regulations, including tax, anti-bribery
and corruption, and data protection.
Assess compliance with sustainability
reporting frameworks and
disclosure requirements.
Monitor the effectiveness, independence
and objectivity of the internal audit function,
approve its charter and annual audit plan,
and review significant findings and
management responses.
Monitor and review the effectiveness and
independence of the Group’s external
auditors, approve audit fees and non-audit
services, and make recommendations to
the Board regarding their appointment, for
submission to shareholders.
Review material correspondence
with regulators.
4. Audit, Risk and Internal Control:
Principles M-O/Provisions 24-29 of the Code
Audit Committee Report
Éimear Moloney
Audit Committee Chair
Committee members and meeting attendance:
Membership
No. of scheduled meetings/
total no. of scheduled meetings held
when the Director was a member
Attendance %
Éimear Moloney
4/4
100%
Paul Duffy
4/4
100%
Carl G. Shepherd
(1)
2/2
100%
Evan Cohen
4/4
100%
(1)
In accordance with provision 24 of the UK Corporate Governance Code, Carl G. Shepherd stepped
down as a member of the Hostelworld Audit Committee while he serves as Interim Chair.
See pages 92 to 95 for further information on current Audit Committee members.
Committee Composition
Appointments to the Committee are for a period of up to three years, which
may be extended for two further periods of up to three years. The Audit
Committee’s composition complies with the requirements of the Code.
The Company Secretary acts as secretary to the Committee. The CFO
attends all meetings, together with other Group representatives as appropriate,
including the Group Financial Controller, Head of Tax, Chief Technology
Officer, Head of Security and the Data Protection Officer (DPO). External and
Internal auditors attend upon request of the Chair.
The Board is satisfied that all Committee members are independent and
possess the requisite competence and broad experience relevant to the
online travel sector, together with a diverse range of skills, experience and
expertise to enable effective and meaningful contributions to the Audit
Committee. The Board further confirms that the Committee Chair, Éimear
Moloney, B.A. Accounting and Finance, FCA, has appropriate recent and
relevant financial experience.
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Audit Committee Report
continued
Dear Shareholder
On behalf of the Audit Committee, I am pleased to
present our report for the year ended 31 December
2025. The report details how the Committee met its
responsibilities under its Terms of Reference, the UK
Companies Act 2006 and under the UK Corporate
Governance Code 2024. The Committee’s primary role
is to provide independent oversight of the integrity of
the Group’s financial reporting, the effectiveness of
risk management and internal control systems, and the
work of both the internal and external auditors. During
2025, the Committee maintained a strong focus on
areas of heightened judgement, estimation uncertainty,
and emerging risks that could materially impact the
Group’s performance and position.
The Committee has satisfied itself that, and advised
the Board, that the 2025 Annual Report and financial
statements are fair, balanced and understandable, and
provide the information necessary for shareholders to
assess the Group’s performance, business model and
strategy. The key judgements and estimates that the
Committee considered in relation to the financial
statements are set out in this report, The Committee
concluded that the judgements and disclosures were
appropriate, consistent with Group policy, and provided
sufficient transparency for shareholders.
During the year, the Committee undertook a focused
review of technology-enabled risks, including artificial
intelligence, cyber security, and climate-related and
sustainability matters. The Committee received targeted
updates from subject matter experts, including the Data
Protection Officer, Chief Technology Officer, Head of
Security, and Legal Counsel, to support our assessment
of the risk landscape and the adequacy of controls
and mitigation measures as part of the continuous
improvement in risk management across the Group.
The Committee reviewed the Group’s AI Governance
Framework, with particular attention to accountability,
data governance and controls supporting the ethical
and compliant use of AI. The Committee also considered
enhancements to cyber security controls, including
improvements in threat monitoring, incident response
and access management.
Under the 2024 UK Corporate Governance Code,
the responsibilities of the Audit Committee, as set out
on page 123, are evolving and will expand in 2026
to include enhanced responsibilities in respect of
internal controls. From 2026, the Committee will
be required to undertake an annual review of the
effectiveness of the Group’s material controls and to
support the Board’s declaration in the Annual Report
regarding their effectiveness, including disclosure of
any material weaknesses and the remedial actions
taken. Although these requirements formally apply
from 2026, the Committee has proactively prepared for
their implementation by reviewing the Group’s internal
control framework and enhancement of related
reporting processes to ensure continued alignment with
emerging UK internal controls reporting expectations
and best practice.
In my role as Audit Committee Chair, I meet regularly
with the Chief Financial Officer to discuss business
performance, strategy, key risks and the effectiveness
of mitigating actions.
I engage regularly with PwC, the Group’s internal
auditors, and KPMG, the Group’s external statutory
auditors. Details of these interactions, together with
the Committee’s assessment of the effectiveness and
independence of both the internal and external audit
functions, are set out in this report.
Following each Audit Committee meeting, I ensure that
the key matters discussed and conclusions reached
are reported to the Board.
I look forward to engaging with shareholders at the 2025
Annual General Meeting, where I will be available to
answer any questions relating to this report or the
activities of the Audit Committee. Alternatively, if you
have any questions, please feel free to contact me via the
Company Secretary (email:
corporate@hostelworld.com
)
Éimear Moloney
Éimear Moloney
Chair, Audit Committee
25 March 2026
125
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Principal Activities Completed during 2025:
Audit Committee Activities:
March
2025
August
2025
October
2025
December
2025
Financial Reporting
Considered significant accounting judgements, estimates and key audit matters.
✓
✓
✓
✓
Reviewed accounting policies and considered the impact of new and emerging
accounting standards.
✓
–
–
–
Reviewed correspondence with the Irish Auditing and Accounting Supervisory
Authority (“IAASA”).
–
✓
–
–
Assessed the Group’s liquidity position and approved the appropriateness of
the going concern basis of preparation.
✓
✓
–
–
Approved the Group’s Viability Statement.
✓
–
–
–
Reviewed and recommend to the Board approval of the Group’s preliminary results.
✓
✓
–
–
Reviewed the Annual Report and Interim Statement and confirmed that they are
fair, balanced and understandable.
✓
✓
–
–
Recommended the Annual Report and Interim Statement for Board approval
and signing by the Executive Directors.
✓
✓
–
–
Risk Management and Internal Control
Reviewed the Group’s principal and emerging risk register, including the
effectiveness of related risk management processes.
✓
✓
–
✓
Considered the controls underpinning the accuracy and completeness of the
gender pay gap report.
–
–
✓
–
Reviewed the Group’s sustainability reporting, including:
•
TCFD workplans and management assessments;
•
The Group risk and opportunity register; and
•
Climate scenario analysis.
✓
–
–
–
Received an update from the Head of IT Security, including security
dashboards and monitoring of cyber threats.
–
✓
–
–
Reviewed the Group’s AI use policy, governance framework and management
of AI-related risks.
–
✓
–
✓
Considered governance and regulatory updates from the Company Secretary
and Legal Counsel, including forthcoming legislative developments.
✓
–
–
✓
Reviewed the Group’s business continuity arrangements.
–
✓
–
–
Received and reviewed reports from the Data Protection Officer.
–
✓
–
–
Reviewed the effectiveness of the Group’s financial, compliance, operational
and IT control framework.
✓
–
–
–
Assessed the effectiveness of the Group’s anti-bribery and fraud procedures.
–
–
–
✓
Monitored the confidential and independent hotline whistleblowing procedures
and reports.
–
–
–
✓
Received a report from the Company Secretary on compliance with the UK
Corporate Governance Code.
–
–
–
✓
Reviewed and approved the Audit Committee’s Terms of Reference.
–
–
–
✓
126
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Hostelworld Annual Report 2025
Audit Committee Report
continued
Audit Committee Activities:
March
2025
August
2025
October
2025
December
2025
Internal Audit
Reviewed and approved the internal audit plan, considering the Group’s
Principal Risk Register and related risk management processes (the 2025 plan
was approved in March 2025 and the 2026 plan in December 2025).
✓
–
–
✓
Reviewed the findings of internal audits completed during the year and
monitored progress against agreed actions.
–
✓
✓
–
Met with internal audit without management present.
–
–
–
✓
Assessed the effectiveness of the internal audit function.
–
–
–
✓
External Audit
Considered and approved the external audit plan presented by KPMG, including
discussion of significant accounting policies and judgements.
–
–
✓
✓
Confirmed the external auditor’s independence and objectivity.
–
–
–
✓
Approved audit fees and, where applicable, fees for non-audit services in
accordance with the Group’s policy.
–
–
–
✓
Received and considered the external auditor’s reports on the financial
statements and IT audit, including any identified control recommendations.
✓
–
–
–
Reviewed the management representation letter requested from the external
auditors and assessed management’s response to any recommendations.
✓
–
–
–
Met with the external auditor without management present.
✓
–
–
–
Evaluated the effectiveness of the external audit process, including feedback
from management.
–
–
–
✓
Steel House, Copenhagen, Denmark
127
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Critical Judgements in applying the Group’s Accounting Policies, and Key Sources of
Estimation Uncertainty
In respect of the year ended 31 December 2025, the Audit Committee considered the key areas in which significant
estimates and judgements were applied in the preparation of the financial statements, including, but not limited to,
the matters set out below. At each meeting during the year, the Audit Committee received and reviewed detailed
papers from management assessing the significant accounting judgements and key sources of estimation uncertainty
affecting the Group.
Key Area
Assessment
Business
Combinations
The accounting for business combinations requires judgement in determining the fair value of identifiable
assets and liabilities acquired, including intangible assets, and the resulting goodwill. The Audit
Committee reviewed the accounting for the acquisition of OccasionGenius Inc. completed during
the year, including the valuation techniques applied, key assumptions used, the resulting goodwill
recognised, and the classification of consideration including holdback provisioning.
The Committee was satisfied that the acquisition had been accounted for appropriately and that the
disclosures provided sufficient transparency around the judgements and estimates applied.
Exceptional Items
Exceptional items require judgement in determining whether costs should be disclosed separately.
During the year, exceptional costs related to acquisition and integration activities in connection with
the acquisition of OccasionGenius Inc.
The Audit Committee reviewed the nature of the exceptional items identified and the effectiveness of
the process that requires all exceptional items to be pre-approved. Following a detailed review and
consideration of the disclosures, the Audit Committee is satisfied that the treatment is in line with the
Group policy, consistently applied across years and appropriately presented in the Financial Statements
with sufficient detail to allow users of the Financial Statements to understand the nature and extent of
the exceptional items and how they arose.
Further details on the exceptional items identified in 2025 are set out on page 189.
Development
Labour
In 2025, the Group invested significantly in the development and modernisation of its technology
platforms, including new revenue streams, new social product features, and legacy platform upgrades.
Determining whether internal development costs meet the capitalisation criteria under IAS 38
requires judgement.
The Audit Committee reviewed management’s assessment of capitalised development costs, including
the nature of projects capitalised, the supporting business cases aligned to the Board-approved budget
and forecasts, and the application of the Group’s accounting policy. The Committee was satisfied that
the criteria for capitalisation had been appropriately applied and that the resulting carrying value and
related disclosures were reasonable.
Carrying Value
of Goodwill and
Intangible Assets
The estimated recoverable value of the Group’s goodwill and intangible assets is subjective due to
inherent uncertainty involved in forecasting and discounting future cash flows. The Audit Committee
reviewed valuations prepared on the Group’s goodwill and intangible assets carrying value. The Audit
Committee reviewed the methodology applied, including ensuring that the discount rates used were
appropriate, that cash-generating units were identified appropriately and reviewed the sensitivity
analysis performed on key assumptions, including the Group’s growth and discount rates. The Audit
Committee are satisfied with the headroom included in the valuation models and disclosures set out
in the Annual Report.
128
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Hostelworld Annual Report 2025
Audit Committee Report
continued
Key Area
Assessment
Deferred Tax
Recoverability
The recognition of deferred tax assets involves judgement regarding the availability of future
taxable profits.
The Audit Committee reviewed management’s assessment of recoverability of the deferred tax assets
recognised, including the headroom incorporated within the modelling and sensitivity analysis.
The Committee also considered the location of the deferred tax assets and the fact that the relief
available does not expire. As a result of their review, the Audit Committee are satisfied with the carrying
value at 31 December 2025 and the disclosures made in the Annual Report.
Going Concern
The Audit Committee reviewed the Going Concern and Viability Statement prior to recommending
them for approval by the Board. The Group’s assessment of viability is set out on page 77 and the
Directors’ assessment of going concern is set out within note 1 to the Consolidated Financial
Statements. This review included assessing the effectiveness of the process undertaken by the
Directors to evaluate going concern, including any scenario analysis performed on budgeting
assumptions and considered the impact of climate change and geopolitical unrest. The Audit
Committee also considered, in their assessment, the principal risks and uncertainties facing the
Group and the impact on the Group’s financials should they materialise.
The Audit Committee and the Board consider it appropriate to adopt the going concern basis of
accounting with no material uncertainties as to the Group’s ability to continue to do so.
Assessment of Annual Report and
Financial Statements: Fair Balanced
and Understandable
The Audit Committee reviewed drafts of the Annual
Report and provided feedback to management during
the drafting process. The timetable for preparation of the
Annual Report was designed to ensure that the Audit
Committee and the Board are given sufficient time to
review the content in detail, including their assessment
of whether the Annual Report, taken as a whole, is fair,
balanced and understandable, in accordance with the
UK Corporate Governance Code.
In undertaking this assessment, the Audit Committee
considered whether the Annual Report provided the
information necessary for shareholders to assess the
Group’s performance, business model, strategy, and
prospects. Focus was given to whether the narrative
appropriately reflected the year-on-year reduction in
profit, as well as the Group’s strategic priorities and
outlook, as presented at the Group’s Capital Markets Day
in May 2025, including the introduction of new revenue
streams and the acquisition of OccasionGenius Inc.
Consistent with areas of heightened scrutiny across audit
committees in 2025, the Audit Committee also reviewed
how principal risks and opportunities were presented
across the Annual Report. This included consideration of
disclosures relating to technology-enabled change and
risk, including artificial intelligence and cyber security;
capital allocation and financial discipline, including
the resumption of dividend payments and the
implementation of a share repurchase programme;
and the clarity and transparency of disclosures relating
to the OccasionGenius Inc. acquisition.
The Audit Committee further considered whether
climate-related and sustainability disclosures, including
those prepared in line with the TCFD framework, were
accurate, complete and appropriately integrated with
the Group’s strategy, risk management and financial
reporting, and whether these disclosures were
consistent with assumptions used in impairment
testing, going concern and viability assessments.
The Audit Committee’s review was informed by regular
reporting from management, including bi-weekly
updates on trading performance and key performance
indicators, detailed papers from the Chief Financial
Officer on significant accounting judgements and areas
of estimation uncertainty, reports from the Company
Secretary on compliance with key regulatory
requirements, and discussions with the Group’s external
auditor, KPMG, including their audit findings and
summary reports.
Based on this work, the Audit Committee concluded that
the Annual Report, taken as a whole, is fair, balanced
and understandable and provides a clear, accurate
and balanced explanation of the Group’s performance,
position and strategy. The Committee is also satisfied
that the narrative within the Strategic Report and
Governance sections is consistent with, and supported
by, the financial statements.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
129
Frendz Hostel, El Nido, Philippines
130
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|
Hostelworld Annual Report 2025
Audit Committee Report
continued
External Auditors
KPMG has acted as the Group’s external auditor since
2023. Brian MacSweeney is the audit partner responsible
for the Group audit.
During the year, the Audit Committee maintained
oversight of the external audit process and the
relationship between the Group and KPMG, with
a particular focus on audit quality, independence and
objectivity. This included approving the scope and terms
of engagement, agreeing audit fees, and reviewing the
auditor’s proposed audit approach and assessment of
significant audit risks.
The Audit Committee reviewed and approved the
external audit plan, including the planned scope of work,
areas of audit focus, materiality levels and the approach
to the audit of significant accounting judgements and
estimates. The Committee also considered how KPMG
planned to exercise professional scepticism, the use
of specialists where appropriate, and the allocation of
resources and experience across the audit team.
Upon completion of the audit, the Audit Committee
considered the audit completion and summary papers
presented by KPMG in March 2026, in advance of
recommending the Annual Report and Financial
Statements for approval by the Board. These papers
included KPMG’s key findings, confirmation that no
unadjusted audit differences or significant control
deficiencies were identified, and the results of their
work on areas of significant judgement and estimation
uncertainty. The Audit Committee also reviewed and
approved the Letter of Representation.
In assessing the effectiveness of the external audit, the
Audit Committee continues to monitor the quality and
timeliness of the external auditor’s communications,
the robustness of challenge provided to management,
the quality and clarity of audit reporting, and feedback
from management on the conduct of the audit, as well
as their independence and objectivity. This is taken
into consideration when the Committee makes its
recommendations to the Board on the remuneration,
the terms of engagement and the re-appointment, or
otherwise, of the external auditors.
The Audit Committee met privately with the external
auditor during the year, without management present,
to provide the opportunity for open and constructive
dialogue. No matters of concern were raised during
these sessions.
Having completed its assessment, the Audit Committee
concluded that the external audit remained effective and
of high quality and that KPMG continued to demonstrate
the necessary independence, objectivity, professional
scepticism and technical expertise. This assessment
informed the Committee’s recommendation to the
Board regarding the remuneration, terms of engagement
and re-appointment of the external auditor.
Non‑Audit Fees
The Audit Committee is responsible for safeguarding the
independence and objectivity of the external auditor.
To support this, the Group and the Company operate
a formal policy governing the provision of non-audit
services by the external auditor.
Under this policy, non-audit services are prohibited
where they could give rise to a conflict of interest or
involve the auditor assuming a management role. In
addition, except in exceptional circumstances, fees for
non-audit services provided by the audit firm must not
exceed 70% of the statutory audit fee for the relevant
financial year. Any proposed non-audit engagement
with an estimated fee in excess of €30,000 is subject
to competitive tender and requires prior approval by
the Audit Committee.
During the year, KPMG provided one permitted
non-audit engagement to the Group with fees of €15k.
No non-audit services were provided by KPMG in the
prior year.
Internal Audit
The internal audit function provides independent and
objective assurance, advice, and insight on the Group’s
governance, risk management, and internal control
frameworks to the Board, Audit Committee, and senior
management. The Group’s internal audit function is
outsourced to PwC, whose independence, experience,
and expertise the Audit Committee continues to regard
as robust and effective.
During 2025, the Audit Committee received two internal
audit reports from PwC. The first report reviewed cyber
security controls for mobile devices used in routine
business operations, including laptops, MacBooks,
iPhones, and Android devices. The second report
assessed the effectiveness of IT third-party risk
management processes. Both audits received
satisfactory ratings, and the Committee was satisfied that
management had implemented appropriate corrective
actions where recommendations were made.
131
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
The Audit Committee closely monitors the results of
internal audits and evaluates the adequacy and
timeliness of management’s responses to issues raised.
There were no open findings outstanding at the end of
the year from prior internal audit reviews.
In December 2025, the Audit Committee reviewed and
approved the internal audit plan for 2026, following
consultation between PwC and senior management.
The Committee considers the plan to be appropriate in
scope and coverage for the Group’s operations, providing
assurance over key risk areas and supporting the
Committee’s oversight of the Group’s control environment.
Risk Management
The Board has overall responsibility for the Group’s
risk management framework, setting the tone for the
Group’s risk culture and oversight of principal and
emerging risks. The Audit Committee supports the Board
by taking delegated responsibility for the identification,
assessment and monitoring of key risks, and by reviewing
the effectiveness of the Group’s risk management and
internal control systems. Effective risk management
underpins the Group’s operational, financial and
governance activities, providing reasonable, but not
absolute, assurance against material misstatement,
loss, or failure to achieve business objectives.
During 2025, the Audit Committee performed a detailed
assessment of the principal and emerging risks
documented in the Group Risk Register. Presentations
were received from the CFO and functional leads
across technology and cyber security, legal and data
protection, financial reporting and taxation, and ESG.
The Committee paid particular attention to risks whose
probability or impact may be elevated by artificial
intelligence, geopolitical developments, climate
change, macroeconomic volatility, and evolving
regulatory obligations.
The risk assessment process considered each risk’s
potential impact on the Group’s business model, strategic
objectives, financial position, reputation, and operational
performance. For each principal and emerging risk,
the Committee reviewed the controls in place to
manage and mitigate the risk, as well as the direction
of the risk profile over the year. Further detail on the
risk identification process and the Group’s principal
and emerging risks is provided on pages 66 to 76.
During 2025, the Audit Committee also received updates
from the Group’s ESG Steering Committee, led by the
CFO, on climate-related and sustainability risks, including
compliance with TCFD reporting requirements. These
updates enabled the Committee to assess principal
climate-related risks and opportunities, review the
frameworks supporting ESG reporting, and validate the
sustainability-related disclosures included in the Annual
Report. Further detail is provided on pages 40 to 65.
In addition, the Committee reviewed reports from the
Group’s Internal Audit function, PwC, and from the
external auditor, KPMG, summarising the results of
testing over key risk areas and significant financial
reporting cycles. These reports included the outcome
of control assessments and highlighted any areas
requiring attention.
Based on its reviews and oversight activities, the Audit
Committee is satisfied that the Group’s risk management
framework remains appropriate and effective, providing
reasonable assurance that key risks are being identified
and managed with any improvements overseen by the
Chief Financial Officer. The Committee reported this
conclusion to the Board.
Internal Control
The Group maintains a system of internal control
designed to identify, assess, manage, and monitor the
principal and emerging risks facing the business, and
to support the achievement of the Group’s strategic
objectives. The system also facilitates the timely
reporting of risks and control matters to the Board.
While no system of internal control can eliminate all
risk, the framework is designed to manage risk to an
acceptable level.
The Group’s internal control framework comprises
a combination of governance structures, policies,
procedures, and assurance activities. Key
elements include:
•
Governance and accountability:
A clearly defined
organisational structure with established lines of
responsibility, delegated authorities across Group
management, and a formal schedule of matters
reserved for the Board, supporting effective
decision-making and accountability.
•
Strategic and financial planning:
A comprehensive
annual strategy, budgeting and forecasting process,
reviewed and approved by the Board, including
identification and assessment of key risks and
opportunities aligned to the Group’s strategy.
132
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Hostelworld Annual Report 2025
Audit Committee Report
continued
•
Performance monitoring:
Regular reporting to the
Board on performance against approved budgets
and forecasts, supported by variance analysis and
key performance indicators, enabling timely challenge
and corrective action where required.
•
Financial controls:
Internal control systems and
procedures to support the effective operation of
delegated authorities, including controls over
capital expenditure, procurement, and payments
in accordance with approved budgets and
authorisation limits.
•
Financial reporting processes:
Robust processes
supporting the preparation of the Group’s financial
statements, including controls over significant
judgements, estimates, and disclosures, and
monitoring of changes arising from transactions.
•
Control culture and capability:
A focus on
embedding a strong control environment and
risk-aware culture across the organisation. During
2025, this included targeted training and awareness
initiatives covering business continuity planning, fraud
prevention and fraudulent payments, anti-money
laundering, cyber security and phishing simulations.
•
People and expertise:
An experienced and
appropriately qualified finance function with a strong
understanding of the Group’s operations and financial
reporting requirements.
•
Ethics and compliance:
A Code of Conduct setting
out expected standards of behaviour, supported by
anti-bribery and corruption policies and a confidential
independently operated whistleblowing hotline, all of
which are communicated clearly across the Group.
•
Independent assurance:
An Internal Audit function
that provides independent assurance over the
design and operating effectiveness of key controls
and business processes, reporting findings and
recommendations to management and the
Audit Committee.
•
Audit Committee oversight:
An Audit Committee
that approves internal and external audit plans,
monitors delivery against those plans, and reviews
significant control matters arising from audit activity,
management reviews and other assurance sources.
In March 2026, the Audit Committee undertook a
detailed review of the operation and effectiveness
of the key controls relevant to the Group’s financial
statements and disclosures, drawing on reports from
management, Internal Audit, and the external auditor.
Following this review, the Audit Committee concluded
that the Group’s internal control environment remained
appropriate and effective and reported its conclusions
to the Board. The Board and Audit Committee will
continue to develop the framework and reporting
processes to ensure ongoing alignment with emerging
UK internal controls reporting expectations.
Code of Conduct and Whistleblowing
The Audit Committee oversees the Group’s framework
for promoting ethical conduct and ensuring effective
arrangements are in place for the reporting and
investigation of concerns. The Committee has
responsibility for reviewing the effectiveness of the
Whistleblowing Policy, which provides a confidential
and, where appropriate, anonymous channel for raising
concerns relating to financial reporting, fraud, bribery,
regulatory breaches or other misconduct. The
Committee receives periodic reports on whistleblowing
activity, including the nature of matters raised,
investigation outcomes and remedial actions taken, and
is satisfied that appropriate procedures are in place to
ensure concerns are investigated independently and that
individuals raising concerns in good faith are protected
from retaliation.
Annual Evaluation of Performance
The performance of the Audit Committee was evaluated
as part of the wider Board effectiveness review, including
an assessment of its Terms of Reference, composition,
processes, contribution and overall effectiveness. The
outcome of the evaluation confirmed that the Audit
Committee continues to operate effectively in accordance
with its Terms of Reference, and that its role and
responsibilities remain appropriate in the context of the
Group’s strategy, operating environment and prevailing
economic and risk landscape and any recommendations
raised in relation to the Audit Committee are acted on
in a formal and structured manner.
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Aligning strategic objectives
with remuneration policy
Terms of Reference
The terms of reference for the Remuneration
Committee, which were reviewed during
2025, are available on the Company’s
website at
www.hostelworldgroup.com
.
Key Responsibilities
Determine and agree with the Board the
framework and policy for remuneration of
the Executive Directors and the Executive
Leadership Team (including the
Company Secretary).
Determine, within the agreed policy,
individual total compensation packages
for the Executive Directors and the
Executive Leadership Team (including
the Company Secretary) annually, and,
where necessary, consider internal and
external benchmarks.
Determine the compensation for the Chair
of the Board.
Ensure that remuneration policies and
practices support strategy, promote
long-term sustainable success, and that
executive remuneration is aligned with
the Company’s purpose and values.
Review the ongoing appropriateness and
relevance of the remuneration policy.
Engage with the workforce to explain
how executive remuneration aligns with
wider company pay policy, and review
workforce remuneration and related
policies, and the alignment of incentives
and rewards with culture.
Determine, within the agreed policy, any
employee share-based incentive awards
and any performance conditions to be
used for such awards.
Approve targets and assess the
achievement of performance conditions
required for the payment of annual
bonuses and benefits under any
performance-related pay schemes.
Determine the achievement of
performance conditions for the vesting
of Long-Term Incentive Plans.
Review the design of all share
incentive plans for approval by the
Board and shareholders.
Prepare the Directors’ Remuneration
Report annually.
5. Remuneration:
Principles P-R/Provisions 32-41 of the Code
Remuneration Committee Report
Paul Duffy
Remuneration Committee Chair
Committee members and meeting attendance:
Membership
No. of scheduled meetings/
total no. of scheduled meetings held
when the Director was a member
Attendance %
Paul Duffy
7/7
100%
Carl G. Shepherd
6/7
86%
Éimear Moloney
7/7
100%
Evan Cohen
7/7
100%
Ulrik Bengtsson
(1)
5/5
100%
Marieke Bax
(2)
N/A
N/A
(1)
Ulrik Bengtsson resigned from the Board and the Remuneration Committee on 12 September 2025.
(2)
Marieke Bax was appointed as a member of the Remuneration Committee on 30 January 2026.
See pages 92 to 95 for further information on current Remuneration Committee members.
Committee Composition
The Remuneration Committee is comprised of Paul Duffy (Chair of the
Committee), Marieke Bax, Éimear Moloney, Carl G. Shepherd and Evan
Cohen (all of whom are independent Non-Executive Directors).
Appointments to the Committee are for a period of up to three years,
which may be extended for two further periods of up to three years.
The Remuneration Committee’s composition complies with the requirements
of the Code. The Company Secretary acts as secretary to the Committee.
The Remuneration Committee receives assistance from the CEO, CFO, Chief
People Officer and Company Secretary, who attend meetings by invitation,
except when issues relating to their own remuneration are being discussed.
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Remuneration Committee Report
continued
Dear Shareholder,
I am pleased to present the Company’s Remuneration
Report for the year ended 31 December 2025. I would
like to thank the other Committee members for their
valuable contributions during the year and express my
particular gratitude to Ulrik Bengtsson, who served on
the Committee before resigning from the Board in
September 2025.
Key Activities of the Remuneration
Committee in 2025
The Remuneration Committee held seven meetings
during 2025 and, among other things, undertook the
following activities:
•
Finalised the 2024 Directors’ Remuneration Report.
•
Determined the 2025 salary increases for the CEO
and CFO (as reported last year).
•
Considered and recommended to the Board the
remuneration for the Chair (in the context of the
Chair succession process, which was completed on
30 January 2026).
•
Confirmed the extent of performance achievement
and the payments under the annual cash bonus
scheme for 2024.
•
Confirmed the 100% vesting outcome for the
Restricted Share Award made in 2022 under the
Company’s Long-Term Incentive Plan (“LTIP”).
•
Agreed on the performance conditions to apply to the
cash bonus scheme to operate in 2025, and those
to apply to the LTIP grant made in March 2025.
•
Considered the remuneration issues raised in
Provisions 32-41 of the UK Corporate Governance
Code and assessed the Company’s compliance
with these Provisions.
•
Reviewed overall workforce remuneration and related
policies and considered the alignment of Executive
Director pay with wider Company practices.
•
Engaged with the wider workforce on relevant matters,
including those relating to executive remuneration.
•
Considered matters relating to the operation of the
Directors’ Remuneration Policy and the structure of
the incentive schemes.
•
Prior to the financial year end, considered the 2026
salary increases for the CEO and CFO.
Subsequent to the financial year end, the Remuneration
Committee met to agree the 2026 salaries for the CEO,
CFO and the remaining members of the Executive
Leadership Team, review and determine the final outturn
of the 2025 annual bonus scheme, further discuss and
agree a proposal to amend the performance conditions
attached to the LTIP award granted in 2024, agree the
performance conditions to apply to the bonus scheme
to operate in 2026, agree the targets for the LTIP award
to be granted in 2026, and approve the contents of this
Directors’ Remuneration Report.
Executive Remuneration in 2025
The cash bonus scheme for 2025 was based on
adjusted EBITDA (60% weighting) and net revenue
(40% weighting). There were no payments to Executive
Directors or senior management under the bonus
scheme. The Remuneration Committee did not exercise
any discretion to adjust the outcome. Full details of the
2025 bonus scheme, including the specific performance
targets which applied for the year, can be found on
page 147.
The Remuneration Committee also formally considered
the vesting level of the 2022 Restricted Share Award.
This award was granted in May 2022 to replace
standard LTIP awards for 2022 and 2023. The award
vested in May 2025 following the Committee’s
assessment of individual and Company performance
over the three-year vesting period. The Company’s
overall performance has been positive since the award
was granted, with continued evolution of Hostelworld’s
strategy and share price growth over the vesting period,
and both Executive Directors demonstrated strong
individual performance. As a result, the Committee
determined that the 2022 Restricted Share Award vested
in full in May 2025. The vested awards are subject to a
two-year post-vesting holding period.
Although the vesting period for the 2022 Restricted
Share Award had not ended at the date of signature
of the Company’s 2024 Annual Report in March 2025,
the Committee agreed to recognise the value of the
award in the single total figure table of Directors’
remuneration for 2024. This approach was consistent
with the approach taken for awards of restricted shares
by many other UK-listed companies which operate
similar models and reflected the completion by December
2024 of a substantial portion of the overall vesting period
(with the Committee being satisfied that the performance
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ADDITIONAL INFORMATION
underpin had been met at that point). Accordingly, the
single total figure for Directors’ remuneration for 2025
does not include an amount which reflects the 2022
Restricted Share Award.
There are no long-term incentive awards due to vest
during 2026, and no amount for long-term incentives
is included in the single total figure of Directors’
remuneration for 2025.
Amendment to EPS Performance Targets
for the 2024 LTIP Award
During the year, the Remuneration Committee carefully
debated the performance targets which had been set for
the LTIP award granted in 2024. These targets involve
the assessment of Hostelworld’s performance over the
period to 31 December 2026. After detailed consideration
both during and after the end of the reporting period,
the Committee agreed to exercise its discretion to amend
the Earnings per Share (“EPS”) element of the targets
in the early part of 2026 for the reasons set out below.
For clarity, no amendments have been made to the
original TSR targets, which remain unchanged and
continue to account for 70% of the 2024 LTIP award.
The LTIP award was granted in May 2024 to the
Executive Directors and a number of other key
employees. It was determined at the time that 70% of the
award would be subject to absolute Total Shareholder
Return (“TSR”) targets measured over a three-year
period commencing 01 January 2024, and the remaining
30% on adjusted EPS measured in the final year of the
three-year performance period to 31 December 2026,
as follows:
Absolute TSR (70%) – Compound
Annual Growth Rate (“CAGR”)
Vesting
Less than 10% p.a.
0%
10% p.a.
25%
16% p.a. or above
100%
Between 10% p.a.
and 16% p.a.
Straight line vesting
between 25% and 100%
Adjusted EPS (30%)
Vesting
Less than €0.15
0%
€0.15
25%
€0.21 or above
100%
Between €0.15
and €0.21
Straight line vesting
between 25% and 100%
By early 2025, it was clear that the Group’s strategy had
changed materially since the start of 2024, when the EPS
targets for the 2024 award had been set. In particular,
the decision of the Board in 2025 to substantially invest
in (1) strengthening the core business through increased
hostel inventory and enhanced social platform
capabilities powered by AI; and (2) expanding the
Group’s addressable market by supplementing hostel
inventory with additional budget accommodation options
and building new products for customers, increased the
level of operating expense in the Group. The compelling
commercial rationale for making these investment-based
decisions to enable the Group’s next phase of growth
was outlined in the Company’s Capital Markets Day
strategy published on 29 April 2025.
The investment-based decisions rendered the business
projections used to set the original EPS targets no longer
applicable. Under revised projections, it was clear that
the altered investment-led focus was such that the
growth targets for the business established by the Board
in early 2024 (and which framed the original 2024
EPS targets) would only be achieved at the expense of
attaining longer-term growth, delivering shareholder
returns and addressing competitive risks identified in
early 2025 as part of strategy planning for the Group.
Following the Capital Markets Day, the Group undertook
a material, investment-led strategic pivot that
fundamentally altered its business model, transitioning
from a single-stream hostel OTA to a multi-revenue-
stream social travel platform. The launch of Social Passes
and the expansion of directly contracted inventory were
investment-led and completed in 2025, and the related
investment and margin profiles were not known or
contemplated when the original EPS targets were set.
This new model, endorsed by several shareholders at
meetings throughout 2025 and reflected in the 2025
trading results, altered the Group’s earnings trajectory.
The Committee therefore agreed amendments to the EPS
targets to provide for a fairer measure of performance
in the context of these material changes. The new EPS
targets are considered not materially less challenging to
satisfy than the original EPS targets, taking into account
the current business environment and the business’s
strategic growth plans. The amendments align with
shareholders’ interests, as they are considered fully
consistent with the current strategy and growth
expectations for the period covered by the 2024 LTIP.
They have been set taking into account analyst
consensus on expected performance for 2026, to
ensure they remain stretching, fair, and aligned with
the Company’s forward-looking financial trajectory,
while maintaining the overall integrity of the LTIP.
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Full details of the specific EPS amendments are set
as follows:
Adjusted EPS measured in the final year of the three-
year performance period to 31 December 2026
Adjusted EPS (30% of the total award)
Vesting
Less than €0.116 (11.6 cent)
0%
€0.116 (11.6 cent)
25%
€0.176 (17.6 cent)
100%
Between €0.116 (11.6 cent)
and €0.176 (17.6 cent)
Straight line vesting
between 25% and 100%
After the performance period ends, the Remuneration
Committee will review performance against the amended
EPS targets and the original TSR targets and will seek to
ensure that the total vesting level is appropriate, taking
into account overall business performance over the
period and the experience of Hostelworld shareholders
and other stakeholders. Full details of our conclusions will
be provided in next year’s Directors’ Remuneration Report.
Implementation of the Remuneration Policy
in 2026
The Directors’ Remuneration Policy, as approved in 2024,
will continue to operate for 2026. The Remuneration
Committee has agreed basic salary increases of 3% for
the CEO and 8.5% for the CFO, effective 1 January 2026.
The salary increase for the CFO reflects her significant
contribution to the business over 2025, her ongoing
development after reaching her fifth anniversary in
the CFO role and the Committee’s desire to address
potential retention risks in the context of her previous
salary (and her total compensation) being well below
the level for CFOs of comparable companies listed on
the London Stock Exchange.
The CEO and the CFO will be eligible for an annual bonus
of up to a maximum value of 125% of basic salary and
100% of basic salary, respectively, the same levels as
applied in 2025. Payment will depend on achieving
challenging targets linked to net revenue and adjusted
EBITDA, which remain key financial indicators for the
Group, as well as a carefully selected, forward-looking
active customer metric. The targets have been set
considering the budget for 2026 and expected
performance levels over the year and are considered
appropriately stretching. The specific targets are currently
considered commercially confidential but will be
disclosed in full in next year’s report. The Committee’s
current intention is that any bonus payment for 2026
will be settled in shares, providing further alignment
between management reward and shareholder interests.
This is permitted by the Directors’ Remuneration Policy,
and to provide the flexibility to the Company to issue
new shares to satisfy these awards, we will be seeking
shareholder approval at the AGM in May for the rules of a
new Hostelworld Bonus Plan. Full details of this plan will
be included in the explanatory notes to the AGM notice.
Following its annual review of executive remuneration
and taking into account the Company’s strategy, scale
and market positioning, the Committee determined that
it was appropriate to increase the maximum LTIP award
opportunity for 2026 for the CEO from 125% of salary in
2025 to 150% of salary, and for the CFO from 100% of
salary in 2025 to 125% of salary. In reaching this decision,
the Committee considered the increased complexity
of the executives’ roles in the context of the Group’s
strategic roadmap, the importance of retaining and
motivating key leadership talent through the critical next
phase of the Company’s growth strategy, and market
practice for companies of a similar size and profile.
The Committee was mindful of the need to exercise
restraint and noted that, notwithstanding the increase,
overall award levels remain within the normal range for
comparable companies and are heavily weighted towards
long term, performance based remuneration. Vesting
remains subject to achieving demanding performance
targets and is further subject to appropriate malus and
clawback provisions under the LTIP rules. We are
adopting new performance measures for the 2026 award
based on net revenue and relative TSR, and the specific
targets are set out on page 153. The awards will include
a two-year post-vesting holding period, and the Directors
will remain subject to the shareholding guidelines set
out in the Remuneration Policy.
The Committee has again considered whether the bonus
scheme and/or the LTIP should include an element
linked to the achievement of non-financial performance
measures. The financial measures chosen – net revenue
and adjusted EBITDA for the annual bonus scheme,
and net revenue and relative TSR for the LTIP – are key
indicators of financial performance closely monitored
by the Board, management, shareholders, and other
market participants. The use of net revenue for both the
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LTIP award and the annual bonus scheme is deliberate
and reflects the current focus on the commercial
opportunities identified in connection with the launch
of new products and associated revenue streams in the
latter part of 2025, and the Committee’s firm view that
achieving revenue targets on both an annual and
sustained long-term basis is a central feature of
shareholders’ expectations and the Group’s multi-year
strategy. In using a relative TSR condition, which
measures Hostelworld’s performance against the FTSE
SmallCap Index, we are ensuring that a significant
portion of the LTIP award will vest only in the event of
outperformance of the wider market. The Committee has
decided to supplement the above-mentioned measures
with a new non-financial metric for the annual bonus
scheme. The non-financial measure chosen – active
customers who make a purchase of certain products
during a specific time period – is an important indicator
of the successful short-term delivery of the Group’s
strategy announced at its Capital Markets Day event in
April 2025. The Committee believes that by including
this new measure in the incentive plans, management
will be appropriately focused on a broader range of
metrics, which provides for a more rounded assessment
of Hostelworld’s overall performance.
Remuneration for the wider
Hostelworld Group
The Remuneration Committee regularly reviews
remuneration practices across the wider Group and
considers the alignment between the pay policy for the
Executive Directors and that for others in the organisation.
The payment of a partial bonus in early 2025 for 2024
was a testament to the organisation’s relative success
in driving satisfactory performance across the business
and was well received by colleagues. Senior colleagues
also received Restricted Share Awards under the LTIP
in 2025, with vesting subject to the same conditions as
previously applied to Restricted Share Awards made to
the Executive Directors.
Further details of wider workforce remuneration during
the year are set out on page 151.
New Directors’ Remuneration Policy
(2027) – Consultation
The Committee will consult with major shareholders and
the leading proxy advisers on proposals for the new
Remuneration Policy, which is expected to be put before
the Company’s shareholders at the AGM in 2027.
The Committee anticipates this consultation exercise
to commence in the latter part of 2026.
Apapacho, Mexico City, Mexico
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continued
UK Corporate Governance Code
The Company reports against the provisions of the UK
Corporate Governance Code, as published in January
2024 (the “Code”).
The Committee is of the view that the Directors’
Remuneration Policy and its implementation are fully
consistent with the Remuneration Principles in the Code,
with the growth strategy of the business encouraged
by the use of incentive schemes which are focused on
financial outperformance and the achievement of
additional non-financial goals. The business’s purpose
is based on inspiring people through travel. Hostelworld
is a key player in the growing travel market, and
executive remuneration rewards our ability to expand the
hostelling category, drive value creation from additional
services and capture further growth for the benefit of
shareholders and other stakeholders. The Company’s
culture is underpinned by a number of core values,
central to which are a focus on putting the customer
first (critical to enhancing our reputation and growing
the business), prioritising simplicity over complexity,
and working well together as a team. These values are
reflected in executive remuneration by, among other
things, the growth which will result from focusing on
the customer, a simple approach to pay design and
the performance focus across the entire company.
Hostelworld continues to comply with the Code’s
remuneration provisions, with two exceptions. Details of
these Code exceptions and explanations for non-
compliance are set out on page 97. It is also recognised
that the 2024 Code includes new provisions relating to
malus and clawback. Details of our approach are set out
in the summary of the Directors’ Remuneration Policy
on page 143. The malus and clawback provisions were
not used during 2025.
The Remuneration Committee engaged with the wider
workforce during the financial year through Evan Cohen,
the designated Non-Executive Director responsible for
employee engagement. This engagement covered a
wide number of issues relating to pay practices across
the Company and also included a discussion of how
executive remuneration aligns with wider Group policies.
Following each meeting, the Remuneration Committee
communicates its main discussion points and findings
to the Board.
Structure of this Report
This report has been prepared in accordance with the
relevant UK reporting regulations, the Listing Rules and
the UK Corporate Governance Code. The report is
divided into three parts:
•
This Annual Statement
•
A summary of the Directors’ Remuneration Policy,
which was approved by shareholders at the AGM in
May 2024
•
The Annual Report on Remuneration, which sets out
payments made to the Directors and details the link
between Company performance and remuneration
for the 2025 financial year. The Annual Report on
Remuneration, together with this Annual Statement,
is subject to the standard advisory shareholder vote
at the forthcoming AGM.
In addition, as explained above, at the AGM we will seek
approval for the rules of a new Hostelworld Bonus Plan.
I look forward to receiving your support at our 2026
AGM, where I will be available to answer any questions
that shareholders may have on this report or in relation
to any of the Remuneration Committee’s activities.
Alternatively, if you have any questions about this report
or, more generally, remuneration at Hostelworld, please
feel free to contact me via the Company Secretary
(email:
corporate@hostelworld.com
).
Paul Duffy
Paul Duffy
Chair of the Remuneration Committee
25 March 2026
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ADDITIONAL INFORMATION
Directors’ Remuneration Policy (Summary)
Introduction
The Directors’ Remuneration Policy was approved by
shareholders at the Annual General Meeting held on
02 May 2024 and will apply for the period of three
years from the date of approval.
Any payments to the Directors and any payments for
loss of office can only be made if they are consistent
with the terms of the approved Policy. If the Committee
wishes to make a payment to Directors which is not
consistent with the Policy, it will be required to seek
shareholder approval for this payment at a General
Meeting. No changes are proposed to the Policy at the
AGM in 2026.
The Policy was prepared in line with the relevant UK
regulations. Decisions around operating the Policy will
be made by the Committee each year and explained in
the relevant Directors’ Remuneration Report.
A summary of the key features of the Policy is included
below. The full Policy is included in the 2023 Annual
Report, available on the Hostelworld Group website at
www.hostelworldgroup.com
. In the event of any
discrepancy between the summary and the full Policy,
the full Policy will prevail.
Policy Table
The following table sets out each element of
remuneration and how it supports the Company’s
short and long-term strategic objectives.
Base Salary
Link to strategic
objectives:
Provides a base level of remuneration to support recruitment and retention of Executive
Directors with the necessary experience and expertise to deliver the Company’s strategy.
Operation
Salaries are reviewed annually, and any changes are normally effective from 1 January in
the financial year.
When determining an appropriate level of salary, the Remuneration Committee considers:
•
remuneration practices within the Company;
•
the performance of the individual Executive Director;
•
the individual Executive Director’s experience and responsibilities;
•
the general performance of the Company;
•
salaries within the ranges paid by companies in the comparator group used for
remuneration benchmarking; and
•
the economic environment.
Opportunity
Base salaries will be set at an appropriate level within a comparator group of comparably
sized listed companies and will normally increase in line with increases made to the wider
employee workforce.
Individuals who are recruited or promoted to the Board may, on occasion, have their salaries
set below the targeted policy level until they become established in their role. In such cases
subsequent increases in salary may be higher than the average until the target positioning
is achieved.
Performance metrics,
weighting and assessment
None
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continued
Benefits
Link to strategic
objectives:
Provides a market competitive level of benefits to support recruitment and retention
of Executive Directors with the necessary experience and expertise to deliver the
Company’s strategy.
Operation
The Executive Directors receive benefits which include, but are not limited to, private medical
insurance (family cover), income protection and life assurance cover (including tax, if any).
The Remuneration Committee recognises the need to maintain suitable flexibility in the
determination of benefits that ensure it is able to support the objective of attracting and
retaining personnel. Accordingly, the Remuneration Committee would expect to be able to
adopt other benefits including (but not limited to) relocation expenses, tax equalisation and
support in meeting specific costs incurred by Directors.
Opportunity
The maximum will be set at the cost of providing the benefits described.
Performance metrics,
weighting and assessment
None
Pensions
Link to strategic
objectives:
Provide retirement benefits to support recruitment and retention of Executive Directors
with the necessary experience and expertise to deliver the Company’s strategy.
Operation
The Remuneration Committee maintains the ability to provide pension funding in the form of
a salary supplement, which would not form part of the salary for the purposes of determining
the extent of participation in the Company’s incentive arrangements.
Opportunity
For the current CEO, the maximum pension contribution as a percentage of basic salary is 10%.
For the current CFO and for any new Executive Director, the maximum pension contribution
will be in line with the contribution level provided to the majority of the workforce.
Performance metrics,
weighting and assessment
None
All‑Employee Share Plan
Link to strategic
objectives:
To encourage share ownership among Hostelworld employees and increase the
alignment with shareholders.
Operation
The Company does not currently have an operational all-employee share plan but may seek
to offer one again in the future. Executive Directors would be entitled to participate on the same
terms as other employees.
Opportunity
The maximum participation limit will be as set out in the relevant legislation.
Performance metrics,
weighting and assessment
None (as is the norm for approved all-employee plans).
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Annual Bonus Plan
Link to strategic
objectives:
The Annual Bonus Plan provides an incentive to the Executive Directors linked to
achievement in delivering goals that are closely aligned with the Company’s strategy
and the creation of value for shareholders.
In particular, the Plan supports the Company’s objectives allowing the setting of annual
targets based on the business’ strategic objectives at that time, meaning that a wide
range of performance metrics can be used.
Operation
The Remuneration Committee will determine the bonus payable after the year-end based on
performance against targets.
Annual bonuses are normally paid in cash after the end of the financial year to which they relate
although the Remuneration Committee will have the flexibility to settle any bonus in shares.
On a change of control, the Remuneration Committee may pay bonuses on a pro rata basis
measured on performance up to the date of change of control.
Malus will apply up to the date of the bonus determination and clawback will apply for two
years from the date of bonus determination.
Opportunity
The maximum bonus opportunity as a % of base salary is 125% for the CEO role and 100%
for the CFO role and any new Executive Director role appointed during the Policy period.
Performance metrics,
weighting and assessment
Bonus payouts are determined on the satisfaction of a range of key financial and/or non-
financial objectives set by the Remuneration Committee.
In addition, the payment of any bonus will require the Remuneration Committee to determine
that the Company has delivered an acceptable level of performance during the year.
The Remuneration Committee retains discretion in exceptional circumstances to change
performance measures and targets, and the weightings attached to performance measures
part-way through a performance year if there is a significant and material event which causes
the Remuneration Committee to believe the original measures, weightings and targets are no
longer appropriate. Discretion may also be exercised in cases where the Remuneration Committee
believes that the bonus outcome is not a fair and accurate reflection of business performance.
Wombat’s City Hostel, Budapest, Hungary
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continued
Long Term Incentive Plan (“LTIP”)
Link to strategic
objectives:
Awards are designed to incentivise the Executive Directors to maximise returns to
shareholders by successfully delivering the Company’s objectives over the long term.
Operation
Awards are granted annually to Executive Directors under the LTIP. The vesting period is
normally three years, with vesting normally subject to:
•
the Executive Director’s continued employment at the date of vesting; and
•
satisfaction of the performance conditions.
The Remuneration Committee may award dividend equivalents on awards to the extent that
they vest.
Awards which vest after the end of the vesting period will be subject to an additional
two-year holding period. During this period the shares cannot be sold (other than as
required for tax purposes).
The LTIP rules contain standard provisions to satisfy awards/dividend equivalents in shares.
Malus will apply for the period from grant to vesting with clawback applying for the two-year
period post vesting.
Opportunity
Awards may be made up to 150% of base salary.
If exceptional circumstances arise, including (but not limited to) the recruitment of an individual,
the Remuneration Committee may grant awards outside this limit up to a maximum of 200%
of a participant’s annual basic salary.
No more than 25% of the award will vest for threshold performance. 100% of the award will
vest for maximum performance.
Performance metrics,
weighting and assessment
LTIP awards will vest subject to the achievement of challenging performance conditions
set by the Remuneration Committee prior to each grant. These will be determined by the
Committee each year taking into account the specific strategic priorities of the business at
the time. The Committee may change the balance of the measures or use different measures
for subsequent awards during the Policy period, as appropriate.
The Remuneration Committee retains discretion in exceptional circumstances to change
performance measures and targets, and the weightings attached to performance measures
part way through a performance period if an event occurs which causes the Remuneration
Committee to believe the original measures, weightings and targets are no longer appropriate.
Discretion may also be exercised in cases where the Remuneration Committee believes that
the vesting outcome is not a fair and accurate reflection of business performance.
Shareholding Requirement
Link to strategic
objectives:
To support long term commitment to the Company and the alignment of Executive
Director interests with those of shareholders.
Operation
The Remuneration Committee has adopted formal shareholding guidelines that will encourage
the Executive Directors to build up and then subsequently hold a shareholding equivalent of
200% of their base salary.
Adherence to these guidelines is a condition of continued participation in the equity
incentive arrangements.
Opportunity
200% of salary
Performance metrics,
weighting and assessment
None.
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ADDITIONAL INFORMATION
Non‑Executive Director Fees
Link to strategic
objectives:
The Company provides a level of fees to support recruitment and retention of
Non-Executive Directors with the necessary experience to advise and assist with
establishing and monitoring the Company’s strategic objectives.
Operation
The Board as a whole is responsible for setting the remuneration of the Non-Executive Directors,
other than the Board Chair whose remuneration is considered by the Remuneration Committee
and recommended to the Board.
Non-Executive Directors are paid a base fee and additional fees for acting as Senior Independent
Director and as Chair of Board committees (or to reflect other additional responsibilities and/
or additional/unforeseen time commitments).
Non-Executive Directors do not participate in any of the Company’s incentive arrangements.
Opportunity
The base fees for Non-Executive Directors are set at an appropriate rate.
In general, the level of fee increase for the Non-Executive Directors will be set taking account
of any change in responsibility and will consider the general rise in salaries across the workforce.
The Company will pay reasonable vouched expenses incurred by the Chair and Non-Executive
Directors, together with other benefits where considered necessary (and any related tax that
may be payable).
Performance metrics,
weighting and assessment
None.
Malus and Clawback
Malus and clawback provisions within the annual
bonus scheme and the LTIP apply in the
following circumstances:
•
Material misstatement of results
•
Gross misconduct
•
Error in calculating the number of shares subject
to an award or the amount of cash paid
•
Corporate failure or
•
Serious reputational damage.
As stated in the Policy table above for the annual bonus
plan, malus applies up to the date of bonus determination
and clawback applies for a period of two years from the
date of bonus determination. For the LTIP, malus will
apply for the three-year period from grant to vesting,
with clawback applying for the two-year period post
vesting. Taking into account the size and complexity of
the business, these periods are considered to provide
a suitable timeframe for identifying potential issues
which would warrant the malus or clawback provisions
being invoked.
Discretion
The Remuneration Committee has discretion in several
areas of policy as set out in this report. The Remuneration
Committee may also exercise operational and
administrative discretions under relevant plan rules
approved by shareholders as set out in those rules. These
include (but are not limited to) the choice of participants,
the size of awards in any year (subject to the limits set
out in the Policy table above), the determination of good
and bad leavers and the treatment of outstanding awards
in the event of a change of control.
In addition, the Remuneration Committee has the
discretion to amend the Policy with regard to minor or
administrative matters where it would be, in the opinion
of the Remuneration Committee, disproportionate to seek
or await shareholder approval.
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continued
Service Agreements and Letters of Appointment
Executive Directors
Each of the Executive Directors has entered into a service contract with the Group. Each Executive Director is subject
to re-election at the AGM.
Name
Position
Date of service agreement
Notice period by
Company (months)
Notice period by
Director (months)
Gary Morrison
CEO
11 June 2018
12
12
Caroline Sherry
CFO
01 December 2020
6
6
Non‑Executive Directors
The Non-Executive Directors have each entered into letters of appointment with the Company. Each independent
Non-Executive Director’s term of office runs for an initial period of three years unless terminated earlier upon written
notice or upon their resignation. Non-Executive Directors are also subject to re-election at each AGM.
The date of appointment of each Non-Executive Director is set out below:
Name
Effective date of appointment
Notice period by Company (months)
Notice period by Director (months)
Carl G. Shepherd
01 October 2017
1
1
Éimear Moloney
27 November 2017
1
1
Evan Cohen
14 August 2019
1
1
Paul Duffy
02 May 2024
1
1
Marieke Bax
30 January 2026
1
1
Payment for Loss of Office
Remuneration element
Treatment on exit
Salary, Benefits
and Pension
Salary, benefits and pension will be paid over the notice period. The Company has discretion to
make a lump sum payment on termination equal to the salary, value of benefits and value of
company pension contributions payable during the notice period. In all cases the Company will
seek to mitigate any payments due.
Annual Bonus Plan
Good leaver reason
– pro-rated to time and performance for year of cessation.
Other reason
– no bonus payable for year of cessation.
LTIP
Good leaver reason
– Pro-rated to time and performance (where applicable) in respect of each
subsisting LTIP award.
Other reason
– Lapse of any unvested LTIP award.
The Remuneration Committee has the following elements of discretion:
•
to determine that an executive is a good leaver (see below).
•
to measure performance (where applicable) over the original performance period or at the date
of cessation. The Committee will make this determination depending on the type of good leaver
reason resulting in the cessation.
•
the Remuneration Committee’s policy is generally to pro-rate to time from the date of grant to the
date of cessation. It is the Remuneration Committee’s intention to only use its discretion to adopt
a different approach to pro-rating in circumstances where there is an appropriate business case
which will be explained in full to shareholders.
•
to determine the extent to which the post-vesting holding period will apply for a good leaver.
The Committee has agreed that the holding period will not apply in the event of death.
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
A good leaver reason may include cessation in the following circumstances:
•
Death
•
Ill-health
•
Injury or disability
•
Redundancy
•
Retirement with agreement of employer
•
Employing company ceasing to be a Group company
•
Employing company transferred to a person who is not a Group Member or
•
At the discretion of the Remuneration Committee (as described above).
Cessation of employment in circumstances other than those set out above is cessation for other reasons.
Change of Control
The Remuneration Committee’s policy on the vesting of incentives on a change of control is summarised below:
Name of Incentive Plan
Change of control
Discretion
Annual Bonus Plan
Pro-rated for time and performance to
the date of the change of control.
The Remuneration Committee has discretion
to continue the operation of the Plan to the end
of the bonus year.
LTIP
The number of shares subject to subsisting
LTIP awards vesting on a change of control
will be pro-rated for time and performance
(where applicable).
Options to the extent vested may be exercised
at any time during the period of six months
following the change of control and if not so
vested will lapse at the end of such period
unless the Remuneration Committee
determines that a longer period shall apply.
The Remuneration Committee retains absolute
discretion regarding the proportion vesting,
taking into account time and performance
(where applicable).
There is a presumption that the Remuneration
Committee will pro-rate to time. The Remuneration
Committee may take a different approach
where it views the change of control as an event
which has provided a material enhanced value
to shareholders which will be fully explained
to shareholders. In all cases the performance
conditions (where applicable) must be satisfied,
subject to the Committee’s discretion (as
noted above).
Consideration of Shareholder Views
The Remuneration Committee takes the views of shareholders seriously, and these views are considered in shaping
the Remuneration Policy and its operation. During 2023 and early 2024, the Committee conducted a consultation
exercise with major shareholders and the main proxy advisors on the details of the Remuneration Policy. The general
response from major shareholders was positive, and accordingly, the Committee proceeded with recommending
that shareholders formally approve the Policy at the AGM in May 2024. The Committee will continue to consider
shareholder views carefully when implementing the Policy.
146
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Hostelworld Annual Report 2025
Remuneration Committee Report
continued
Annual Report on Remuneration
Single Total Figure of Remuneration (Audited)
Executive Directors
The table below sets out the single total figure of remuneration and breakdown for each Executive Director in respect
of the 2025 financial year. Comparative figures for the 2024 financial year have also been provided. All figures provided
in the table have been calculated in accordance with the relevant UK reporting regulations.
Director
(€’000)
Fixed pay
Variable pay
Total
Total Fixed:
salary,
benefits and
pension
Total
Variable:
bonus and
LTIP only
Salary
Taxable
Benefits
(1)
Pension
(2)
Bonus
(3)
Long-Term
Incentive
Plans
Gary Morrison
2025
509.0
14.8
50.9
–
–
(4)
574.7
574.7
–
2024
494.2
13.1
49.4
209.0
943.6
(5)
1,709.3
556.7
1,152.6
Caroline Sherry
2025
338.6
5.9
20.3
–
–
(4)
364.9
364.9
–
2024
328.8
5.4
19.7
124.1
513.2
(5)
991.2
353.9
637.3
(1)
Taxable benefits represent payments for health insurance and life assurance policies.
(2)
Pension contributions were made at a level of 10% of basic salary for Gary Morrison and 6% of basic salary for Caroline Sherry.
(3)
No bonus was payable in respect of 2025 performance. In 2024, the bonus for Gary Morrison and Caroline Sherry was paid as a contribution to their
pension, at no extra cost to the Company.
(4)
The 2022 Restricted Share Award (explained on the next page) was designed to replace LTIP grants in both 2022 and 2023. As a result, no award was
made to the Executive Directors in 2023, and therefore, there is no amount to disclose in this column for 2025.
(5)
These amounts relate to the 2022 Restricted Share Award granted in May 2022, which was subject to continued employment and satisfaction of a
performance underpin over the vesting period. The amount disclosed has been restated from that included in last year’s report to reflect the share price
at vesting in May 2025 of 110.5p. This has been converted to € using the Central Bank FX rate that applied on the date of vesting. Of the amount stated,
€244k for Gary Morrison and €133k for Caroline Sherry was attributable to share price appreciation since the date of grant. The Remuneration Committee
did not exercise any discretion in relation to this matter.
Non-Executive Directors
The table below sets out the single total figure of remuneration and breakdown for each Non-Executive Director.
During 2025 the Board agreed to increase the fees payable to the Senior Independent Director by €500 p.a., and
to also increase the fees payable to the Remuneration Committee Chair and Audit Committee Chair, respectively,
by €2,500 p.a., with effect from 29 July 2025.
Fees
(€’000)
Taxable
Benefits
(€’000)
Other
(€’000)
Total
(€’000)
Total
Fixed
(€’000)
Total
Variable
(€’000)
Director
2025
2024
2025
2024
2025
2024
2025
2024
2025
2024
2025
2024
Ulrik Bengtsson
(1)
102.2
59.7
–
–
–
–
102.2
59.7
102.2
59.7
–
–
Carl G. Shepherd
(2)
90.3
(6)
69.3
–
–
–
–
90.3
69.3
90.3
69.3
–
–
Éimear Moloney
(3)
68.1
67.0
–
–
–
–
68.1
67.0
68.1
67.0
–
–
Evan Cohen
(4)
60.0
60.0
–
–
–
–
60.0
60.0
60.0
60.0
–
–
Paul Duffy
(5)
68.1
44.7
–
–
–
–
68.1
44.7
68.1
44.7
–
–
(1)
Stepped down as Chair of the Board and Chair of the Nominations Committee on 12 September 2025.
(2)
Appointed Interim Chair of the Board and Interim Chair of the Nomination Committee on 13 September 2025. Stepped down as Senior Independent Director
on the same date.
(3)
Chair of the Audit Committee. Appointed as Interim Senior Independent Director on 13 September 2025.
(4)
Designated Workforce Engagement Director.
(5)
Chair of the Remuneration Committee.
(6)
Chair fee paid from 13 September 2025.
.
147
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Additional Information regarding Single Total Figure Table (Audited)
Basic Salary
As explained in last year’s Directors’ Remuneration Report, the basic salary for both the CEO and CFO was increased
by 3% with effect from 1 January 2025.
Annual Bonus
The Executive Directors were entitled to consideration for an annual cash bonus for 2025 of up to a maximum of
125% of basic salary for the CEO and 100% of basic salary for the CFO, subject to the satisfaction of performance
targets based on adjusted EBITDA (for 60% of the award) and net revenue (for 40% of the award). The targets
were set at the start of 2025, taking into account the business environment at the time and internal expectations of
Hostelworld’s performance over the year. No bonus was payable in the event that the threshold adjusted EBITDA
target was not met.
The table below sets out the details of the performance targets that were used to determine the annual bonus outcome:
Threshold
Target
Maximum
Performance
metric
Weight-
ing
Required
perform-
ance
level
Required
achieve-
ment
outcome
(as a %
of max
payout)
Bonus
oppor-
tunity
(as a %
of salary)
Required
perform-
ance
level
Required
achieve-
ment
outcome
(as a %
of max
payout)
Bonus
oppor-
tunity
(as a %
of salary)
Required
perform-
ance
level
Required
achieve-
ment
outcome
(as a %
of max
payout)
Bonus
oppor-
tunity
(as a %
of salary)
Actual
perform-
ance
Achieve-
ment
outcome
(as a %
of max
payout)
Resulting
perform-
ance
(as a %
of max
payout)
Adjusted
EBITDA
70% €22.2m
25% 31.25%
(CEO)
25%
(CFO)
€24.0m
50%
62.5%
(CEO)
56%
(CFO)
€26.4m
100%
125%
(CEO)
100%
(CFO)
€19.9m
0%
0%
Net
revenue
30% €94.7m
25% 31.25%
(CEO)
25%
(CFO)
€102.4m
50%
62.5%
(CEO)
56%
(CFO)
€112.6m
100%
125%
(CEO)
100%
(CFO)
€93.8m
0%
0%
Outcome
0%
Based on the 0% outcome (as stated in the table above), no bonuses were paid to the Executive Directors in respect
of 2025. The Committee has not exercised any discretion in respect of the outcome.
Long Term Incentives
No long-term incentive award was made in 2023 and, accordingly, there are no disclosures in respect of long-term
incentives where performance was measured up to the end of December 2025.
2022 Restricted Share Award
As previously disclosed, a grant of restricted shares was made to the Executive Directors in May 2022 under the terms
of the 2022 Restricted Share Award. The value of these shares was reflected in the 2024 single figure of remuneration
as the vesting period was substantially complete by the end of December 2024. As explained in last year’s report,
the Remuneration Committee determined that the underpin for the awards (requiring satisfactory individual and
Company performance over the vesting period) had been met as at 31 December 2024.
The shares vested in May 2025 following confirmation from the Committee that it was satisfied with individual and
Company performance over the full vesting period. The 2022 Restricted Share Award is subject to a two-year
post-vesting holding period.
Full details of the 2022 Restricted Share Award are included in previous Remuneration Reports.
148
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Hostelworld Annual Report 2025
Remuneration Committee Report
continued
Scheme Interests Awarded During the Financial Year (Audited)
The table below sets out the details of the LTIP awards granted to the Executive Directors in the 2025 financial year.
All awards were granted as nil cost options.
Director
Date
of grant
Value
of award
Face value
of award
(€’000)
Number
of shares
awarded
(1)
Exercise
price
(€)
Percentage of
award vesting
at threshold
performance
Performance
period end date
Weighting
(2)
Gary Morrison
25 March 2025
125%
of salary
€636.3k
410,008
Nil
(3)
25%
31 December 2027
Absolute
TSR (70%)
Adjusted
EPS (30%)
Caroline Sherry
25 March 2025
100%
of salary
€338.6k
218,201
Nil
(3)
25%
31 December 2027
Absolute
TSR (70%)
Adjusted
EPS (30%)
(1)
The number of shares awarded was calculated using the average closing share price over a three-day trading period from 20 March 2025 to 24 March 2025,
which was £1.30.
(2)
Information on the specific performance targets for these awards is set out below.
(3)
These awards are nil cost options and therefore have a nil exercise price. The share value used to determine the face value of the awards is explained in
the footnotes above.
The vesting of the LTIP awards granted in 2025 is subject to performance conditions based 70% on absolute TSR
measured over a three-year period commencing 01 January 2025 and 30% on adjusted EPS measured in the final
year of the three-year performance period to 31 December 2027. Full details are set out below.
Absolute TSR (70%) - CAGR
Vesting
Less than 8% p.a.
0%
8% p.a.
25%
15% p.a. or above
100%
Between 8% p.a. and 15% p.a.
Straight line vesting between 25% and 100%
Adjusted EPS (30%)
Vesting
Less than 5%
0%
5%
25%
20% or above
100%
Between 5% and 20%
Straight line vesting between 25% and 100%
Any awards which vest will be subject to a two-year post-vesting holding period.
Payments for Loss of Office/Payments to Past Directors (Audited)
There were no payments for loss of office or payments to past Directors made during the 2025 financial year.
149
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Statement of Directors’ Shareholdings and Share Interests (Audited)
The number of shares of the Company in which the Executive Directors had a beneficial interest and details of long-
term incentive interests as at 31 December 2025 are set out in the table below. Under the Directors’ Remuneration
Policy, the Remuneration Committee has adopted formal shareholding guidelines that encourage the Executive
Directors to build up and hold a shareholding equivalent to 200% of basic salary.
Director
Beneficially
owned shares
Shareholding
requirement
(% of salary)
Shareholding
(% of salary)
Shareholding
requirement
met?
Unvested LTIP
interests subject
to performance
conditions
Gary Morrison
1,026,003
200%
289%
Yes
738,210
Caroline Sherry
448,066
200%
190%
No
392,866
Details of the interests held in shares by Non-Executive Directors as at 31 December 2025 are set out below.
Non-Executive Directors are not subject to a shareholding requirement.
Director
Beneficially
owned shares
Ulrik Bengtsson
(1)
50,000
Carl G. Shepherd
35,285
Éimear Moloney
122,376
Evan Cohen
15,214
Paul Duffy
30,000
(1)
Shareholding as at 12 September 2025, the date Ulrik Bengtsson stepped down from the Board.
Comparison of Overall Performance and Pay (TSR graph)
The graph below shows the Total Shareholder Return (TSR) generated by both the movement in share value and the
reinvestment of dividend income over the period from 1 January 2016 to 31 December 2025. The Remuneration
Committee considers that the FTSE SmallCap index is an appropriate index for comparison as Hostelworld is a
member of this index and it includes other companies with a similar market capitalisation and scope of operations.
The graph has been calculated in accordance with the Regulations.
Total shareholder return (£)
£0
£20
£40
£60
£80
£100
£120
£140
£160
£180
£200
£220
£240
December
2025
December
2024
December
2023
December
2022
December
2021
December
2020
December
2019
December
2018
December
2017
December
2016
December
2015
FTSE Small Cap
Hostelworld Group
Source: LSEG Workspace
150
Governance
|
Hostelworld Annual Report 2025
Remuneration Committee Report
continued
CEO Historical Remuneration
The table below sets out the total remuneration delivered to the CEO over the last ten years, valued using the
methodology applied to the single total figure of remuneration, as required by the UK regulations:
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
CEO
Feargal
Mooney
Feargal
Mooney
Feargal
Mooney
Gary
Morrison
Gary
Morrison
Gary
Morrison
Gary
Morrison
Gary
Morrison
Gary
Morrison
Gary
Morrison
Gary
Morrison
Total single figure (€’000)
1,298.7
768.8
209.5
307.2
485.8
498.4
995.7
522.0
2,820.5
1,709.3
574.7
Annual bonus payment
level achieved (% of
maximum opportunity)
0%
73.4%
0%
19.3%
0%
n/a
n/a
n/a
96%
34%
0%
LTIP vesting level achieved
(% of maximum opportunity)
n/a
n/a
0%
n/a
n/a
0%
0%
75%
(1)
100%
100%
n/a
(1)
Represents the total vesting level for the 2020 LTIP award. The adjusted EPS portion of this award (which accounted for 25% of the overall award) vested
at nil. The absolute TSR portion (which accounted for 75% of the overall award) vested at 100%. The value for the TSR portion of this award is included in
the 2023 single total figure.
Change in Directors’ Remuneration Compared with Employees
The following table sets out the change in the remuneration paid to each of the Directors since 2020, compared
with the average percentage change for employees, as required by the reporting regulations. For the Directors, the
percentage change in remuneration reflects the disclosures in the Single Total Figure table of remuneration.
2025 vs 2024
2024 vs 2023
2023 vs 2022
2022 vs 2021
2021 vs 2020
Salary/
Fees
%
Taxable
benefits
%
Bonus
%
Salary/
Fees
%
Taxable
benefits
%
Bonus
%
Salary/
Fees
%
Taxable
benefits
%
Bonus
%
Salary/
Fees
%
Taxable
benefits
%
Bonus
%
Salary/
Fees
%
Taxable
benefits
%
Bonus
%
Executive Directors
Gary Morrison
3
13
(100)
3
7
(54)
3
28
100
5
(12)
–
–
4.8
–
Caroline Sherry
(1)
3
10
(100)
5
15
(59)
3
2
100
12
14
–
–
–
–
Non-Executive Directors
Ulrik Bengtsson
(2)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Carl G. Shepherd
(3)
30
–
–
(6)
–
–
–
–
–
–
–
–
–
–
–
Éimear Moloney
2
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Evan Cohen
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Paul Duffy
(4)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Employee pay
Average per
employee –
parent company
(5)
–
–
–
–
–
–
(33)
(26)
100
–
–
–
–
–
–
Average per
employee – group
4
9
(100)
7
6
(41)
6
5
100
15
19
–
3.3
(2.3)
–
(1)
Appointed to the Board on 01 December 2020. Comparatives prior to 2022 vs 2021 not shown given part-year service.
(2)
Appointed to the Board on 02 May 2024 and resigned from the Board on 12 September 2025. Comparatives to prior year not shown given part-year service.
(3)
Appointed Interim Chair of the Board and Interim Chair of the Nomination Committee on 13 September 2025. Stepped down as Senior Independent Director
on the same date.
(4)
Appointed to the Board on 02 May 2024. Comparatives to prior year not shown given part-year service.
(5)
From 01 April 2024 and prior to 2022, the only employees of the parent company were the Directors of the Company. During H2 2022, four additional
employees were employed until 31 March 2024, which explains the large variance between 2023 and 2022. No comparatives are provided between 2025
and 2024, and between 2024 and 2023, given that the 2024 service period was only 3 months, and no comparatives vs 2021 are shown, given no prior year
service for these employees.
151
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Remuneration Practices across the Company
Hostelworld does not have more than 250 UK employees
(at 31 December 2025, the number of UK employees was
9), and as a result, is not required to publish the ratio of
the CEO’s remuneration to the pay of UK employees.
Nevertheless, in line with the expectations set out in the
UK Corporate Governance Code, the Remuneration
Committee reviews workforce remuneration and related
policies each year. This includes a detailed assessment
of pay levels and structures throughout the organisation,
including fixed pay elements, and the extent to which
participation in incentive schemes (including equity
incentives) extends below Board level. The remuneration
of the Executive Directors is considered in this context.
Each year, the basic salary levels of all employees
undergo a review in comparison to relevant external
benchmarks, taking into consideration the broader
employment landscape, levels of inflation and the
requirements of the business. As disclosed last year,
for 2025, the CEO and CFO each received a salary
increase of 3%, and the Executive Leadership Team
received an average salary increase of 4.3%, all of
which were below the average workforce increase of
6.3%. For 2026, the Remuneration Committee has
approved increases of 3% for the CEO and 8.5% for the
CFO, as explained on page 136. Other members of the
Executive Leadership Team received an average salary
increase of 6.7%. Including market adjustments and
promotions, the total average salary increases for 2026
across the workforce (excluding those in the organisation
not receiving any salary increase on grounds of
inadequate individual performance) is 5.7%.
The Group makes pension contributions on behalf of
eligible employees. For the majority of the workforce,
the Group contribution rate is 6% of salary. This is the
same rate which applies to the CFO and which will apply
to any new Executive Director appointed in the future.
The CEO’s contribution rate of 10% was determined at
the time of his appointment in 2018. Other benefits are
broadly aligned across the Company, though there is
some variation by country of operation.
The annual bonus structure for the Executive Leadership
Team for 2025 was the same as for Executive Directors,
being based on a mix of targets linked to adjusted EBITDA
and net revenue. For others, bonuses were based 50%
on adjusted EBITDA performance and 50% on personal
performance. Separate incentive arrangements apply
to key roles within the organisation (e.g., sales and
customer support staff). For 2026, the annual bonus
structure for the Executive Leadership Team will remain
the same as for Executive Directors, being based on a
mix of targets linked to net revenue, adjusted EBITDA
and active customers. For others, bonuses will be based
on net revenue (50%) and personal performance (50%),
with separate incentive arrangements continuing to
apply for key sales and customer support roles within
the organisation.
The granting of long-term equity awards has historically
been extended to a number of employees beyond the
Executive Directors and other members of the Executive
Leadership Team. A significant number of employees
participated in the 2022 Restricted Share Award granted
in 2022 (which vested in 2025 as explained in the
relevant section above), in addition to the Executive
Directors, demonstrating our desire to ensure that
appropriate retention mechanisms were put in place
for the wider team during a period of considerable
uncertainty for the business. The vesting of the 2022
Restricted Share Award was subject to the same
conditions as for the Directors, namely, continued
employment and individual and Company performance
being considered satisfactory over the vesting period. A
two-year post-vesting holding period was applied to the
Executive Directors only, in line with common practice.
A grant of a performance-based LTIP award was made
in 2025 with participation limited to members of the
Executive Leadership Team. The same performance
conditions applied to all participants in the LTIP.
A Restricted Share Award was also granted to a number
of employees in 2025, subject to a staggered vesting
regime over three years (15% of the award vesting at
the end of the first year, 35% of the award vesting at the
end of the second year, and 50% of the award vesting
at the end of the third year). The vesting of the 2025
Restricted Share Award is subject to continued
employment and individual and Company performance
being satisfactory over the vesting period. Neither the
Executive Directors nor members of the Executive
Leadership Team participated in the 2025 Restricted
Share Award. The most appropriate approach to equity
compensation for employees across the organisation
is regularly reviewed.
In line with Hostelworld’s culture of transparency,
the Remuneration Committee engaged with the wider
workforce during the financial year. This was undertaken
by Evan Cohen, a member of the Committee and,
since December 2023, the designated Non-Executive
Director responsible for employee engagement. This
engagement covered a wide number of issues relating
to pay practices across the Company and also included
a discussion of how executive remuneration aligns with
wider Group policies.
152
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Hostelworld Annual Report 2025
Remuneration Committee Report
continued
Relative Importance of the Spend on Pay
The table below sets out the relative importance of spend on pay in the 2025 and 2024 financial years compared
with other distributions to shareholders. All figures provided are taken from the relevant Company Accounts and
exclude share option charges.
Director
2025
financial year
(€m)
2024
financial year
(€m)
%
change
Distributions by way of dividends/share buybacks
3.0
-
100%
Overall spend on pay including Executive Directors
23.1
20.9
11%
Shareholder Voting
The table below sets out the results of voting on the resolutions to (1) approve the Directors’ Remuneration Report at
the AGM held on 07 May 2025 and (2) approve the Directors’ Remuneration Policy at the AGM held on 02 May 2024.
Resolution
For
Against
Withheld
Approve the Directors’ Remuneration Report
for the Year Ended 31 December 2024 (2025 AGM)
87,901,705
(97.52%)
2,239,879
(2.48%)
5,232
Approve the Directors’ Remuneration Policy (2024 AGM)
97,628,882
(97.71%)
2,290,093
(2.29%)
2,427,025
Implementation of Remuneration Policy in Financial Year 2026
Basic Salary
The Committee has reviewed the salaries of the Executive Directors and agreed to award a salary increase of 3%
to the CEO and 8.5% to the CFO with effect from 01 January 2026, as explained on page 151. These increases
compare with the average salary increase of 5.7% awarded to the rest of the organisation, which includes market
adjustments and promotions.
The salary levels for 2026 are as follows:
Salary
Percentage
change
Director
2026 (€)
2025 (€)
Gary Morrison (CEO)
524,290
509,020
3%
Caroline Sherry (CFO)
367,400
338,618
8.5%
Pension
Pension contributions for the Executive Directors will continue at the rate of 10% of basic salary for the CEO and 6%
of basic salary for the CFO.
Annual Bonus
The Executive Directors will be eligible for a bonus subject to the achievement of targets linked to net revenue,
adjusted EBITDA, and active customers. A 50% (net revenue) / 40% (adjusted EBITDA
)/ 10% (active customers
) split
will apply. The precise targets are currently considered commercially sensitive but will be disclosed retrospectively
in next year’s Directors’ Remuneration Report, along with an assessment of performance and the resulting payout.
In line with the Remuneration Policy, the maximum annual bonus opportunity for the CEO will be 125% of salary and
the maximum for the CFO will be 100% of salary. For 2026, subject to shareholder approval of the Hostelworld Bonus
Plan at the AGM, the Committee’s current intention is that any bonus payment will be settled in shares, further aligning
management remuneration with shareholder interests.
153
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Long-Term Incentives
The CEO will receive an award of 150% of salary and the CFO will receive an award of 125% of salary. For the reasons
explained on page 136, this reflects an increase for 2026 compared with 2025, from 125% of salary for the CEO and
100% of salary for the CFO.
The performance conditions will be based 60% on net revenue measured over a three-year period commencing
01 January 2026 and 40% on relative TSR measured over a three-year period commencing on 01 April 2026,
as follows:
Net Revenue (60% – CAGR
Vesting
Less than 5% p.a.
0%
5% p.a.
25%
Between 5% p.a. and 6.5% p.a.
Straight line vesting between 25% and 75%
6.5% p.a.
75%
10% p.a. or above
100%
Between 6.5% p.a. and 10% p.a.
Straight line vesting between 25% and 100%
Relative TSR (40%) CAGR
Vesting
Below FTSE Small Cap index TSR
0%
Equivalent to FTSE Small Cap index TSR
25%
5% or more higher than FTSE Small Cap Index TSR (CAGR)
100%
Between index TSR and 5% (CAGR)
Straight line vesting between 25% and 100%
The starting TSR price for the 2026 LTIP has been calculated using a three month average share price ending on
31 March 2026. The Committee considered that using a share price averaging period ending on 31 December 2025
would have resulted in a starting point that rendered the performance condition unduly demotivating. The Committee
believes that the approach adopted provides a more appropriate and balanced starting point for long term performance
measurement, while maintaining a demanding level of performance stretch and alignment with the shareholder
experience over the full performance period.
As explained on pages 136 and 137, net revenue has been introduced as a performance measure for the LTIP given
that sustainable revenue growth is a critical part of the Group’s multi-year strategy. As noted in the table above, we
have also introduced an intermediate vesting point at which 75% of the revenue element would vest. Given the
fast-moving nature of the markets in which the Group operates and the inherent challenges in predicting the precise
shape of future growth, this is considered a fair way of ensuring that a meaningful proportion of the award would vest
for a strong level of performance. Full vesting of this element will only occur in the event of exceptional outperformance.
As set out in the table above, the relative TSR measure will involve a comparison between the Company’s TSR and
the TSR of the FTSE Small Cap Total Return index, with vesting determined by the annualised outperformance of
the Company’s TSR relative to the index TSR over the three-year performance period. For any part of this award to
vest, the Company’s TSR must be at least equivalent to the return of the index over the period. Maximum vesting
will require significant outperformance of the index. The FTSE SmallCap index has been selected as an indicator of
broader market performance, given the Company’s membership and the inclusion of other companies of similar size
and scale.
The Committee has carefully considered the targets for the 2026 LTIP to ensure they are challenging yet realistic in
the context of the Company’s strategic plans for the next three years.
154
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Hostelworld Annual Report 2025
Remuneration Committee Report
continued
Non-Executive Directors’ Fees
Taking into account the absence of any increase to
Directors’ fees over an extended period of time, during
2025 the Board agreed to increase the fees payable to
the Senior Independent Director by €500 p.a., and to
also increase the fees payable to the Remuneration
Committee Chair and Audit Committee Chair,
respectively, by €2,500 p.a., with effect from 29 July
2025. There are no further changes to Directors’ fees
for 2026. Directors’ fees will be paid as set out below:
Role
Fees (€)
Chair
145,000
Non-Executive Director (base fee)
60,000
Senior Independent Director
7,500
Chair of Audit Committee
9,500
Chair of Remuneration Committee
9,500
Advisors to the Remuneration Committee
The Remuneration Committee’s independent advisors
are Korn Ferry, who were appointed by the Committee
in 2017. Korn Ferry has advised the Remuneration
Committee on the Directors’ Remuneration Policy
and its implementation in respect of the Executive
Directors and other members of the Executive team.
The Remuneration Committee exercises appropriate
judgement and challenge when considering the work
of its external advisers and is satisfied that the advice
received during the year under review was objective and
independent. Korn Ferry is a member of the Remuneration
Consultants Group, and the body’s voluntary code of
conduct is designed to ensure that objective and
independent advice is provided to remuneration
committees. Korn Ferry received fees of €59,358 for
their advice during the year (2024: €41,859). Fees were
charged on a cost-incurred basis. During the year, a
separate practice within Korn Ferry provided support to
Hostelworld on the recruitment of the new Board Chair.
The Committee is satisfied that this did not impact the
independence of the advice provided by Korn Ferry on
remuneration matters.
Absoloot Hostel, Queenstown, New Zealand
155
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Directors’ Report
The Directors have pleasure in submitting their Annual Report and the audited
Financial Statements of Hostelworld Group plc and its subsidiaries for the financial
year to 31 December 2025.
Statutory Information
This section of the Annual Report includes additional information required to be disclosed under the Companies Act
2006 (the “Companies Act”), the UK Corporate Governance Code, the Disclosure Guidance and Transparency Rules
(“DTRs”), the UK Listing Rules (“Listing Rules”) of the Financial Conduct Authority and the Transparency Directive.
Certain information required to be included in the Directors’ Report can be found elsewhere in this Annual Report, as
highlighted throughout this report including:
•
The Strategic Report, which can be found on pages 10 to 89, which sets out the development and performance
of the Group’s business during the financial year, the position of the Group at the end of the year, a description
of the principal risks and uncertainties (including the financial risk management position) and a summary of the
Group’s ESG strategy and TCFD.
•
The Corporate Governance Statement on pages 92 to 154, which sets out the Company’s statement with regard
to its adoption of the UK Corporate Governance Code.
•
The Audit Committee Report on pages 123 to 132.
•
The Directors’ Remuneration Report on pages 133 to 154.
•
This Directors’ Report, on pages 155 to 161, together with the Strategic Report on pages 10 to 89, form the
Management Report for the purposes of DTR 4.1.5R.
The information required to be included in the Directors’ Report and which is located elsewhere in this Annual Report
forms part of the Directors Report and is incorporated by reference.
Disclosures under UKLR 6.6.1R
The table below is included to comply with the disclosure requirements under UKLR 6.6.1R. The information required
by the Listing Rules can be found in the Annual Report at the location stated below:
Section Topic
Location in Annual Report
1.
Interest capitalised
Not applicable
2.
Publication of unaudited financial information
Not applicable
3.
Details of long-term incentive schemes where the only participant is a Director
Not applicable
4.
Waiver of future emoluments by a Director
Not applicable
5.
Non-pre-emptive issues of equity for cash
Not applicable
6.
Pre-emption rights and disapplication of pre-emption rights
Not applicable
7.
Item (5) in relation to major subsidiary undertakings
Not applicable
8.
Parent participation in a placing by a listed subsidiary
Not applicable
9.
Contracts of significance
Not applicable
10.
Provision of services by a controlling shareholder
Not applicable
11.
Shareholder waivers of dividends
Not applicable
12.
Shareholder waivers of future dividends
Not applicable
13.
Compliance with the requirement to carry on the business independently from a
controlling shareholder at all times
Not applicable
156
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Hostelworld Annual Report 2025
Board of Directors
The appointment and replacement of Directors of the
Company is governed by the Articles of Association,
the Companies Act 2006 and related legislation.
The Directors who served on the Board throughout the
year, up to and including the date of this report, are
as follows:
•
Gary Morrison (Chief Executive Officer)
•
Caroline Sherry (Chief Financial Officer)
•
Carl G. Shepherd (Non-Executive Interim Chair
and Director)
(1)
•
Ulrik Bengtsson (Non-Executive Chairman)
(2)
•
Éimear Moloney (Non-Executive Director)
•
Evan Cohen (Non-Executive Director)
•
Paul Duffy (Non-Executive Director)
•
Marieke Bax (Non-Executive Director)
(3)
.
Biographical details of the current Directors together with
details of the membership of the various Committees
are set out on pages 92 to 95.
Subject to the Articles of Association, the Companies
Act 2006 and related legislation, any directions given
by special resolution and any relevant statutes and
regulations, the business of the Company will be
managed by the Board who may exercise all the powers
of the Company.
Amendment of Articles of Association
The Company’s Articles of Association may only be
amended by way of shareholder approval at a general
meeting of the shareholders.
Incorporation, Share Capital and Structure
The Company was incorporated and registered in
England and Wales as a public limited company with
registration number 9818705. The Company’s issued
share capital comprises ordinary shares of €0.01 each
which are traded on the London Stock Exchange’s
main market for listed securities and on Euronext
Dublin’s main securities market.
The liability of the members of the Company is limited.
(1)
Carl G. Shepherd assumed the role of Interim Chair on 13 September 2025 following the resignation of Ulrik Bengtsson on 12 September 2025. Marieke Bax
assumes the role as Chair on 31 March 2026.
(2)
Ulrik Bengtsson resigned as Independent Non-Executive Director and Chairman on 12 September 2025.
(3)
Marieke Bax was appointed Non-Executive Director on 30 January 2026 and will assume the role as Chair on 31 March 2026.
The Company is tax resident in Ireland and its principal
place of business is at 8 Harcourt Street, Dublin 2,
D02 AF58, Ireland. The Company’s registered office
is at One Chamberlain Square, Birmingham, B3 3AX,
United Kingdom.
As at 31 December 2025, the Company’s issued share
capital comprised 124,215,514 ordinary shares of €0.01.
The ISIN of the shares is GB00BYYN4225. Further
information on the Company’s share capital is provided
in note 18 to the Group’s Financial Statements contained
on page 199. All the information detailed in note 18 forms
part of this Directors’ Report and is incorporated into it
by reference.
At the Annual General Meeting of the Company to be
held on 06 May 2026, the Directors will seek authority
from shareholders to allot shares in the capital of the
Company (i) up to a maximum nominal amount of
€413,311.81 (41,331,181 shares of €0.01 each) being
one-third of the Company’s issued share capital as at
13 March 2026, the latest practicable date prior to the
publication of the notice of the Annual General Meeting,
and (ii) up to a further €413,311.81
(41,331,181 shares of
€0.01 each) where the allotment is in connection with
a rights issue, being one-third of the Company’s issued
share capital. The power will expire at the earlier of
06 August 2027 or the conclusion of the Annual General
Meeting of the Company held in 2027.
The Directors are also seeking authority from
shareholders to allot ordinary shares for cash without
first offering them to existing shareholders in
proportion to their existing shareholdings. These
resolutions are aligned with the Pre-Emption Group
guidelines published on 04 November 2022 and seek
authority to disapply pre-emption rights on up to 10%
of the Company’s issued ordinary share capital for a
general authority and up to a further 10% of the
Company’s issued share capital for acquisitions and
specified capital investments. In each case, further
authority to disapply pre-emption rights is also being
sought on up to 2% of the Company’s issued ordinary
share capital to be used for the purposes of a follow-
on offer to retail investors or existing investors not
allocated shares in the offer. The power will expire at
the earlier of 06 August 2027 or the conclusion of the
Annual General Meeting of the Company held in 2027.
Directors’ Report
continued
157
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Authority to Purchase Own Shares
At the Annual General Meeting held on 07 May 2025,
the Company’s shareholders authorised it to purchase,
in the market, up to 12,498,978 ordinary shares of €0.01
each. The Company purchased 3,061,809 shares under
this authority up to the year ended 31 December 2025.
The Directors will again seek authority from shareholders
at the forthcoming Annual General Meeting for the
Company to purchase, in the market, up to a
maximum of 10% of its own ordinary shares either to
be cancelled or retained as treasury shares. The
Directors will only use this power after careful
consideration, taking into account the financial
resources of the Company, the Company’s share price
and future funding opportunities. The Directors will
also take into account the effects on earnings per
share and the interests of shareholders generally.
Rights Attaching to Shares
All shares have the same rights (including voting and
dividend rights and rights on a return of capital) and
restrictions as set out in the Articles, described below.
Except in relation to dividends which have been
declared and rights on a liquidation of the Company,
the shareholders have no rights to share in the profits
of the Company.
The Company’s shares are not redeemable. However,
following any grant of authority from shareholders, the
Company may purchase or contract to purchase any of
the shares on or off market, subject to the Companies
Act and the requirements of the Listing Rules.
No shareholder holds shares in the Company which carry
special rights with regard to control of the Company.
Voting Rights
Each ordinary share entitles the holder to vote at general
meetings of the Company. A resolution put to the vote
of the meeting shall be decided on a show of hands
unless a poll is demanded. On a show of hands, every
member who is present in person or by proxy at a
general meeting of the Company shall have one vote.
On a poll, every member who is present in person or
by proxy shall have one vote for every share of which
they are a holder. The Articles provide a deadline for
submission of proxy forms of not less than 48 hours
before the time appointed for the holding of the meeting
or adjourned meeting. No member shall be entitled to
vote at any general meeting either in person or by proxy,
in respect of any share held, unless all amounts presently
payable in respect of that share have been paid. Save
as noted, there are no restrictions on voting rights nor
any agreement that may result in such restrictions.
Restrictions on Transfer of Securities
The Articles do not contain any restrictions on the
transfer of ordinary shares in the Company other than
the usual restrictions applicable where any amount is
unpaid on a share. Certain restrictions are also imposed
by laws and regulations (such as insider trading and
market requirements relating to close periods) and
requirements of the Market Abuse Regulation and the
Company’s Securities Dealing Code whereby Directors
and all employees of the Company require advance
clearance to deal in the Company’s securities.
Change of Control
Save in respect of a provision of the Company’s share
schemes which may cause options and awards granted
to employees under such schemes to vest on takeover,
there are no agreements between the Company and
its Directors or employees providing for compensation
for loss of office or employment (whether through
resignation, purported redundancy or otherwise)
because of a takeover bid.
2026 Annual General Meeting
The Annual General Meeting (“AGM”) will be held at
12 noon on 06 May 2026 at Hostelworld Group plc,
8 Harcourt Street, Dublin 2, Ireland.
The Notice of Meeting which sets out the resolutions
to be proposed at the forthcoming AGM specifies
deadlines for exercising voting rights and appointing a
proxy or proxies to vote in relation to resolutions to be
passed at the AGM. All proxy votes will be counted
and the numbers for, against or withheld in relation to
each resolution will be announced at the AGM and
published on the Company’s website.
Directors Interests
Details of Directors’ interests in the shares of the
Company are set out in the Directors’ Remuneration
Report on pages 133 to 154, which forms part of
this report.
158
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|
Hostelworld Annual Report 2025
Directors’ Report
continued
Substantial Shareholders
At 31 December 2025, the Company had been notified, in accordance with chapter 5 of the Financial Conduct
Authority’s Disclosure Guidance and Transparency Rules (“DTR5 Notification”), of the following significant interests:
Shareholder
Number of ordinary shares/
voting rights notified
Percentage
(1)
of voting rights over ordinary shares
of €0.01 each and nature of holding
Charles Jobson
17,255,148
13.89% (direct)
Aberforth Partners LP
13,744,177
11.06% (indirect)
Jupiter Fund Management
6,928,835
5.58% (indirect)
Lombard Odier Investment Managers
6,658,992
5.36% (direct 1.79%; indirect 3.57%)
Hamblin Watsa Investment Counsel Limited
6,489,178
5.22% (direct)
Gresham House Asset Management Limited
6,460,382
5.20% (indirect)
BGF Investment Management Limited
6,319,111
5.09% (indirect)
Martin Currie Investment Management Ltd
6,180,000
4.98% (indirect)
Premier Miton Group plc
5,402,069
4.35% (indirect)
Burgundy Asset Management Limited
4,430,860
3.57% (indirect)
Allianz Global Investors GmbH
4,046,400
3.26% (direct 0.02%; indirect 3.24%)
Langfristige Investoren TGV
3,731,346
3.00% (direct)
(1)
Expressed as a percentage of issued share capital as at 31 December 2025.
As at the date of this report no further DTR5 Notifications
had been received.
Transactions with Related Parties
There were no related party transactions during the
year. Please refer to note 25 to the Consolidated
Financial Statements.
Events Post Year End
Details of subsequent events are set out in note 30 to
the consolidated financial statements.
Research and Future Developments
The Group will continue to pursue initiatives that
enhance shareholder value through a balanced approach
combining organic growth, product innovation and
targeted investment opportunities. Innovation across our
websites and mobile applications – for both travellers
and hostel partners – remains central to our strategy
and a key driver of the Group’s long-term success.
Current development priorities include monetising our
social network through initiatives such as Social Passes,
expanding accommodation supply through third-party
inventory integration, and enhancing our commission
structure through
Elevate
. Further details of these
initiatives are set out in the Strategic Report on pages
10 to 89.
In evaluating future development opportunities, the
Group also considers the potential impact on climate and
alignment with its broader sustainability objectives.
Going Concern
Hostelworld’s business activities, together with the
principal factors likely to affect its future development
and performance, are described in the Strategic Report
on pages 10 to 89. After due consideration and review,
the Directors have a reasonable expectation that the
Group has adequate resources to continue in operational
existence for a period of at least 12 months from the date
of approval of the Financial Statements. Accordingly,
the Directors continue to adopt the going concern basis
in preparing the Group and Company Financial
Statements. Further details of the Group’s and Company’s
going concern assessment are included in note 1 to
the consolidated financial statements on page 177 and
the Group’s viability statement is set out on page 77.
Indemnities and Insurance
The Company maintains appropriate insurance to
cover Directors’ and Officers’ liability for itself and its
subsidiaries. The Company also indemnifies the
Directors under a qualifying indemnity for the purposes
of section 236 of the Companies Act 2006 and the
Articles of Association against any liabilities they may
incur in the execution of their duties as directors of the
159
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GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Company or its subsidiaries, and such indemnities were
in force during the year. Such indemnities contain
provisions that are permitted by the director liability
provisions of the Companies Act and the Company’s
Articles of Association.
Financial Instruments
Details of the Group’s financial risk management
objectives and policies, including its exposure to
credit, interest rate and liquidity risks, are set out in
note 27 to the Consolidated Financial Statements
and are incorporated into this report by reference.
Disabilities
The Group maintains an Equal Opportunities policy
which ensures that employees and job applicants are
not discriminated against on the grounds of disability in
respect of recruitment, promotion, training and general
career development and that full and fair consideration
is given to applications for employment made by disabled
persons. The Group also maintains a grievance
procedure and a whistleblowing service that enables
complaints to be made in a confidential manner
should any individual dealing with the Company have
concerns that any employee or job applicant has been
discriminated against on the grounds of disability.
Stakeholder Engagement
During the reporting period the Directors considered
and agreed that the Company’s shareholders, employees,
hostel partners, customers, Allied Irish Banks, plc and
society were the Group’s main stakeholders. How the
Company engaged with these stakeholders during 2025
is outlined on pages 79 to 86 and how their interests
were considered in Board decisions are set out on
pages 88 and 89, which are both incorporated into this
report by reference.
Sustainability
TCFD disclosures and the information required by
section 414C(7)
(b) of the Companies Act 2006 in
respect of energy use and greenhouse gas emissions is
included in the Sustainability Report on pages 40 to 65
and is incorporated into this report by reference.
Political Contributions
Neither the Company nor any of its subsidiaries
made any political donations or incurred any political
expenditure during the year.
Subsidiaries
Information on the Group’s subsidiaries is set out in
note 26 to the consolidated financial statements, and
are incorporated into this report by reference.
External Branches
The Group has the following external branches:
•
Hostelworld Group plc is registered as a branch in
Ireland with branch registration number 908295.
•
Hostelworld Services Limited, a U.K. subsidiary of
the Company, is registered as a branch in Australia,
local registration number 613076556.
•
Hostelworld.com Limited, an Irish subsidiary of the
Company, is registered as a branch in Italy, local
registration number MI-2679147.
•
Hostelworld Management Services Limited, an Irish
subsidiary of the Company, is registered as a branch
in Thailand, local registration number 1756800716.
Results and Dividends
The Group’s and Company’s audited Financial Statements
for the year are set out on pages 173 to 215.
The Board approved the reinstatement of a dividend
policy of 20% to 40% of adjusted profit after tax in 2025.
An interim dividend of 0.82 € cent per share was paid
in September 2025. The Board is recommending a
final dividend of 1.58 € cent per share which brings
the total dividend for the year to 2.40 € cent per share.
Consistent with our capital allocation framework, all
future dividend payments remain subject to the Group’s
continued generation of adjusted profit after tax, the
maintenance of a robust cash position, and ongoing
compliance with banking facility covenants and the
requirements of the Companies Act 2006 regarding
distributable reserves.
Statutory Auditor
KPMG were formally appointed as the Company’s
external Auditors on 09 May 2023 following a tender
process that was completed during 2022. KPMG is
willing to continue in office and a resolution for their
re-appointment as auditor of the Company will be
submitted to the AGM.
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Hostelworld Annual Report 2025
Directors’ Report
continued
Disclosure of Information to Auditor
Each of the Directors has confirmed that:
•
So far as the Director is aware, there is no relevant
audit information of which the Company’s Auditor
is unaware.
•
The Director has taken all the steps that he/she
ought to have taken as a Director to make him/her
aware of any relevant audit information and to
establish that the Company’s Auditor is aware of
that information.
This confirmation is given and should be interpreted in
accordance with the provisions of Section 418 of the
Companies Act 2006.
Directors’ Responsibilities Statement
The Directors are responsible for preparing the
Annual Report and the Group and Company Financial
Statements, in accordance with applicable law
and regulations.
Company law requires the Directors to prepare Financial
Statements for each financial year. The Directors are
required to prepare the Group Financial Statements in
accordance with UK-adopted international accounting
standards and applicable law. The Directors have also
elected to prepare the Group Financial Statements
in accordance with International Financial Reporting
Standards adopted pursuant to Regulation (EC)
No 1606/2002 as it applies in the European Union and
to prepare the parent Company Financial Statements
in accordance with FRS 101 Reduced Disclosure
Framework and applicable law. 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 assets, liabilities and financial position of
the Group and Company and of the profit or loss of the
Group for that period.
In preparing the Group and Parent Company Financial
Statements, the Directors are required to:
•
Select suitable accounting policies and then apply
them consistently.
•
Make judgments and accounting estimates that are
reasonable and prudent.
•
Present information, including accounting policies,
in a manner that provides relevant, reliable and
comparable information.
•
Provide additional disclosures when compliance with
the specific requirements in IFRSs are insufficient to
enable users to understand the impact of particular
transactions, other events and conditions on the
Company and Group’s financial position and
financial performance.
•
Prepare the Financial Statements on the going
concern basis unless it is inappropriate to presume
that the Company and Group will continue in business.
•
For the Company Financial Statements state whether
Financial Reporting Standard 101 Reduced Disclosures
Framework has been followed, subject to any
material departures disclosed and explained in the
Financial Statements.
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 comply with the Companies Act
2006. They are also responsible for safeguarding the
assets of the Company 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.
Responsibility Statement
We confirm that to the best of our knowledge:
•
The Group Financial Statements, prepared in
accordance with IFRS as adopted by the European
Union and the Company Financial Statements
prepared in accordance with FRS 101 Reduced
Disclosure Framework, give a true and fair view of
the assets, liabilities, and financial position of the
Group and Company as at 31 December 2025 and of
the profit or loss of the Group for the year then ended.
The Strategic Report includes a fair review of the
development and performance of the business and
the position of the Company, and the undertakings
included in the consolidation taken as a whole,
together with a description of the principal risks and
uncertainties that they face.
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
•
The Annual Report and Financial Statements, taken
as a whole, provides the information necessary to
assess the Group’s performance, business model
and strategy and is fair, balanced and understandable.
It also provides the information necessary for
shareholders to assess the Group’s position and
performance, business model and strategy.
This responsibility statement was approved by the
Board of Directors on 25 March 2026 and is signed
on its behalf by:
John Duan
John Duggan
Company Secretary
25 March 2026
Hopestel Secret Garden, Naples, Italy
Frendz Hostel, El Nido, Philippines
164
Independent Auditor’s Report
173
Group Financial Statements
177
Notes to the Group Financial Statements
210
Company Financial Statements
212
Notes to the Company Financial Statements
Financial
Statements
Financial Statements
|
Hostelworld Annual Report 2025
164
Independent Auditor’s Report to the
Members of Hostelworld Group PLC
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Hostelworld
Group Plc (‘the Company’) and its consolidated
undertakings (‘the Group’) for the year ended
31 December 2025 set out on pages 173 to 215, which
comprise the:
•
The Consolidated Income Statement;
•
The Consolidated Statement of
Comprehensive Income;
•
The Consolidated Statement of Financial Position;
•
The Consolidated Statement of Changes in Equity; and
•
The Consolidated Statement of Cash Flows;
•
The Company Statement of Financial Position;
•
The Company Statement of Changes in Equity; and
•
related notes 1 to 37, including the summary of material
accounting policies set out in note 1 and note 31.
The financial reporting framework that has been
applied in their preparation is UK Law, UK adopted
international accounting standards and, as regards
the Company financial statements, UK Law and UK
accounting standards, including FRS 101 Reduced
Disclosure Framework.
In our opinion:
•
the financial statements give a true and fair view of
the state of the Group’s and of the Company’s affairs
as at 31 December 2025 and of the Group’s profit for
the year then ended;
•
the Group financial statements have been properly
prepared in accordance with UK adopted international
accounting standards;
•
the Company financial statements have been properly
prepared in accordance with FRS 101 Reduced
Disclosure Framework issued by the UK’s Financial
Reporting Council; and
•
the financial statements have been prepared in
accordance with the requirements of the Companies
Act 2006 and, as regards the Group financial
statements, Article 4 of the IAS Regulation.
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 believe that the audit evidence we have obtained
is a sufficient and appropriate basis for our opinion.
Our audit opinion is consistent with our report to the
Audit Committee.
We were appointed as auditor by the shareholders
on 9 May 2023. The period of total uninterrupted
engagement is for the three financial years ended
31 December 2025. We have fulfilled our ethical
responsibilities under, and we remain independent of
the Group in accordance with UK ethical requirements,
including the Financial Reporting Council (FRC)’s
Ethical Standard as applied to listed public interest
entities. No non-audit services prohibited by that
standard were provided.
Conclusions relating to going concern
The directors have prepared the financial statements
on the going concern basis as they do not intend to
liquidate the Group or the Company or to cease their
operations, and as they have concluded that the Group
and the Company’s financial position means that this is
realistic. They have also concluded that there are no
material uncertainties that could have cast significant
doubt over their ability to continue as a going concern
for at least a year from the date of approval of the
financial statements (“the going concern period”).
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. Our evaluation of the directors’
assessment of the entity’s ability to continue to adopt
the going concern basis of accounting included
considering the strategic risks relevant to the Group’s
business model and analysing how those risks might
affect the Group’s financial resources or ability to
continue operations for the going concern period.
The risk we considered most likely to adversely affect
the Group’s available financial resources over the going
concern period was the potential economic impact of a
prolonged economic downturn impacting the Group’s
ability to generate revenue.
165
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
We considered downside scenarios which were more
pessimistic than those indicated by the Group’s
own forecasts. There were no risks identified that
we considered were likely to have a material adverse
effect on the Group’s available financial resources over
this period.
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 or the Company’s
ability to continue as a going concern for a period of at
least twelve months from the date when the financial
statements are authorised for issue.
In relation to the Group and the Company’s reporting
on how they have applied the UK Corporate
Governance Code, we have nothing material to add or
draw attention to in relation to the directors’ statement
in the financial statements about whether the directors
considered it appropriate to adopt the going concern
basis of accounting.
Our responsibilities and the responsibilities of the
directors with respect to going concern are described
in the relevant sections of this report.
However, as we cannot predict all future events or
conditions and as subsequent events may result in
outcomes that are inconsistent with judgements that
were reasonable at the time they were made, the
absence of reference to a material uncertainty in this
auditor’s report is not a guarantee that the Group or
the Company will continue in operation.
Detecting irregularities including fraud
We identified the areas of laws and regulations that could
reasonably be expected to have a material effect on the
financial statements and risks of material misstatement
due to fraud, using our understanding of the entity’s
industry, regulatory environment and other external
factors and inquiry with the directors. In addition, our
risk assessment procedures included:
•
Inquiring with the directors and management as to
the Group and Company’s policies and procedures
regarding compliance with laws and regulations,
identifying, evaluating and accounting for litigation and
claims, as well as whether they have knowledge of
non-compliance or instances of litigation or claims.
•
Inquiring of directors, management, the Audit
Committee, internal audit and inspection of policy
documentation as to the Group and Company’s
policies and procedures to prevent and detect fraud,
as well as whether they have knowledge of any actual,
suspected or alleged fraud.
•
Inquiring of directors, management, the Audit
Committee and internal audit regarding their
assessment of the risk that the financial statements
may be materially misstated due to irregularities,
including fraud.
•
Inspecting the Group’s regulatory and
legal correspondence.
•
Reading Board and sub-committee meeting minutes.
•
Considering remuneration incentive schemes and
performance targets.
•
Performing planning analytical procedures to identify
any unusual or unexpected relationships.
We discussed identified laws and regulations, fraud
risk factors and the need to remain alert among the
audit team.
Firstly, the Group and Company are subject to laws and
regulations that directly affect the financial statements
including companies and financial reporting legislation,
taxation legislation and distributable profits legislation.
We assessed the extent of compliance with these
laws and regulations as part of our procedures on the
related financial statement items, including assessing
the financial statement disclosures and agreeing them
to supporting documentation when necessary.
Secondly, the Group and Company are subject to many
other laws and regulations where the consequences of
non-compliance could have a material effect on amounts
or disclosures in the financial statements, for instance
through the imposition of fines or litigation or the loss
of the Group and Company‘s licence to operate.
We identified the following areas as those most likely
to have such an effect: health and safety, anti-bribery,
employment law, environmental law, regulatory capital
and liquidity and certain aspects of company legislation
recognising the financial and regulated nature of the
Group and the Company‘s activities.
Auditing standards limit the required audit procedures
to identify non-compliance with these non-direct laws
and regulations to inquiry of the directors and other
management and inspection of regulatory and legal
correspondence, if any. These limited procedures did
not identify actual or suspected non-compliance.
We assessed events or conditions that could indicate
an incentive or pressure to commit fraud or provide an
opportunity to commit fraud. As required by auditing
standards, we performed procedures to address the
risk of management override of controls.
Financial Statements
|
Hostelworld Annual Report 2025
166
On this audit we do not believe there is a fraud risk
related to revenue recognition, other than that associated
with management override of controls. Further, we did
not identify any other additional fraud risks.
In response to the fraud risk, we also performed
procedures including:
•
Identifying journal entries and other adjustments
to test based on risk criteria and comparing the
identified entries to supporting documentation.
•
Evaluating the business purpose of significant
unusual transactions.
•
Assessing significant accounting estimates for bias.
•
Assessing the disclosures in the financial statements.
As the Group and Company are regulated, our
assessment of risks involved obtaining an understanding
of the legal and regulatory framework that the Group
and Company operates and gaining an understanding
of the control environment including the entity’s
procedures for complying with regulatory requirements.
Owing to the inherent limitations of an audit, there is an
unavoidable risk that we may not have detected some
material misstatements in the financial statements, even
though we have properly planned and performed our
audit in accordance with auditing standards. For example,
the further removed non-compliance with laws and
regulations (irregularities) is from the events and
transactions reflected in the financial statements, the
less likely the inherently limited procedures required
by auditing standards would identify it.
In addition, as with any audit, there remains a higher
risk of non-detection of irregularities, as these may
involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal controls.
We are not responsible for preventing non-compliance
and cannot be expected to detect non-compliance
with all laws and regulations.
Key audit matters: our assessment of risks
of material misstatement
Key audit matters are those matters that, in our
professional judgement, were of most significance in the
audit of the financial statements and include the most
significant assessed risks of material misstatement
(whether or not due to fraud) identified by us, including
those which 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.
We continue to perform procedures over the
recoverability of deferred tax which was formerly
considered a key audit matter in the prior year. However,
following the continued profitability of the Group and
the utilisation of deferred taxation assets, we have not
assessed this as a key audit matter in our current year
audit and, therefore, it is not separately identified in our
report this year. Following the Group’s acquisition of
Occasion Genius Inc., the evaluation of the fair value
of intangibles acquired through business combinations
has been identified as a key audit matter due to the
subjective auditor judgement required to assess the
appropriateness of the valuation assumptions. Revenue
recognition continues to be a key audit matter in the
current year.
In arriving at our audit opinion above, the key audit
matters, in decreasing order of audit significance,
are set out below.
Independent Auditor’s Report to the
Members of Hostelworld Group PLC
continued
167
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Group key audit matters
Evaluation of fair value of intangibles acquired through business combination.
Refer to pages 178 and 179 (accounting policy) and pages 196 and 197 (financial disclosures)
The key audit matter
How the matter was addressed in our audit
The Group completed the acquisition of OccasionGenius
Inc. on 20 October 2025, which was accounted for as a
business combination under IFRS 3.
The Group estimated the fair value of the acquired intangible
assets to be €7.3 million comprising Technology of
€6.2 million, Customer lists of €0.5 million and Trade
names of €0.6 million.
The measurement of the acquired technology
intangible asset involves a significant degree of
judgement and estimation.
It required subjective auditor judgement, including the
involvement of valuation specialists with specialised skills
and knowledge, to assess the appropriateness of the
methodology applied and the significant assumptions
used in the valuation model, specifically the cash flow
assumptions, and the discount rate. Minor changes in
these assumptions could have a significant impact on the
fair value of the acquired intangibles.
For the reasons outlined above the engagement team
determined this matter to be a key audit matter.
Our audit procedures in this area included, but were not
limited to:
•
We obtained and documented our understanding of
the purchase price allocation accounting process
and evaluated the design and implementation of the
relevant control therein;
•
We inspected the accounting treatment to ensure
compliance with IFRS 3;
•
We read the underlying legal agreements and other
transaction-related documents using our judgement
to identify key terms;
•
With the assistance of our valuation specialists,
we considered the appropriateness of the valuation
methods used by comparing the methods used to the
methods commonly used in valuing similar assets;
•
With the assistance of our valuation specialists, we
compared key valuation assumptions, and particularly
the discount rate and the technology obsolescence
rates used in the valuation of the intangible assets to
independent sources when available and challenged
management on these assumptions;
•
We challenged the significant judgements made
in determining the cash flows to ensure they are
reasonable. This included the assistance of our
valuation specialist to compare the valuation internal
rate of return and the terminal value to commonly
observed equivalents in valuing similar assets;
•
We inspected the associated disclosures in the financial
statements and assessed the appropriateness of
such disclosures.
Based on the audit procedures performed, we found the
Group’s judgements relating to the key assumptions in the
valuation of technology intangible assets to be appropriate.
Financial Statements
|
Hostelworld Annual Report 2025
168
Independent Auditor’s Report to the
Members of Hostelworld Group PLC
continued
Revenue recognition €93.8 million (2024: €92.0 million).
Refer to pages 179 and 180 (accounting policy) and pages 187 and 188 (financial disclosures)
The key audit matter
How the matter was addressed in our audit
Revenue totalled €93.8 million (2024: €92.0 million) and
comprises technology and data processing fees (“booking
revenue”) of €92.2 million (2024: €90.0 million), provision
of event data services of €0.2 million (2024: €nil) and
advertising and ancillary services of €1.4 million
(2024: €2.0 million).
We identified a risk of error associated with the
completeness and existence of revenue from free
cancellation and non-refundable booking revenue.
Given the amount of booking revenue relative to
materiality, as well as the time and senior personnel
resource required to perform the audit of it, we have
adjudged that this is a key audit matter.
For the reasons outlined above the engagement team
determined this matter to be a key audit matter.
Our audit procedures in this area included, but were not
limited to:
•
We obtained and documented our understanding
of the revenue recognition process by performing
a walkthrough of each type of booking revenue.
•
We adopted a data and analytics approach to booking
revenue where we developed an expectation of booking
revenue from cash receipts, factoring in movements
in trade receivables and deferred revenue and other
accrual accounting based adjustments. We compared
our expectation to actual booking revenue recorded in
the financial statements.
•
We tested the completeness and existence of the
deferred revenue through sample testing and also
through testing the deferred revenue report which
involved the use of our IT specialists testing the
underlying integrity of the report.
•
We performed sample testing (using a statistical
sampling tool) of booking revenue transactions
around the year end period to ensure the accuracy
of timing of revenue recognition.
In concluding on the completeness and existence of booking
revenue the audit team exercised judgement in relation to
the audit approach and the use of the predictive analytical
procedure to test the completeness of revenue.
Based on the audit procedures performed, we did not
identify any material misstatements associated with
revenue recognition.
169
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Company key audit matter
Carrying value of Investment in subsidiaries (including loan receivables) €160.4 million
(2024:
€165.4 million), representing Investment in subsidiaries of €53.1 million (2024: €51.6 million)
and loan receivable €107.3 million (2024: €113.8 million).
Refer to page 212 (accounting policy) and pages 214 and 215 (financial disclosures)
The key audit matter
How the matter was addressed in our audit
The investment in subsidiaries undertakings is carried in
the Statement of Financial Position of the Company at cost
less impairment. The investment is primarily comprised of
the Company’s investment in Hostelworld.com €49.8 million
and a loan due to the Company from its subsidiary
Hostelworld.com Limited of €107.3 million. There is a risk
in respect of the carrying value of this investment if future
cash flows and performance of this subsidiary is not
sufficient to support the Company’s investment.
We focus on this area due to the significance of the balance
to the Company’s balance sheet and the judgement
involved in forecasting and discounting future cash
flows, in particular on the key assumptions applied by
management, including revenue growth rates and overall
profitability expectations.
For the reasons outlined above, the engagement team
determined this matter to be a key audit matter.
Our audit procedures included but were not limited to:
•
We obtained and documented our understanding of
the process around the Company’s assessment of the
recoverability of the carrying value of investments in
subsidiary companies.
•
We vouched a sample of the movements in the carrying
value of investments in subsidiaries during the year to
supporting evidence.
•
We used our judgement in assessing the recoverability
of the investment and intercompany receivable balances
with reference to the market capitalisation of the Group
at the year end date.
•
We considered the Company’s assessment of impairment
indicators by comparing the carrying value of investment
in subsidiaries and loan receivable in the Company’s
balance sheet to the market capitalisation of the Group.
Additionally, the terms and conditions governing the
repayment of the loan receivable were considered in
our assessment.
•
We challenged the Company’s profitability forecasts
included in the impairment testing model and in particular
the revenue growth rates by comparing to external
industry data and performing sensitivity analysis.
•
We assessed the adequacy of disclosures in the
Company’s financial statements.
In concluding on the carrying value of Investment in
subsidiaries, the audit team exercised judgement in relation
to the audit of management’s impairment assessment.
Based on evidence obtained, we found that management’s
judgements were appropriate in assessing the carrying
value of investment in subsidiaries and were supported
by the market capitalisation at year end.
Financial Statements
|
Hostelworld Annual Report 2025
170
Our application of materiality and an overview of the scope of our audit
Materiality for the Group financial statements and Company financial statements as a whole was determined as follows:
Group Financial Statements
Company Financial Statements
Overall
materiality
€0.954 million (2024: €0.729 million)
€0.191 million (2024: €0.146 million)
Benchmark
applied and %
Group revenue of which materiality represents
1.0% (2024: 0.8%)
Total assets of which materiality represents 0.5%
(2024: 0.5%) capped at 20% (2024: 20%) of
Group materiality
Rationale for
the benchmark
and judgement
involved
We consider revenue to be the most appropriate
benchmark for the Group as profit before tax was
an unsuitable benchmark in both the current year
and prior year as the amount recorded in both years
was low. We have determined, in our professional
judgement, that revenue is currently the principal
benchmark within the financial statements in
assessing financial performance. In applying our
judgement in determining the percentage to be
applied to the benchmark we considered that the
Group has a high public profile, operates in a
regulated environment and also considered that it
repaid its external debt fully in the current year.
We consider total assets to be the most
appropriate benchmark for the Company on a
stand-alone single entity basis, as the entity is
an investment holding company which does
not trade. It holds the investment in the Group’s
main trading subsidiary entity.
Performance materiality for the Group financial
statements and Company financial statements as a
whole was set at €0.716 million (2024: €0.547 million)
and €0.143 million (2024: €0.109 million) respectively,
determined with reference to benchmarks of revenue
for the Group and total assets for the Company (of which
it represents 75% (2024: 75%) and 75% (2024: 75%)
respectively).
We reported to the Audit Committee any corrected or
uncorrected identified misstatements exceeding
€0.048 million (2024: €0.036 million) for Group financial
statements and €0.009 million (2024: €0.008 million)
for Company financial statements, in addition to other
identified misstatements that warranted reporting on
qualitative grounds.
In applying our judgement in determining the percentage
to be applied to the benchmarks (to establish materiality)
and the percentage to be applied to materiality (to
establish performance materiality), we considered that
this is our year three audit, no identified misstatements
in the prior year audit, the entity’s control environment
and the consistency of key management and financial
reporting personnel.
The structure of the Group’s finance function is such that
the central group team in Dublin provides support to
group components for the accounting for the majority of
transactions and balances. Components of the Group
were audited centrally by KPMG in Ireland covering 100%
of Group revenue. Materiality of each of the components,
which ranged from €0.09 million to €0.9 million, was
determined having regard to the mix of size and risk
profile of the components.
Our audit was undertaken to the materiality and
performance materiality level specified above and was
all performed by a single engagement team in Ireland.
We have nothing to report on the other
information in the annual report
The directors are responsible for the other information
presented in the annual report together with the
financial statements. The other information comprises
the information included in the strategic report, the
governance section (including the directors’ report
and corporate governance report) and the additional
information included after the notes to the Group and
Company financial statements. The financial statements
and our auditor’s report thereon do not comprise part
of the other information. Our opinion on the financial
statements does not cover the other information and,
accordingly, we do not express an audit opinion or,
except as explicitly stated below, any form of assurance
conclusion thereon.
Independent Auditor’s Report to the
Members of Hostelworld Group PLC
continued
171
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Our responsibility is to read the other information and,
in doing so, consider whether, based on our financial
statements audit work, the information therein is
materially misstated or inconsistent with the financial
statements or our audit knowledge. Based solely on that
work we have not identified material misstatements in
the other information.
Opinions on other matters prescribed
by the Companies Act 2006
Strategic report and directors’ report
Based solely on our work on the other information
undertaken during the course of the audit:
•
we have not identified material misstatements in the
directors’ report or the strategic report;
•
in our opinion, the information given in the strategic
report and the directors’ report is consistent with the
financial statements;
•
in our opinion, the strategic report and the directors’
report have been prepared in accordance with the
Companies Act 2006.
Directors’ remuneration report
In our opinion the part of the Directors’ Remuneration
Report to be audited has been properly prepared in
accordance with the Companies Act 2006.
Corporate governance statement
We have reviewed the directors’ statement in relation
to going concern, longer-term viability and that part of
the Corporate Governance Statement relating to the
Company’s compliance with the provisions of the UK
Corporate Governance Code specified for our review
by the Listing Rules of Euronext Dublin and the UK
Listing Authority.
Based on the work undertaken as part of our audit,
we have concluded that each of the following
elements of the Corporate Governance Statement is
materially consistent with the financial statements and
our knowledge obtained during the audit:
•
Directors’ statement with regards the appropriateness
of adopting the going concern basis of accounting
and any material uncertainties identified set out on
page 158 and within note 1 to the financial statements;
•
Directors’ explanation as to their assessment of
the Group’s prospects, the period this assessment
covers and why the period is appropriate set out on
page 158 and within note 1 to the financial statements;
•
Directors’ statement on whether it has a reasonable
expectation that the Group will be able to continue in
operation and meets its liabilities set out on page 158
and within note 1 to the financial statements;
•
Directors’ statement on fair, balanced and
understandable and the information necessary for
shareholders to assess the Group’s position and
performance, business model and strategy set out
on pages 160 and 161;
•
Board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks and
the disclosures in the annual report that describe the
principal risks and the procedures in place to identify
emerging risks and explain how they are being
managed or mitigated set out within the Responsibility
Statement on pages 160 and 161 and within the
Principal Risks and Uncertainties on pages 66 to 76;
•
Section of the annual report that describes the
review of the effectiveness of risk management
and internal control systems set out on page 103
and within the Audit Committee report set out on
pages 123 to 132; and
•
Section describing the work of the Audit Committee
set out on pages 123 to 132.
Based solely on our work on the other information
described above:
•
with respect to the Corporate Governance Statement
disclosures about internal control and risk
management systems in relation to financial reporting
processes and about share capital structures:
•
we have not identified material misstatements
therein; and
•
the information therein is consistent with the financial
statements and has been prepared in accordance
with the applicable legal requirements; and
•
in our opinion, the Corporate Governance Statement
has been prepared in accordance with relevant
rules of the Disclosure Guidance and Transparency
Rules of the Financial Conduct Authority.
We are also required to report to you if a corporate
governance statement has not been prepared by the
Company. We have nothing to report in these respects.
Financial Statements
|
Hostelworld Annual Report 2025
172
We have nothing to report on the other matters
on which we are required to report by exception
Under the Companies Act 2006, we are required to
report to you if, in our opinion:
•
adequate accounting records have not been kept by
the Company, or returns adequate for our audit have
not been received from branches not visited by us; or
•
the Company financial statements and the part of the
Directors’ Remuneration Report to be audited 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.
We have nothing to report in these respects.
Respective responsibilities and
restrictions on use
Responsibilities of directors for the
financial statements
As explained more fully in the directors’ responsibilities
statement set out on pages 160 and 161, the directors
are responsible for: the preparation of the financial
statements including being satisfied that they give a
true and fair view; such internal control as they determine
is necessary to enable the preparation of financial
statements that are free from material misstatement,
whether due to fraud or error; assessing the Group
and 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 they either intend to liquidate the
Group or the Company or to cease operations, or have
no realistic alternative but to do so.
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, other
irregularities or error, and to issue an opinion in an
auditor’s report. 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, other irregularities 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.
A fuller description of our responsibilities is provided
on the FRC’s website at
www.frc.org.uk/auditorsresponsibilities.
The Company is required to include these financial
statements in an annual financial report prepared
under Disclosure Guidance and Transparency Rule
4.1.17R and 4.1.18R. This auditor’s report provides no
assurance over whether the annual financial report has
been prepared in accordance with those requirements.
The purpose of our audit work and to whom
we owe our responsibilities
Our 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.
Brian MacSweeney
(Senior Statutory Auditor)
25 March 2026
for and on behalf of
KPMG, Statutory Auditor
1 Stokes Place
St. Stephen’s Green
Dublin 2
Ireland
D02 DE03
Independent Auditor’s Report to the
Members of Hostelworld Group PLC
continued
173
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Group Financial Statements
Consolidated Income Statement
for the Year Ended 31 December 2025
2025
Exceptional
2025
2024
Pre‑exceptional
(Note 5)
Total
Total
Notes
€m
€m
€m
€m
Revenue
3
Operating expenses
4
(84.1 )
(1.3 )
(85.4 )
(80.9 )
Other income
7
Impairment of investment in associate
(1.2 )
Share of results of associate
Operating profit
(1.3 )
Finance income
Finance costs
8
(0.1 )
(0.1 )
(0.3 )
Profit before tax
(1.3 )
Tax charge
9
(1.4 )
(1.4 )
(2.0 )
Profit for the year attributable to the equity
owners of the parent Company
(1.3 )
Basic earnings per share (euro cent)
10
Diluted earnings per share (euro cent)
10
Consolidated Statement of Comprehensive Income
for the Year Ended 31 December 2025
2025
2024
€m
€m
Profit for the year
Items that may be reclassified subsequently to profit or loss:
Nil
Total comprehensive income for the year attributable to equity owners of the parent Company
Financial Statements
|
Hostelworld Annual Report 2025
174
Consolidated Statement of Financial Position
as at 31 December 2025
2025
2024
Notes
€m
€m
Non-current assets
Intangible assets
11
Property, plant and equipment
12
Deferred tax assets
13
Current assets
Trade and other receivables
16
Corporation tax
Cash and cash equivalents
17
Total assets
Issued capital and reserves attributable to equity owners of the parent
Share capital
18
Share premium
18
Other reserves
19
Retained earnings
Total equity attributable to equity holders of the parent Company
Non-current liabilities
Non-current debt
Debt warehoused
20
Borrowings
22
Lease liabilities
15
Deferred tax liability
13
Current liabilities
Current debt
Debt warehoused
20
Borrowings
22
Trade and other payables
Trade payables
21
Deferred revenue
21
Accruals and other payables
21
Lease liabilities
15
Corporation tax
9
Total liabilities
Total equity and liabilities
The financial statements were approved by the Board of Directors and authorised for issue on 25 March 2026 and
signed on its behalf by:
Gary Moison
Caroline Shey
Chief Executive Officer
Chief Financial Officer
Hostelworld Group plc registration number 9818705 (England and Wales)
Group Financial Statements
continued
175
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Consolidated Statement of Changes in Equity
for the Year Ended 31 December 2025
Share
Capital
Share
Premium
Treasury
Shares
Retained
Earnings
Other
Reserves
Total
Notes
€m
€m
€m
€m
€m
€m
Balance at 01 January 2024
(1.7 )
Issue of shares
Total comprehensive
income for the year
Credit to equity for equity settled
share-based payments
Transfer of exercised and
expired share-based awards
Balance at 31 December 2024
Total comprehensive
income for the year
Credit to equity for equity settled
share- based payments
19
Transfer of exercised and
expired share-based awards
(2.2 )
Purchase of own shares –
share buyback
(4.5 )
(4.5 )
Cancellation of own shares –
share buyback
(0.1 )
(4.5 )
Dividend paid
(1.0 )
(1.0 )
Balance at 31 December 2025
Financial Statements
|
Hostelworld Annual Report 2025
176
for the Year Ended 31 December 2025
2025 |
2024 |
||
Notes |
€m |
€m |
|
Cash flows from operating activities |
|||
Profit for the year |
|||
Tax charge |
|||
Profit before tax |
|||
Amortisation and depreciation |
4 |
||
Share of results of associate |
14 |
( |
|
Impairment of investment in associate |
|||
Non-cash movements in provisions |
( |
||
Financial income |
( |
( |
|
Finance expense |
8 |
||
Employee equity settled share-based payment expense |
24 |
||
Changes in working capital items: |
|||
Decrease in trade and other payables |
( |
( |
|
Decrease/(increase) in trade and other receivables |
16 |
( |
|
Cash generated from operations |
|||
Interest paid (including lease interest) |
( |
||
Interest received |
|||
Income tax paid |
( |
( |
|
Net cash generated from operating activities |
|||
Cash flows from investing activities |
|||
Acquisition/development of intangible assets |
11 |
( |
( |
Payment for acquisition of subsidiary, net of cash acquired |
( |
||
Purchases of property, plant and equipment |
12 |
( |
( |
Net cash used in investing activities |
( |
( |
|
Net cash from/(used in) financing activities |
|||
Drawdown of borrowings |
22 |
||
Transaction costs relating to borrowings |
22 |
( |
|
Repayment of borrowings |
22 |
( |
|
Repayment of warehoused debt |
20 |
( |
( |
Purchase of own shares – share buyback |
18 |
( |
|
Dividend paid |
28 |
( |
|
Repayments of obligations under lease liabilities |
15 |
( |
( |
Net cash from/(used in) financing activities |
( |
||
Net increase in cash and cash equivalents |
|||
Cash and cash equivalents at the beginning of the year |
|||
Cash and cash equivalents at the end of the year |
17 |
Group Financial Statements
continued
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the Group Financial Statements
for the Year Ended 31 December 2025
177
was incorporated in the United Kingdom on 9 October
2015 under the Companies Act 2006 and is registered
in England and Wales. The Company’s registered
office is One Chamberlain Square, Birmingham B3
The Company and its subsidiaries (together, the “Group”)
operate an online travel platform, providing technology,
marketing and data processing services that facilitate
The Company’s ordinary shares are listed on Euronext
Dublin and the London Stock Exchange.
were approved and authorised for issue by the Board
conformity with the requirements of the Companies Act
2006 and UK adopted International Financial Reporting
Standards (“IFRS”) and IFRS adopted pursuant to
Regulation (“EC”) No 1606/2002 as it applies in the
European Union.
The consolidated financial statements also comply
with Article 4 of the EU IAS Regulation. References to
IFRS throughout these financial statements refer to UK
The consolidated financial statements have been
prepared under the historical cost basis. The investment
in associate is accounted for using the equity method.
statements the accounting policies set out below have
been applied consistently by all Group companies.
The consolidated financial statements are presented
in euro which is the currency of the primary economic
The consolidated financial statements are presented in
millions of euro (€m), except where otherwise stated;
certain disclosures have been presented in thousands
of euro (€’000) where this provides more appropriate
The Directors have assessed the Group’s ability to
continue as a going concern, taking account of the
Board-approved 2026 budget and two-year outlook,
together with management projections for a further two
years. The assessment considered the Group’s strategy,
risk register, historical trading performance, current and
forecast booking volumes, and potential downside
scenarios, including sensitivity to reductions in revenue,
increases in operating costs, and other external factors.
Forecast cash flows for at least 12 months from the date
of approval of these financial statements demonstrate
that the Group has sufficient resources to meet its
obligations as they fall due. Key considerations included
ensuring that the Group had the ability to repay its three
year bank debt facility and remained in compliance
with the banking covenants attached to the facility as
described in note 22, the agreed repayment plan with
the Irish Revenue Commissioners for the remaining
warehoused facility (monthly instalments through
April 2027) with further detail in note 20, current and
projected cash balances and mitigating actions available
to the Group should trading volumes not materialise
including the flexibility of the Group to fully control its
largest cost base direct marketing.
The Directors considered downside scenarios, including
a material reduction in booking volumes; geopolitical
uncertainties, including ongoing conflicts in Ukraine and
the Middle East, and climate-related risks that may affect
revenue or operating costs. For each scenario, mitigating
actions - such as adjusting marketing spend, deferring
non-essential investments, and optimising operational
efficiency were assessed. These measures provide
additional headroom in the Group’s cash flow projections.
The Group is particularly mindful of the potential impact
of the ongoing conflict in the Middle East on traveller
confidence and booking patterns. The impact to date
has not been of a magnitude that would cause any
effects greater than the rigorous scenarios applied in our
going concern assessment. Management will continue
to closely monitor the situation and apply any mitigating
actions as required.
After making appropriate enquiries and considering
the factors above, the Directors have a reasonable
expectation that the Group and Company have adequate
resources to continue operating for the foreseeable
future, being at least 12 months from the date of
approval of the financial statements. Accordingly, the
financial statements have been prepared on a going
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
1. Material Accounting Policies
continued
178
The Group has considered climate-related matters in the
preparation of these financial statements. Operating
costs in 2025, and in the Board approved 2026 budget
and two-year outlook, and subsequent management
projections, reflect costs associated with the Group’s
sustainability roadmap, including personnel supporting
ESG commitments, as well as investments in emissions
reductions, emission offsets and climate action initiatives.
Following a management review in 2025, no climate-
related liabilities, provisions, or impairments of assets
have been identified, and no such adjustments are
included in future projections.
Climate-related risks could affect revenue and trading,
for example where travel restrictions, hostel closures,
or accessibility issues arise. These risks are partially
mitigated by the Group’s core 18–34-year-old
customer base, which typically views travel as a ‘rite
of passage’ and prefers hostels as a more sustainable
accommodation choice. Historical booking patterns
indicate that demand tends to shift to alternative locations
if primary destinations are affected. The Group’s asset-
light business model further provides flexibility to
respond to changes in demand. More detail is set out in
the Sustainability Report on pages 40 to 65. The Group
has not made any climate-related adjustments to
revenue in its budgets but continues to monitor potential
impacts on booking patterns closely.
The Group has also considered climate-related matters
in key accounting estimates and judgments, including:
•
Impairment of assets:
Expected future cash flows
could be affected by reduced revenue or higher
operating costs. The Group maintains significant
headroom in its goodwill and intangible asset
impairment assessments, as set out in the sensitivity
analysis on pages 194 and 195.
•
Deferred tax assets:
Recoverability depends on
future taxable profits, which may be affected by
climate-related changes in consumer demand or
operating costs. The Group’s deferred tax assessments
include adequate headroom, supported by historic
tax losses and timing differences that do not expire
(see page 186).
•
•
Going concern:
Projected cash flows could be
impacted by changes in revenue or profitability arising
from climate-related factors. Downside scenarios have
been incorporated into the Directors’ going concern
assessment (page 158 and page 177) and the Viability
The consolidated financial statements incorporate the
financial statements of the Company and its subsidiaries.
Subsidiaries are entities over which the Group has
control, all of which prepare financial statements up to
31 December. 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 consolidated from the date on
which control is transferred to the Group and are no
longer consolidated from the date that control ceases.
All intragroup assets and liabilities, equity, income,
expenses and cash flows relating to transactions
between the members of the Group are eliminated
Acquisitions of subsidiaries are accounted for using
the acquisition method in accordance with IFRS 3
Business Combinations. The cost of an acquisition
is measured as the aggregate of the consideration,
measured at fair value at the acquisition date.
Acquisition-related costs are expensed as incurred.
Identifiable assets acquired, liabilities assumed, and
any non-controlling interest are recognised at their
fair values at the acquisition date. Any contingent
consideration is recognised at fair value at the acquisition
date, with subsequent changes recognised in profit or
loss unless they are classified as equity.
Goodwill arising on acquisition represents the excess
of the consideration transferred, the amount of any
non-controlling interest, and the fair value of any
previously held equity interest over the fair value of the
identifiable net assets acquired. Goodwill and fair value
adjustments arising on the acquisition of a foreign
entity are denominated in the functional currency of the
acquired entity, recorded at the exchange rate at the
date of the transaction, and subsequently retranslated
at the reporting period closing rate.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
179
Subsequent to acquisition, goodwill is tested annually
for impairment and carried at cost less accumulated
Interpretations Adopted in 2025
The following new standards, amendments and
interpretations became effective for the Group for the
year ended 31 December 2025. Their adoption did not
have a material impact on the Group’s consolidated
financial statements:
•
Amendments to IAS 21 The Effects of Changes in
standards, amendments and interpretations that have
been issued but are not yet mandatorily effective and,
in some cases, have not yet been endorsed by the UK
or the EU:
•
IFRS 19 Subsidiaries without Public
Accountability: Disclosures
•
Amendments to IFRS 10 and IAS 28 – Sale or
Contribution of Assets between an Investor and its
Associate or Joint Venture
•
Annual Improvements to IFRS Accounting Standards
– Volume 11
•
Amendments to IFRS 9 and IFRS 7
–
Classification and Measurement of
Financial Instruments
–
Contracts Referencing Nature-dependent Electricity
•
IFRS 18 Presentation and Disclosure in Financial
Statements (replacing IAS 1)
Of the standards not yet effective, IFRS 18 is expected to
have a significant impact on the Group when it becomes
effective for accounting periods beginning on or after
1 January 2027. The Group is still in the process of
assessing the full impact of IFRS 18, in particular changes
to the structure and presentation of the Statement of
Profit or Loss; updates to the Statement of Cash Flows;
enhanced disclosure requirements for management-
defined performance measures; and changes to how
information is grouped and disaggregated in the
financial statements, including items currently presented
as “other”. The Group has commenced an IFRS 18
implementation assessment, including a review of
systems, processes and performance reporting, to
ensure readiness for adoption ahead of the effective date.
No other new or amended standards are expected to
have a material impact on the Group’s consolidated
The Group generates revenue primarily from IT and
Data processing fees charged to accommodation
providers for bookings facilitated through its platform,
as well as from advertising services and other ancillary
offerings. Revenue is recognised when the Group
satisfies its performance obligations under contracts
with customers, in line with IFRS 15.
received or receivable and is stated net of rebates, sales
taxes, and value added taxes.
Rebates relate to volume incentives offered to
hostel partners and are recognised based on the
performance of previous quarters, with settlement in
Accommodation Booking Revenue
Non-Refundable Booking and Reservation Fees
Revenue from standard bookings is recognised at the
time a reservation is made. At this point, the Group has
delivered its core service - providing technology and
data processing to facilitate the booking - and control
of that service has transferred to the hostel. Refunds,
cancellations, and other adjustments are accounted
for in the period in which they occur.
Free Cancellation Bookings
For bookings that allow free cancellation, revenue is
deferred until the last date on which a traveller can
cancel without penalty. This ensures revenue is only
recognised once the Group has fully satisfied its
performance obligation. Deferred revenue is expected to
be recognised within twelve months of initial recognition.
Flexible Bookings and Credits
Where the Group provides a flexible booking option or
issues credits for future use, revenue is deferred until
either the booking check-in date or the expiry of the
credit (typically six months). A provision is recorded to
reflect the expected utilisation of such credits, based
on historical patterns.
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
1. Material Accounting Policies
continued
180
Third Party Inventory
The Group acts as an agent in facilitating bookings with
certain third-party accommodation providers, where the
accommodation provider retains primary responsibility
for the inventory. Revenue from these bookings is
recognised on a net basis, representing the commission
or fee earned by the Group, rather than the gross amount
paid by the customer. The Group does not recognise
the gross booking value as revenue because it does not
control the underlying service provided by the third-party
accommodation. Revenue is recognised at the point at
which the Group has fulfilled its performance obligation
to the customer - typically when the reservation is
confirmed and the Group has provided the technology
and data processing services required to facilitate
the booking.
Other Revenue
Advertising
Revenue from advertising services is recognised over
the period the service is provided, reflecting the
continuous transfer of benefits to the customer.
Roamies
Revenue from the Group’s
Roamies
platform, including
royalties and commissions from bookings, is recognised
on the start date of the trip, when the Group has fulfilled
its obligation to facilitate the experience.
Social Passes
Social passes, which grant access to Hostelworld’s social
network independently of any booking, are recognised
over the period that access is provided. This revenue
is treated separately from booking-related revenue
because it represents an ongoing service rather than
a one-off booking transaction.
OccasionGenius Inc. Provision of Event Information
Revenue from the provision of event information,
provided through OccasionGenius Inc., primarily arises
from licensing arrangements that provide customers
with access to curated event inventory and related
platform functionality for a defined contractual period.
Revenue is recognised over time as the Group delivers
The Group leases properties in various locations. Lease
contracts are typically entered into for fixed periods and
may include extension or termination options. Lease terms
and conditions are negotiated on an individual basis.
At contract inception, the Group assesses whether a
contract is, or contains, a lease. For contracts where
the Group is the lessee, a right-of-use asset and a
corresponding lease liability are recognised at the
commencement date.
The lease term comprises the non-cancellable period
of the lease together with periods covered by an option
to extend the lease where the Group is reasonably
certain to exercise that option, or periods covered by
an option to terminate the lease where the Group is
reasonably certain not to exercise that option. For
short-term leases (lease term of 12 months or less)
and leases of low-value assets (underlying asset value
of €10,000 or less), lease payments are recognised as
an expense on a straight-line basis over the lease term.
Right-of-use assets are initially measured at cost and
subsequently measured at cost less accumulated
depreciation and accumulated impairment losses.
basis over the shorter of the lease term and the useful
life of the underlying asset, commencing on the lease
for any remeasurement of the related lease liability
arising from lease modifications or reassessments.
Right-of-use assets are reviewed for impairment at each
reporting date. The Group applies IAS 36 Impairment
of Assets to determine whether a right-of-use asset is
impaired and recognises any resulting impairment loss.
Where the Group has an obligation to restore the
underlying asset to a specified condition at the end of
the lease term, a provision is recognised in accordance
with IAS 37 Provisions, Contingent Liabilities and
Contingent Assets. To the extent that such costs relate
to a right-of-use asset, they are included in the carrying
amount of the related asset.
Lease liabilities are initially measured at the present value
of the future lease payments, discounted using the
interest rate implicit in the lease, or, where this cannot be
readily determined, the Group’s incremental borrowing
rate. The incremental borrowing rate reflects the lease
term, currency and commencement date and is
determined using the risk-free rate, together with
appropriate country-specific and credit risk adjustments.
Lease payments included in the measurement of the
lease liability comprise fixed payments (less any lease
incentives receivable), variable payments that depend
on an index or rate (measured using the index or rate
at the commencement date), amounts expected to be
payable under residual value guarantees, the exercise
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
181
price of purchase options where the Group is reasonably
certain to exercise the option, and penalties for
terminating the lease where the lease term reflects the
exercise of a termination option. Subsequent to initial
recognition, lease liabilities are increased by interest
accrued using the effective interest method and
reduced by lease payments made. Lease liabilities are
remeasured, with a corresponding adjustment to the
related right-of-use asset, when there is a change in the
lease term, a change in the assessment of a purchase
option, changes in lease payments resulting from
changes in an index or rate, changes in expected
payments under residual value guarantees, or when a
lease modification occurs that is not accounted for as a
separate lease. Lease liabilities are presented separately
in the Consolidated Statement of Financial Position.
In the Consolidated Statement of Cash Flows, interest
paid on lease liabilities is classified within operating
activities and repayments of the principal portion of
lease liabilities are classified within financing activities.
Payments for short-term leases and leases of low-value
Exceptional items by their nature and size can make
interpretation of the underlying trends in the business
more difficult. Such items may include restructuring,
material merger and acquisition costs, profit or loss
on disposal or termination of operations, litigation
settlements, legislative changes, material acquisition
integration costs and profit or loss on disposal of
investments. Judgement is used by the Group in
assessing the particular items which by virtue of their
scale and nature should be disclosed as exceptional
items. Where an item that has been classified as
exceptional spans more than one reporting period
such as a multi-year restructuring programme, it will
also be presented as exceptional in the following
The Group is tax resident in Ireland. The tax expense
represents the sum of the tax currently payable and
deferred tax.
Current Tax
Current tax comprises the amount of income taxes
payable or recoverable in respect of the taxable profit
or loss for the period, as determined in accordance with
applicable tax legislation. Taxable profit differs from
accounting profit as it is calculated in accordance with
tax rules and therefore excludes items of income or
expense that are not assessable or deductible for tax
purposes. The Group’s current tax liability is calculated
using tax rates and laws that have been enacted or
substantively enacted at the reporting date and includes
adjustments in respect of tax payable or recoverable
for prior periods.
The Group recognises liabilities for uncertain tax positions
where it is probable that additional tax will be due to a
taxation authority. Such amounts are measured at the
best estimate of the expenditure expected to be required
to settle the obligation, reflecting management’s
judgement, past experience and, where appropriate,
advice from external tax specialists.
Deferred tax is recognised on temporary differences
between the carrying amounts of assets and liabilities
in the consolidated financial statements and their
corresponding tax bases. Deferred tax is accounted
for using the liability method.
Deferred tax liabilities are recognised for all taxable
temporary differences. Deferred tax assets are
recognised for deductible temporary differences,
unused tax losses and unused tax credits to the extent
that it is probable that future taxable profits will be
available against which they can be utilised.
Deferred tax liabilities are recognised for taxable
temporary differences arising on investments in
subsidiaries and associates, except where the Group is
able to control the timing of the reversal of the temporary
difference and it is probable that the temporary
difference will not reverse in the foreseeable future.
Deferred tax assets arising from deductible temporary
differences relating to such investments are recognised
only to the extent that it is probable that sufficient
taxable profits will be available and the temporary
differences will reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed
at each reporting date and reduced to the extent that it
is no longer probable that sufficient taxable profits will
be available to allow recovery. Reductions are reversed
when the probability of future recovery improves.
Deferred tax is measured using tax rates and laws that
have been enacted or substantively enacted at the
reporting date and that are expected to apply when
the asset is realised or the liability is settled.
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
1. Material Accounting Policies
continued
182
Deferred tax is recognised in profit or loss, except where
it relates to items recognised outside profit or loss, in
which case it is recognised in the same component
of equity or other comprehensive income as the
underlying transaction.
Deferred tax assets and liabilities are offset only where
there is a legally enforceable right to offset tax assets
and liabilities and they relate to income taxes levied by
the same taxation authority on the same taxable entity,
or on different taxable entities that intend to settle on a
Each Group entity’s financial statements are prepared
in the currency of the primary economic environment
in which it operates (its functional currency). The
consolidated financial statements are presented in
euro, which is the functional currency of the parent
Company and the Group’s presentation currency.
Transactions in foreign currencies are initially recorded
at the exchange rates prevailing at the date of the
transaction. At each reporting date, monetary assets
and liabilities denominated in foreign currencies are
retranslated at the closing exchange rates.
Non-monetary items measured at historical cost in a
foreign currency are not retranslated. Non-monetary
items measured at fair value are translated at the
exchange rate at the date the fair value was determined.
Exchange differences arising on settlement and on
retranslation of monetary items are recognised in the
Consolidated Income Statement.
For consolidation purposes, the assets and liabilities of
foreign operations are translated at exchange rates
prevailing at the reporting date, and income and
expenses are translated at average exchange rates
for the period, unless these are not a reasonable
approximation, in which case transaction-date rates are
used. Resulting exchange differences are recognised
in other comprehensive income and accumulated in
the foreign currency translation reserve.
Goodwill and fair value adjustments arising on the
acquisition of foreign operations are treated as assets
and liabilities of those operations and are translated at
the closing rate, with resulting exchange differences
The Group operates a defined contribution pension
scheme. Contributions payable to privately administered
pension plans are recognised as an employee benefit
expense in the period in which the employees render the
related service. The Group has no further obligations
once the contributions have been paid.
Prepaid contributions are recognised as an asset to
the extent that a cash refund or a reduction in future
Goodwill arising on the acquisition of a business is
initially measured as the excess of the consideration
transferred over the Group’s interest in the net fair value
of the identifiable assets acquired and liabilities assumed
at the acquisition date. Identifiable intangible assets
that meet either the contractual-legal or separability
criterion are recognised separately from goodwill.
Goodwill arising on the acquisition of subsidiaries is
recognised within intangible assets. Subsequent to
initial recognition, goodwill is measured at cost less any
accumulated impairment losses. Goodwill is tested for
impairment annually, or more frequently when there are
indicators that the carrying amount may be impaired.
For the purpose of impairment testing, goodwill is
allocated to the cash-generating units (“CGUs”) that are
expected to benefit from the synergies of the business
combination. If the recoverable amount of a CGU is less
than its carrying amount, the resulting impairment loss
is allocated first to reduce the carrying amount of any
goodwill allocated to the CGU and then to the other assets
of the CGU on a pro-rata basis, based on the carrying
amount of each asset. Impairment losses relating to
goodwill are recognised in the Consolidated Income
The Group’s other intangible assets comprise domain
and trade names, technology assets, affiliate and
customer contracts, and capitalised development costs.
Other intangible assets are initially recognised at cost
and subsequently measured at cost less accumulated
amortisation and accumulated impairment losses.
Amortisation is charged to operating expenses in the
Consolidated Income Statement on a straight-line basis
over the estimated useful lives of the assets, as follows:
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
183
Asset Class | Useful Life |
Domain and Trade Names | 5 - 15 years |
Technology | 4 – 8 years |
Affiliate and Customer Contracts | 5 years |
Capitalised Development Costs | 2-5 years |
The residual value of all intangible assets is assessed
as nil.
a)
Domain and Trade Names
Domain and trade names comprise certain domain
names, trade names and trademarks, carried at cost less
accumulated amortisation and impairment. This category
also includes technology-related assets that form part
of the integrated Hostelworld platform, including the
website, application interfaces and application
programming interfaces (“APIs”). Trade names include
the acquired trade name of OccasionGenius Inc.
b)
Technology
Technology assets comprise computer software
applications, stated at cost less accumulated amortisation
and impairment. Costs incurred on the acquisition of
computer software are capitalised, as are costs directly
attributable to the development of software for internal
use, where the recognition criteria of IAS 38 Intangible
Assets are met. Technology assets also include the
OccasionGenius Inc. platform and API acquired
during 2025.
c)
Affiliate and Customer Contracts
Affiliate contracts represent contractual arrangements
with affiliate partners that promote the Group’s website
and app and provide real-time access to property,
pricing and availability functionality through affiliate APIs.
These contracts have been identified as separately
identifiable intangible assets in accordance with IAS 38.
Customer contracts represent the contractual
agreements in place at the acquisition of OccasionGenius
Inc. in 2025.
Development Expenditure
Expenditure on research activities is recognised as an
expense in the period in which it is incurred. Development
expenditure relating to internally generated intangible
assets is capitalised when the Group can demonstrate:
technical feasibility; intention to complete and use or
sell the asset; ability to use or sell the asset; the manner
in which the asset will generate probable future economic
benefits; the availability of adequate technical, financial
and other resources to complete the development;
and the ability to reliably measure the expenditure
Development activities involve the design or production
of new, or substantially improved, products or processes.
Directly attributable costs, including employee costs, are
capitalised as part of the relevant software, website or
system. Development costs that do not meet the
capitalisation criteria, as well as ongoing maintenance
Capitalised development costs are amortised on a
straight-line basis over their estimated useful lives.
Amortisation commences when the asset is available
for use, or, where development is part of a multi-phase
project, when the relevant phase is available for use. An
intangible asset is derecognised on disposal or when
no future economic benefits are expected to arise from
its continued use or disposal. Any resulting gain or loss
(Excluding Goodwill)
At each reporting date, the Directors assess whether
there is any indication that the Group’s tangible and
intangible assets may be impaired. Where such an
indication exists, the recoverable amount of the
individual asset is estimated. If it is not possible to
estimate the recoverable amount of an individual
asset, the recoverable amount of the relevant CGU is
determined.
Intangible assets with indefinite useful lives and
intangible assets not yet available for use are tested
for impairment at least annually, and whenever there is
an indication that the asset may be impaired.
The recoverable amount is the higher of fair value less
costs of disposal and value in use. In assessing value
in use, estimated future cash flows are discounted to
their present value using a pre-tax discount rate that
reflects current market assessments of the time value
of money and the risks specific to the asset or CGU.
If the recoverable amount of an asset or CGU is less
than its carrying amount, the carrying amount is reduced
to its recoverable amount and an impairment loss is
recognised immediately in profit or loss, unless the
asset is carried at a revalued amount, in which case the
impairment loss is treated as a revaluation decrease.
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
1. Material Accounting Policies
continued
184
Where an impairment loss is subsequently reversed,
the carrying amount of the asset or CGU is increased to
the revised recoverable amount, subject to the restriction
that the carrying amount does not exceed the amount
that would have been determined had no impairment
loss been recognised in prior periods. Impairment
losses are only reversed in respect of non-goodwill
assets. Any reversal of an impairment loss is recognised
immediately in profit or loss, unless the asset is carried
at a revalued amount, in which case the reversal is
Financial assets and financial liabilities are recognised
in the Consolidated Statement of Financial Position when
the Group becomes a party to the contractual provisions
of the instrument. Financial assets and financial
liabilities are initially measured at fair value, plus
transaction costs that are directly attributable to the
acquisition or issue of the financial instrument, except
for financial instruments classified at fair value through
profit or loss, which are initially measured at fair value.
Financial assets and liabilities denominated in foreign
currencies are translated at the spot exchange rate at
the reporting date.
Financial Assets
Trade and other receivables are initially recognised at
their transaction price and subsequently measured at
amortised cost, less an allowance for expected credit
losses (“ECLs”). The Group applies the simplified
approach under IFRS 9 and recognises lifetime ECLs
for all trade receivables.
Lifetime ECLs for trade receivables are measured using
a provision matrix based on the Group’s historical credit
loss experience, adjusted for debtor-specific factors,
current economic conditions and forward-looking
information at the reporting date, including the time value
of money where appropriate.
Lifetime ECLs represent the expected credit losses
resulting from all possible default events over the
expected life of a financial instrument. Expected credit
losses are recognised in the Consolidated Income
Statement. A default event is considered to have
occurred when a counterparty fails to meet its
contractual obligations and recovery is no longer
Financial Liabilities
Trade and other payables are initially recognised at fair
value, which is generally the invoiced amount, and
subsequently measured at amortised cost. Financial
liabilities are derecognised when the obligation is
Loans and borrowings are initially recognised at fair value
net of directly attributable transaction costs. Transaction
costs include fees and commissions paid to agents,
advisers, brokers and dealers. Subsequent to initial
recognition, loans and borrowings are measured at
amortised cost using the effective interest method.
Borrowings are derecognised when the contractual
obligations are discharged, cancelled or expire.
Borrowings are classified as current or non-current
based on the Group’s rights at the reporting date and
are classified as current liabilities unless the Group has
an unconditional right to defer settlement for at least
Other financial liabilities
Other financial liabilities are initially recognised at fair
value and subsequently measured at amortised cost
using the effective interest method. Financial liabilities
are classified as current unless the Group has the right
to defer settlement for at least twelve months after the
reporting date. The classification of financial liabilities
Cash and Cash Equivalents
Cash and cash equivalents comprise cash on hand,
deposits held at call with banks and other short-term,
highly liquid investments with original maturities of three
months or less that are readily convertible to known
amounts of cash and subject to insignificant risk of
changes in value. Restricted cash and cash equivalents
include balances that meet the definition of cash and
cash equivalents but are not available for use by the
Final dividends are recorded in the Group’s financial
statements in the period in which they are approved
by the Company’s shareholders. Interim dividends are
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
185
Where the Company purchases its own equity
instruments, the consideration paid, including directly
attributable costs, is recognised as a deduction from
equity and presented as treasury shares. No gain or
loss is recognised in profit or loss on the purchase,
sale, issue or cancellation of the Company’s own
equity instruments.
Shares repurchased by the Company are held as
treasury shares until they are cancelled. When treasury
shares are subsequently cancelled, the nominal value of
the shares is transferred from share capital to capital
redemption reserve. Any excess of the purchase price
over the nominal value of the shares cancelled is charged
to retained earnings.
Equity-settled share-based payments to employees are
measured at the fair value of the equity instruments at
the grant date. The fair value excludes the impact of
non-market-based vesting conditions. Further details on
the determination of fair value are provided in note 24.
The cost of equity-settled awards is recognised on a
straight-line basis over the vesting period, based on the
Group’s estimate of the number of equity instruments that
are expected to vest. At each reporting date, the Group
revises its estimate of the expected vesting outcome to
reflect the effect of non-market-based vesting conditions.
Any revision is recognised in the Consolidated Income
Statement so that cumulative expense reflects the
updated estimate, with a corresponding adjustment to
the share-based payment reserve.
For cash-settled share-based payments, a liability is
recognised for the services received, initially measured
at the fair value of the obligation. This liability is
remeasured at each reporting date and at settlement,
with changes in fair value recognised in the Consolidated
Income Statement.
If the terms of a share-based payment award are
modified, the Group assesses whether the change
increases the fair value, extends the vesting period, or
otherwise enhances the award. Any incremental fair
value arising from the modification is recognised as an
The Group presents basic and diluted earnings per
share (“EPS”) data for its ordinary shares.
Basic EPS is calculated by dividing the profit attributable
to ordinary shareholders by the weighted average
number of ordinary shares outstanding during the period.
Diluted earnings per share is computed by adjusting
the weighted average number of ordinary shares in
issue to assume conversion of all potential dilutive
Sources of Estimation Uncertainty
In the application of the Group’s accounting policies,
the Directors are required to make judgements
(other than those involving estimations) that have a
significant impact on the amounts recognised and to
make estimates and assumptions about the carrying
amounts of assets and liabilities that are not readily
apparent from other sources. The estimates and
associated assumptions are based on historical
experience and other factors considered relevant.
Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed
on an ongoing basis. Revisions to accounting estimates
are recognised in the year in which the estimate is
revised if the revision affects only that year, or in the
year of the revision and future years if the revision
affects both current and future years.
(a) Critical Judgements in Applying the Group’s
Accounting Policies:
The following are the critical judgements, apart from
those involving estimations (which are presented
separately below), that the Directors have made in the
process of applying the Group’s accounting policies and
that have the most significant effect on the amounts
recognised in financial statements.
Capitalisation of Development Costs
Development costs are capitalised when the criteria set
out in paragraph 57 of IAS 38 Intangible assets have
been demonstrated as disclosed in our accounting policy
disclosed on page 183. Total additions amounted to
€7.6 million (2024: €5.5 million) and carrying value of
the capitalised development asset at the balance sheet
date totalled €12.4 million (2024: €9.7 million).
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
2. Critical Accounting Judgements and Key Sources of Estimation Uncertainty
continued
186
Determining the amount to be capitalised requires
management to make judgements about each asset to
ensure that they meet the requirements of the standard.
Business cases have been prepared in line with our
Board approved 2026 budget and two-year outlook,
and further two years of management projections.
The primary projects capitalised in the current year
relate to new features within our social product and
modernising our legacy platforms which both form a
key part of the Group’s growth strategy.
Should trading deteriorate significantly it is reasonably
possible within the next financial year that development
costs may require a material adjustment to their
carrying amount.
Accounting for Exceptional Items
Exceptional items are those that, due to their size, nature
or incidence, could obscure an understanding of the
Group’s underlying financial performance. Management
applies judgement in determining which items are
disclosed as exceptional, taking into account both
quantitative and qualitative factors. The circumstances
that may give rise to exceptional items are set out in
the Group’s accounting policy on page 181.
Exceptional costs recognised in the current year
amounted to €1.3 million (2024: €nil).
Key Sources of Estimation Uncertainty:
The key assumptions concerning the future, and other
key sources of estimation uncertainty at the reporting
period that may 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.
Recoverability of Deferred Tax Assets
At 31 December 2025, the carrying values of the
Group’s deferred tax assets was €13.7 million (2024:
€13.8 million). The recoverability of these assets
depends on the Group generating sufficient future
taxable profits.
Recoverability has been assessed using the Board-
approved 2026 budget, and two-year outlook and a
further two years of management projections, with
appropriate tax adjustments to reflect the profits
against which tax losses can be utilised. A long-term
growth rate of 2% has been applied thereafter, consistent
with assumptions used in the Group’s impairment, going
concern and viability assessments.
While the Group does not have fixed-term contracts
guaranteeing future profitability, it has generated profits
in every year from IPO in 2015 until the impact of
COVID-19 and returned to a profit before tax in 2024.
Forecasts for 2026 to 2030 reflect sustained profitability,
driven by booking and revenue growth, inorganic
expansion and a declining marketing cost as a
percentage of generated revenue through continued
cost discipline and the Group’s social strategy. Further
details of these drivers are set out in the Strategic
Report on pages 10 to 89. Under these profitability
projections the deferred tax asset is set to be utilised
in full by 2031, over a 6-year period.
In assessing recoverability, the Group also considered:
•
The location of taxable profits, noting that tax
losses, interest relief and intangible assets relating
to Hostelworld.com Limited, the Group’s principal
trading entity, may be utilised against future taxable
profits generated by the Hostelworld brand in
Ireland (see note 26). In contrast, tax losses relating
to OccasionGenius Inc. are restricted for use
against future taxable profits of OccasionGenius
Inc. in the United States and are not available to
offset profits arising in other jurisdictions.
•
there is no risk of expiry on the assets should
profits decline;
•
the cashflows utilised are those used for impairment,
going concern and viability assessments; and
•
the timing of utilisation of tax losses which involves
judgement and is subject to estimation uncertainty.
Based on this assessment, the Directors concluded
that sufficient taxable profits are expected to be
generated and that there is no significant risk of a
material adjustment to the carrying value of the
deferred tax assets.
As part of our recoverability analysis, the Group has
performed a sensitivity analysis on taxable profits.
A reduction in profits of 10% had no impact on the
recoverability of the deferred tax asset. The Group’s
forecasted taxable profits would have to decline by over
19% over the next six years before there is a risk that the
deferred tax asset is not fully recovered in that period.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
187
Impairment of Goodwill and Intangible Assets
The Directors review goodwill and intangible assets for
impairment at least annually, in line with the Group’s
accounting policies. Intangible assets are tested for
impairment when indicators suggest their carrying
amounts may not be recoverable.
The recoverable amount of each CGU is determined as
the higher of fair value less costs of disposal or value
in use, based on discounted future cash flows. At
31 December 2025, goodwill amounted to €19.9 million
(2024: €17.8 million), domain names amounted to
€32.7 million (2024: €36.0 million), technology
amounted to €6.0 million (2024: €nil) and customer
names and affiliates amounted to €0.5 million (2024:
€nil). Following the 2025 review, no impairment was
considered necessary, given the headrooms identified
in the models.
Significant management judgement is applied in
estimating the growth rates for revenue each year driving
the future cash flows, adjusted EBITDA margins, discount
rates and long-term growth assumptions for the terminal
values. The key area of estimation risk relates to the
uncertainty of achieving the forecasted growth rates.
Sensitivity analyses and further details on assumptions
are provided in note 11.
Business Combinations
The Group applies judgement and makes estimates
when accounting for business combinations, particularly
in determining the fair value of identifiable assets and
liabilities acquired, including intangible assets such as
technology, customer relationships, and brand names,
as well as contingent liabilities.
The fair value of acquired assets and liabilities is
generally determined using a combination of income-
based, market-based, and cost-based valuation
techniques, which require assumptions about future
cash flows, discount rates, growth rates, customer
retention, and the useful lives of acquired assets.
At the acquisition date, any excess of the purchase
consideration over the fair value of net assets acquired
is recognised as goodwill, which is subsequently
tested for impairment at least annually.
The key areas of estimation risk include revenue and
margin forecasts, including synergy revenue, used in
discounted cash flow models for intangible assets and
the discount rates applied to future cash flows, reflecting
the risk profile of the acquired business.
Changes in these estimates can materially affect the
value attributed to goodwill, intangible assets, and any
deferred tax arising on acquisition. Further details on
recent business combinations and the assumptions
The Group is managed as a single business unit
providing software and data processing services that
facilitate hostel, hotel, and other accommodation
bookings worldwide.
based on the information provided to the Chief Executive
Officer, who is the Company’s Chief Operating Decision
Maker (“CODM”). In making resource allocation
decisions, the CODM evaluates booking numbers and
average booking values (“ABVs”). Net ABV is defined in
Appendix 1 – Alternative Performance Measures. The
objective of these decisions is to maximise consolidated
financial results. The CODM assesses business
performance based on consolidated adjusted profit after
tax, which excludes certain income and expense items
that are unusual due to their size or incidence, such as
impairment of investments in associates or other one-off
costs, in the context of the Group’s ongoing operations.
The acquisition of OccasionGenius Inc. did not result
in a new reportable segment in the current year, as its
revenue, profit, and assets are not material relative to
All revenue is generated from external customers and is
spread across many customers, with no single customer
being individually significant. The Group’s primary
revenue-generating assets are its software and data
processing services, which are directly attributable to
the reportable segment. As the Group is managed as a
single business unit, all other assets and liabilities are
also allocated to this single segment. There have been
no changes in the basis of segmentation or in the
measurement of segment profit or loss during the year.
Revenue by country is determined by the location of the
hostel or property. Revenue arising within Ireland, the
country of domicile, amounted to €1.9 million (2024:
€1.8 million). No individual country accounts for 10%
or more of total revenue in any year; accordingly,
revenue by country is not disclosed. The Group’s top
five countries accounted for 34% of total revenue in
2025 (2024: 34%), including Australia, Thailand, the
USA, and key European destinations. Revenue by
continent is presented as follows:
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
3. Revenue and Segmental Analysis
continued
188
2025 |
2024 |
|
€m |
€m |
|
Europe |
49.9 |
51.6 |
Americas |
16.9 |
17.0 |
Asia, Africa and Oceania |
27.0 |
23.4 |
Total |
93.8 |
92.0 |
Disaggregation of revenue is presented as follows:
2025 |
2024 |
|
€m |
€m |
|
Technology and data processing fees |
92.2 |
90.0 |
Provision of event data services (OG) |
0.2 |
– |
Advertising revenue and ancillary services |
1.4 |
2.0 |
Total |
93.8 |
92.0 |
In the year ended 31 December 2025, the Group generated 98% (2024: 98%) of its revenues from the technology and
data processing fees that it charged to accommodation providers. As at 31 December 2025, €3.5 million of revenue
The Group’s non-current assets are disaggregated below. The Group has a small amount of non-current assets in
other locations including United Kingdom, Thailand and China which are deemed immaterial to disclose individually.
2025 |
2024 |
|
€m |
€m |
|
Total non-current assets |
86.4 |
77.8 |
Analysed as: |
||
Ireland |
75.9 |
77.7 |
USA |
10.4 |
– |
Portugal |
0.1 |
0.1 |
Profit for the year has been arrived at after charging the following operating costs:
2025 |
2024 |
||
Notes |
€m |
€m |
|
Marketing expenses – direct |
45.3 |
42.5 |
|
Marketing expenses – brand |
1.0 |
0.8 |
|
Staff costs |
19.1 |
19.0 |
|
Credit card and other processing fees |
2.8 |
2.9 |
|
Platform operating costs |
3.5 |
3.2 |
|
External contractor costs |
2.3 |
1.7 |
|
Exceptional items |
5 |
1.3 |
– |
FX loss |
– |
0.1 |
|
Other administrative costs |
0.6 |
1.6 |
|
Total administrative expenses |
75.9 |
71.8 |
|
Depreciation of tangible fixed assets |
12 |
0.5 |
0.6 |
Amortisation of intangible fixed assets |
11 |
9.0 |
8.5 |
Total |
85.4 |
80.9 |
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
189
Reversal of impairment of trade receivables in the current and prior year is not considered material to
individually disclose.
Other administrative costs are net of external contractor costs capitalised of €1.7 million (2024: €1.2 million) and
include rent and rates, legal and professional and training and recruitment.
€0.2 million) is in relation to a research and development (“R&D”) tax credit claimed in respect of projects completed
in 2024, 2023 and 2022. R&D tax credit applications are completed with our tax advisors and the Irish Revenue
Commissioners and are recognised by Group only on formal approval of an R&D tax credit application made. The
remaining €0.3 million (2024: €nil) relates to an Enterprise Ireland grant received in 2025 for the Group’s platform
modernisation project. This has been recognised in line with the Group’s accounting policy where grants receivable
are recognised in the period in which there is reasonable assurance that Group have complied with the conditions
KPMG were appointed as statutory auditors on 09 May 2023. Current year and prior year services and fees are set
out below for services obtained from the Group’s auditor KPMG.
2025 |
2024 |
|
€’000 |
€’000 |
|
Fees payable for the statutory audit of the Company and consolidated financial statements |
62 |
62 |
Fees payable for other services: |
||
– statutory audit of subsidiary undertakings |
256 |
181 |
– tax advisory services |
– |
– |
– audit related assurance services |
– |
– |
– corporate finance services |
– |
– |
– other assurance services |
15 |
– |
Total |
333 |
243 |
In the current year statutory audit services includes one off audit fees relating to the acquisition of OccasionGenius Inc.
Other assurance services comprise non-audit work performed by KPMG in connection with a review of an Enterprise
5. Exceptional Items
2025 |
2024 |
|
€m |
€m |
|
Acquisition and integration costs |
1.3 |
– |
Total |
1.3 |
– |
Exceptional items in the current year relate to acquisition and integration costs incurred following the acquisition of
OccasionGenius Inc., a US-based B2B event discovery platform in October 2025 (see note 14). These costs primarily
comprise of acquisition costs relating to professional and advisory fees of €1.2 million and integration costs of
€0.1 million incurred to date.
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
190
2025 |
2024 |
|
Average number of persons employed: |
||
Sales and enabling |
103 |
94 |
Technical |
157 |
134 |
Total |
260 |
228 |
The aggregate remuneration costs of these employees is analysed as follows:
2025 |
2024 |
||
Notes |
€m |
€m |
|
Staff costs comprise: |
|||
Wages and salaries |
19.1 |
17.7 |
|
Social security costs |
2.7 |
2.2 |
|
Pensions costs |
0.6 |
0.5 |
|
Other benefits |
0.7 |
0.5 |
|
Share option charge |
24 |
1.5 |
1.8 |
24.6 |
22.7 |
||
Capitalised development labour |
11 |
(5.5) |
(3.7) |
Total |
19.1 |
19.0 |
Capitalised development labour includes €5.5 million (2024: €3.7 million) of employee costs capitalised. Increase year
2025 |
2024 |
|
€m |
€m |
|
Provision release |
– |
1.3 |
Total |
– |
1.3 |
Amount in the prior year relates to a revision in the probability of payment and subsequent release of a balance
sheet provision for amounts owed to customers from bookings cancelled due to COVID-19 related travel
restrictions. The Group have determined that the possibility of an outflow of economic benefit is remote despite
2025 |
2024 |
||
Notes |
€m |
€m |
|
Finance costs – bank debt |
22 |
0.1 |
0.4 |
Finance costs – warehoused debt |
– |
(0.2) |
|
Finance costs – other |
– |
0.1 |
|
Total |
0.1 |
0.3 |
In the prior year, a credit of €0.2 million was recognised relating to interest previously accrued on the balance of
warehoused payroll tax liabilities, which had not been paid. The Irish Revenue Commissioners had announced that
the applicable interest rate on these liabilities would be reduced to 0%, resulting in the write-off of any previously
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
191
2025 |
2024 |
||
Notes |
€m |
€m |
|
Corporation tax: |
|||
Current year charge |
0.3 |
0.3 |
|
Origination and reversal of temporary differences |
13 |
1.1 |
1.7 |
Total |
1.4 |
2.0 |
Corporation tax is calculated at 12.5% (2024: 12.5%) of the taxable profit for the year. The Irish 12.5% corporation tax
rate has been used as this is the rate at which most of the Group’s profits are taxed. Tax for other jurisdictions is
calculated at the rates prevailing in the respective jurisdictions. The corporation tax charge that arises relates
primarily to international operations where tax losses from our Irish operations cannot be utilised.
The charge for the year can be reconciled to the Consolidated Income Statement as follows:
2025 |
2024 |
|
€m |
€m |
|
Profit before tax on continuing operations |
8.4 |
11.1 |
Tax at the Irish corporation tax rate of 12.5% (2024: 12.5%) |
1.0 |
1.4 |
Effects of: |
||
Tax effect of expenses that are not deductible in determining taxable profit |
– |
0.5 |
Tax effect of losses utilised |
(0.3) |
(0.4) |
Tax effect of losses and excess management expenses carried forward |
0.1 |
– |
Tax effect of income taxed at different rates |
0.1 |
– |
Depreciation and amortisation (less) than capital allowances |
(0.8) |
(1.3) |
Effect of different tax rates of subsidiaries operating in other jurisdictions |
0.2 |
0.1 |
Net Movement of deferred tax asset (note 13) |
1.1 |
1.7 |
Total |
1.4 |
2.0 |
Tax effect of expenses that are not deductible in determining taxable profit was €45k in the current year (2024:
€0.5 million). In the current year, such expenses comprised of exceptional items and share based payment expenses,
which were largely offset by increased development labour capitalised. In the prior year tax, non-deductible expenses
primarily related to share-based payment expenses and the impairment of an investment in an associate.
Depreciation and amortisation (less) than capital allowances decreased to €0.8 million
(2024: €1.3 million), reflecting
reduced utilisation of capital allowances on intangible assets carried forward, consistent with the timing of taxable
Basic earnings per share is computed by dividing the profit for the year after tax available to ordinary shareholders
by the weighted average number of ordinary shares outstanding during the year.
2025 |
2024 |
|
Profit for the year (€m) |
7.0 |
9.1 |
Weighted average number of shares in issue (m) |
125.4 |
124.5 |
Basic earnings per share (euro cent) |
5.63 |
7.28 |
Diluted earnings per share is computed by adjusting the weighted average number of ordinary shares in issue to
assume conversion of all potential dilutive ordinary shares. Share options and share awards (note 24) are the Company’s
only potential dilutive ordinary shares.
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
10. Earnings Per Share
continued
192
2025 |
2024 |
|
Weighted average number of ordinary shares in issue (m) |
125.4 |
124.5 |
Effect of dilutive potential ordinary shares: |
||
Share options (m) |
4.3 |
4.9 |
Weighted average number of ordinary shares for the purpose of diluted earnings per share (m) |
129.7 |
129.4 |
2025 |
2024 |
|
Profit for the year (€m) |
7.0 |
9.1 |
Weighted average number of ordinary shares for the purpose of diluted earnings per share (m) |
129.7 |
129.4 |
Diluted earnings per share (euro cent) |
5.44 |
7.01 |
The table below shows the movements in intangible assets for the year:
Affiliate and |
Capitalised |
|||||
Domain and |
Customer |
Development |
||||
Goodwill |
Trade Names |
Technology |
Contracts |
Costs |
Total |
|
€m |
€m |
€m |
€m |
€m |
€m |
|
Cost |
||||||
Balance at 01 January 2024 |
47.2 |
214.8 |
14.1 |
5.5 |
30.9 |
312.5 |
Additions |
– |
– |
– |
– |
5.5 |
5.5 |
Balance at 31 December 2024 |
47.2 |
214.8 |
14.1 |
5.5 |
36.4 |
318.0 |
Acquisition of subsidiary |
2.1 |
0.6 |
6.2 |
0.5 |
– |
9.4 |
Additions |
– |
– |
– |
– |
7.6 |
7.6 |
Balance at 31 December 2025 |
49.3 |
215.4 |
20.3 |
6.0 |
44.0 |
335.0 |
Accumulated amortisation |
||||||
and impairment loss |
||||||
Balance at 01 January 2024 |
(29.4) |
(173.9) |
(14.1) |
(5.5) |
(23.1) |
(246.0) |
Charge for year |
– |
(4.9) |
– |
– |
(3.6) |
(8.5) |
Balance at 31 December 2024 |
(29.4) |
(178.8) |
(14.1) |
(5.5) |
(26.7) |
(254.5) |
Charge for year |
– |
(3.9) |
(0.2) |
– |
(4.9) |
(9.0) |
Balance at 31 December 2025 |
(29.4) |
(182.7) |
(14.3) |
(5.5) |
(31.6) |
(263.5) |
Carrying amount |
||||||
At 31 December 2024 |
17.8 |
36.0 |
– |
– |
9.7 |
63.5 |
At 31 December 2025 |
19.9 |
32.7 |
6.0 |
0.5 |
12.4 |
71.5 |
Capitalised Development Costs
Additions to capitalised development costs during the year comprised internal staff costs of €5.5 million (2024:
€3.7 million) and other internally generated additions of €2.1 million (2024: €1.8 million). Development costs have
been capitalised in accordance with IAS 38 Intangible Assets and, for dividend purposes, are not treated as a
realised loss.
useful life of development costs varies by project, ranging from 2–5 years. An annual impairment review is performed
to ensure that the expected economic benefits of each project are being realised. Steps involved within the impairment
review include consideration of whether the project remains aligned to the Group’s strategic objectives and roadmaps,
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
193
assessment of actual performance of the related product or functionality compared to original forecasts, review of key
performance indicators (e.g. booking volumes, conversion rates, customer engagement metrics or cost efficiencies
achieved, as applicable), consideration of technological obsolescence, platform changes or replacement initiatives
and assessment of any changes in the competitive, regulatory or economic environment that may adversely affect
expected future benefits. Where indicators of impairment are identified, the recoverable amount is determined as
the higher of value in use and fair value less costs of disposal. No impairment indicators were identified in the current
or the prior year, and no impairment losses were recognised.
The carrying value of goodwill at 31 December 2025 was €19.9 million (2024: €17.8 million), relating primarily to the
Group’s investment in Hostelworld in 2009. Goodwill has an indefinite useful life and is subject to annual impairment
testing or more frequent testing if indicators of impairment arise. Following impairment testing on the Group’s
investment in Hostelworld, based on the assumptions described below, no impairment was recognised in 2025 or
Other Intangible Assets
The carrying value of the Group’s domain and trade names, technology assets, and affiliate and customer contracts
at 31 December 2025 was €39.2 million (2024: €36.0 million). Additions of €7.3 million relate to the acquisition of
OccasionGenius Inc.
Cash Generating Units (“CGUs”):
Goodwill and other intangible assets are allocated to two CGUs:
Hostelworld CGU
– comprising goodwill, intellectual property, trademarks, domains, apps, and the back-end property
management system and technology used by hostels. This CGU reflects the Group’s primary trading brand, where
investment and marketing are concentrated.
OccasionGenius Inc. CGU
– comprising goodwill and intangible assets relating to technology, customer contracts,
and the trade name acquired in 2025.
Goodwill arising on the acquisition of OccasionGenius Inc. of €2.1 million has been allocated between the Hostelworld
CGU (€1.4 million) and the OG CGU (€0.7 million). This allocation reflects the CGUs expected to benefit from the
synergies of the acquisition, including enhanced booking volumes, revenue growth opportunities, workforce and
technology integration. The allocation was performed based on the relative forecast cash flows of the benefiting
CGUs and is consistent with the level at which management monitors goodwill for internal management purposes.
Value in Use – Hostelworld CGU:
The recoverable amount of the goodwill and intellectual property allocated to the Hostelworld CGU are determined
based on a value in use basis. The key assumptions for calculating value in use of the CGU are discount rates,
growth rates and cash flows as described below. All three assumptions are based on the Group’s budgeting and
forecasting process which we describe in detail.
Current Year Discount Rate Applied:
2025 |
2024 |
|
Pre-tax discount rate |
15.99% |
16.68% |
Post-tax discount rate |
12.1% |
12.90% |
Discount rates are based on the Group’s weighted average cost of capital (“WACC”), calculated using the Capital
Asset Pricing Model adjusted for the Group’s beta and size premium. Post-tax cash flows are discounted using
post-tax rates, applying the Irish corporation tax rate of 12.5%. The year-on-year decrease reflects a reduction in
the equity risk premium.
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
11. Intangible Assets
continued
194
Cash Flows:
The cash flow projections are based on our Board approved 2026 budget and two-year outlook, and further two years
of management projections described previously and is consistent with the forecasts used for the Group’s review of
deferred tax recoverability, going concern and viability assessments.
Cash flow projections reflect historical performance, core strategic initiatives, and future trends, including platform
modernisation and improving OTA competitiveness. Capital expenditure requirements and working capital movements
are included. Climate-related risks are considered in line with the Group’s accounting policies.
Growth Rates:
Growth rates applied to the Board approved 2026 budget and two-year outlook, and further two years of management
projections range from 3% to 7% (2024: 7% to 14%). A terminal growth rate of 2% (2024: 2%) has been applied, in
line with the long-term industry average.
Sensitivity Analysis:
Sensitivity testing was performed on key assumptions, including: a 5% increase in the discount rate, a 10% decline in
revenue in each year, and nil terminal growth. No impairment arose under these scenarios. Sensitivities were tested
in isolation and in combination; significant headroom exists. Post-tax discount rates would need to increase by 22.3%
to trigger an impairment, a scenario considered highly unlikely.
Fair Value Less Costs of Disposal – OccasionGenius Inc. CGU:
The recoverable amount of the goodwill and intangible assets comprising the OccasionGenius Inc. CGU has been
determined based on fair value less costs of disposal. The valuation incorporates significant unobservable inputs,
including forecast revenues, adjusted EBITDA margins and discount rates, and is therefore categorised as Level 3
within the IFRS 13 fair value hierarchy. The forecast period used in the discounted cash flow model is nine years,
reflecting the expected period over which the business will be integrated and mature.
Key assumptions:
The key assumptions considered in calculating this fair value are revenue growth rates, adjusted EBITDA margins,
and the discount rate. Revenue projections and adjusted EBITDA margins are forecasted with reference to historical
performance, strategic initiatives, and future trends. Revenue growth rates applied range from over 200% in year 1,
reflecting the integration of OccasionGenius Inc. into Hostelworld, gradually normalising to 2% over the forecast
period. Adjusted EBITDA margins range from 6% in the early years, reflecting significant investment in resources and
marketing, increasing to 50% as the business matures.
The discount rate is based on the Company’s weighted average cost of capital (WACC), calculated using the Capital
Asset Pricing Model adjusted for the Company’s beta and size premium. Post-tax cash flows are discounted using
post-tax discount rates, applying a blended tax rate of 17% reflecting reflecting the expected geographic mix of
future taxable profits.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
195
Discount rate applied:
2025 |
2024 |
|
Pre-tax discount rate |
22.1% |
n/a |
Post-tax discount rate |
18.1% |
n/a |
Costs of disposal have been considered in the calculation of fair value less costs of disposal but are not material to
the recoverable amount.
Sensitivity Analysis:
Sensitivity testing was performed on key assumptions, including: a 5% increase in the discount rate, a 10% decline
The table below shows the movements in property, plant and equipment for the year:
Right-of-use |
|||
Assets |
|||
(Leasehold |
Computer |
||
Property) |
Equipment |
Total |
|
€m |
€m |
€m |
|
Cost |
|||
Balance at 01 January 2024 |
1.4 |
0.4 |
1.8 |
Additions |
0.5 |
0.1 |
0.6 |
Disposals |
(1.2) |
(0.1) |
(1.3) |
Balance at 31 December 2024 |
0.7 |
0.4 |
1.1 |
Additions |
1.0 |
0.2 |
1.2 |
Disposals |
(0.7) |
– |
(0.7) |
Balance at 31 December 2025 |
1.0 |
0.6 |
1.6 |
Accumulated depreciation |
|||
Balance at 01 January 2024 |
(0.8) |
(0.2) |
(1.0) |
Charge for year |
(0.5) |
(0.1) |
(0.6) |
Disposals |
0.9 |
0.1 |
1.0 |
Balance at 31 December 2024 |
(0.4) |
(0.2) |
(0.6) |
Charge for year |
(0.4) |
(0.1) |
(0.5) |
Disposals |
0.7 |
– |
0.7 |
Balance at 31 December 2025 |
(0.1) |
(0.3) |
(0.4) |
Carrying amount |
|||
At 31 December 2024 |
0.3 |
0.2 |
0.5 |
At 31 December 2025 |
0.9 |
0.3 |
1.2 |
Right-of-use assets relate to the Group’s lease commitments for office space in Ireland, Portugal, Australia, Thailand
and China. Further detail is included in note 15. The average remaining lease term of leases entered at 31 December
2025 is 1.5 years (2024: less than one year).
Disposals in the current year relating to an exit of a lease agreement for the Dublin office as the Group moved location.
Additions in the current year relate to new lease agreements entered in Dublin, Portugal, China, Thailand and Australia.
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
196
The following are the major deferred tax assets and liabilities recognised by the Group and movements thereon during
the current and prior reporting year.
Intangible assets | |||||
acquired in | |||||
Intangible | Losses and | Total Deferred | a business | Total Deferred | |
Assets | Interest Relief | Tax Asset | combination | Tax Liability | |
€m | €m | €m | €m | €m | |
At 01 January 2024 | 10.0 | 5.5 | 15.5 | – | – |
Charge to income statement | (1.3) | (0.4) | (1.7) | – | – |
At 01 January 2024 | 8.7 | 5.1 | 13.8 | – | – |
Initial recognition on business combination | – | 1.0 | 1.0 | (1.2) | (1.2) |
Charge to income statement | (0.8) | (0.3) | (1.1) | – | – |
At 31 December 2025 | 7.9 | 5.8 | 13.7 | (1.2) | (1.2) |
Deferred tax assets primarily relate to the carry forward of unused tax losses and capital allowances. The recoverability
of the deferred tax assets is considered a key area of estimation uncertainty with further detail set out in note 2.
In connection with the acquisition of OccasionGenius Inc., the Group recognised a deferred tax asset of €1.0 million
(2024: €nil) in respect of historic US trading losses. These losses have no expiry date. The deferred tax asset has
been recognised on the basis that it is probable that sufficient future taxable profits will be available in the relevant
US tax jurisdiction against which the losses can be utilised. This assessment is consistent with the cash flow forecasts
prepared as part of the purchase price allocation. The deferred tax asset has been measured using the applicable
US corporate income tax rate of 25%.
OccasionGenius Inc. The liability relates to temporary differences recognised on the identifiable intangible assets
recorded as part of the purchase price allocation.
The total tax charge in future periods will be affected by any changes to the applicable tax rates in force in
On 20 October 2025, the Group acquired 100% of the issued share capital of OccasionGenius Inc., a US-based B2B
event discovery platform. The acquisition was completed for total cash consideration of $12.0 million (€10.3 million),
subsequently reduced to $11.7 million (€10.1 million) following customary post-closing adjustments.
Included in the share purchase agreement is a holdback of €0.8 million in respect of potential claims or post-closing
liabilities. This amount is payable in two equal instalments on the first and second anniversaries of the acquisition
date, subject to the absence of unresolved claims. The holdback is fixed in nature and contains no contingent or
performance-related features. The amount has been classified as purchase consideration. The notional value at
which it has been recognised materially approximates its fair value.
In addition, the share purchase agreement includes an employment retention arrangement with the Chief Executive
Officer amounting to €0.7 million. This amount is payable in two equal instalments on the first and second
anniversaries of the acquisition date, subject to the CEO’s continued employment and intended to support ongoing
business stability. This amount has not been classified as purchase consideration and is recognised as an expense
in the Consolidated Income Statement over the two-year service period, in accordance with IFRS.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
197
€m |
|
Agreed purchase price |
10.3 |
Employer retention arrangement |
(0.7) |
Closing Adjustments |
(0.3) |
Total purchase consideration |
9.3 |
The acquisition supports the Group’s growth strategy as outlined at the Capital Markets Day in April 2025. It enhances
the Group’s social strategy by accelerating the development of its events capability through immediate access to
structured global event data, enabling expansion from accommodation into events, strengthening community
engagement, and supporting the Group’s broader social monetisation strategy.
Goodwill arising on acquisition reflects the value of the assembled workforce and the expected synergies from
increased growth in social members, bookings and social network revenues, together with the anticipated expansion
of OccasionGenius Inc.’s existing revenues beyond its current customer base. The goodwill recognised is not expected
to be deductible for tax purposes.
€m |
|
Cash paid |
8.5 |
Add: provision for holdback of proceeds |
0.8 |
Total purchase consideration |
9.3 |
Less: fair value of net assets acquired |
(7.2) |
Goodwill |
2.1 |
The table below presents the provisional fair values of the identifiable assets acquired and liabilities assumed at the
acquisition date.
Notes |
€m |
|
Intangible assets – Technology |
11 |
6.2 |
Intangible assets – Customer contracts |
11 |
0.5 |
Intangible assets – Trade name |
11 |
0.6 |
Cash and cash equivalents |
17 |
0.2 |
Trade and other receivables |
16 |
0.1 |
Deferred tax asset |
13 |
1.0 |
Accruals and other payables |
21 |
(0.2) |
Deferred tax liability |
13 |
(1.2) |
Fair value of net assets acquired |
7.2 |
The deferred tax liability recognised on acquisition arises from taxable temporary differences associated with the
identifiable intangible assets recognised as part of the purchase price allocation. A blended tax rate of 17% has
been applied, reflecting the expected geographic mix of future taxable profits, which are anticipated to be subject
to corporate income tax at 25% in the United States and 12.5% in Ireland.
The deferred tax asset recognised relates to tax losses held by OccasionGenius Inc., which are available to offset
against future taxable profits in the United States. The deferred tax asset has been measured using the applicable
US corporate income tax rate of 25%.
The acquired technology intangible asset was valued using the multi-period excess earnings method and is being
amortised over a useful life of eight years. Customer contracts were valued using an adjusted discounted cash flow
approach and are being amortised over a useful life of five years. The acquired trade name was valued using a
relief-from-royalty method and is being amortised over a useful life of five years.
From the acquisition date to the reporting date, OccasionGenius Inc. contributed revenue of €0.2 million and a loss
of €0.1m. Had the acquisition occurred on 01 January 2025, Group revenue and Group profit for the year ended
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
198
Lease liabilities relate to the Group’s lease commitments for office space in Ireland, Portugal, Australia, Thailand
and China.
The movement in the Group’s right-of-use assets relating to additions and disposals during the period is set out in
note 12. The movement in the Group’s lease liabilities during the period is as follows:
2025 |
2024 |
|
€m |
€m |
|
Opening lease liability |
0.3 |
0.6 |
Additions |
1.1 |
0.5 |
Disposals |
– |
(0.3) |
Payments |
(0.5) |
(0.5) |
Closing lease liability |
0.9 |
0.3 |
Total cash outflows for lease payments, including related foreign exchange differences, amounted to €0.5 million
(2024: €0.5 million). Lease liabilities are settled according to defined payment schedules, and based on cash flow
forecasts, the Group does not anticipate any significant liquidity risk. Lease interest expense is immaterial to
separately disclosed.
The Group has used the following practical expedients permitted by the standard on transition and at each reporting
date – the use of a single discount rate to a portfolio of leases with reasonably similar characteristics, the accounting
for operating leases with a remaining lease term of less than 12 months as short-term leases and the use of hindsight
in determining the lease term where the contract contains options to extend or terminate the lease.
At 31 December 2025, the Group is not committed to any short-term leases (2024: €nil).
The maturity analysis of these lease liabilities is as follows:
2025 |
2024 |
|
€m |
€m |
|
Maturity analysis |
||
Within one year |
0.4 |
0.3 |
Between one and five years |
0.5 |
– |
Total |
0.9 |
0.3 |
Amounts recognised in Consolidated Income Statement:
2025 |
2024 |
|
€m |
€m |
|
Depreciation expense on right-of-use assets |
0.4 |
0.5 |
Total |
0.4 |
0.5 |
These liabilities are classified in the Consolidated Statement of Financial Position as:
2025 |
2024 |
|
€m |
€m |
|
Non-current lease liabilities |
0.5 |
– |
Current lease liabilities |
0.4 |
0.3 |
Total |
0.9 |
0.3 |
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
199
2025 | 2024 | |
€m | €m | |
Amounts falling due within one year | ||
Trade receivables | 0.5 | 1.2 |
Prepayments and other receivables | 2.1 | 1.8 |
Value added tax | 1.6 | 1.5 |
Total | 4.2 | 4.5 |
The carrying value of trade and other receivables is considered to approximate their fair value due to their short-term
nature. Trade receivables are non-interest bearing, with an average collection period of 4 days (2024: 4 days), and
primarily relate to amounts due from the Group’s payment processing agents, payable within 5 days.
based on historical experience, adjusted for debtor-specific factors, macroeconomic conditions, outstanding debt
volumes, and, where relevant, the time value of money. ECLs for the current and prior year were immaterial
Value added tax is an amount recoverable from the Irish Revenue Commissioners, relating to vat recoverable on
2025 | 2024 | |
€m | €m | |
Current assets | ||
Cash and cash equivalents | 12.2 | 8.2 |
Total | 12.2 | 8.2 |
No of shares of €0.01 each | Ordinary shares | Share premium | Total | |
(thousands) | €m | €m | €m | |
At 31 December 2024 | 124,990 | 1.3 | 14.4 | 15.7 |
Share issue – RSU | 2,288 | – | – | – |
Cancellation of own shares – share buyback | (3,062) | (0.1) | – | (0.1) |
At 31 December 2025 | 124,216 | 1.2 | 14.4 | 15.6 |
The Group has one class of ordinary shares, which carry no right to fixed income. All shares are allotted, called up,
fully paid, and listed on the London Stock Exchange and Euronext Dublin. Share capital is represented by the share
capital of the parent company, Hostelworld Group plc.
During the year, 2,287,540 shares were issued on 1 May 2025 to satisfy RSU 2022 awards at €0.01 per share, with
a total value of €23k.
On 19 June 2025, the Group announced a share buyback programme in line with its capital allocation framework.
By 31 December 2025, 3,061,809 shares had been repurchased at a cost of €4.5 million and cancelled in accordance
with the programme. The total nominal value of ordinary shares repurchased and subsequently cancelled is €31k.
Shares repurchased by the Company are recognised as treasury shares, until they are cancelled. At 31 December
2025 no treasury shares were held and all shares purchased during the period had been cancelled. Treasury shares
do not carry voting rights and are not entitled to dividends. The share repurchase programme was executed on the
Company’s behalf by an independent third-party broker under an irrevocable, non-discretionary agreement. Shares
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
200
The analysis of movement in reserves is shown in the Statement of Changes in Equity.
Reconciliation and movement of amounts included in other reserves are set out below:
Foreign Currency | Capital | Share-based | ||
Translation | Redemption | Payment | Total Other | |
Reserve | Reserve | Reserve | Reserves | |
€m | €m | €m | €m | |
Balance at 01 January 2024 | – | – | 2.9 | 2.9 |
Transfer of exercised and expired share-based awards | – | – | (1.7) | (1.7) |
Credit to equity for equity settled share-based payments | – | – | 1.8 | 1.8 |
Balance at 31 December 2024 | – | – | 3.0 | 3.0 |
Transfer of exercised and expired share-based awards | – | – | (2.2) | (2.2) |
Credit to equity for equity settled share-based payments | – | – | 1.5 | 1.5 |
Cancellation of own shares – share buyback | – | 0.1 | – | 0.1 |
Balance at 31 December 2025 | – | 0.1 | 2.3 | 2.4 |
Foreign Currency Translation Reserve
The foreign currency reserve reflects the foreign exchange gains and losses arising from the translation of the
Group’s net investment in foreign operations. Exchange differences on translation of foreign operations amounted
to a loss of €29k for the current year (2024: gain of €12k) which is not considered material for disclosure above.
Share-based Payment Reserve
The share-based payment reserve reflects the equity settled share-based payment plans in operation by the Group
(note 24).
Capital Redemption Reserve
Other reserves include a Capital Redemption Reserve of €31k (2024: €nil), created in accordance with the Companies
Act 2006 following the redemption of shares during 2025. The reserve represents an amount equal to the nominal
2025 | 2024 | |
€m | €m | |
Opening balance | 6.2 | 9.6 |
Repayments made | (2.7) | (3.2) |
Finance costs (unwind) | – | (0.2) |
Closing balance | 3.5 | 6.2 |
The Group participated in the Irish Revenue tax warehousing scheme, deferring employer taxes arising from February
2021 to March 2022. The total warehoused liability at 31 December 2025 was €3.5 million (2024: €6.2 million). An
initial 15% payment was made in May 2024, with subsequent monthly payments of €0.2 million over a three-year
period to April 2027. The liability is classified between current and non-current in line with the repayment schedule.
In the prior year, accrued finance costs were released following confirmation from the Irish Revenue Commissioners
that no interest would be charged on the facility.
2025 | 2024 | |
€m | €m | |
Non-current liability | 0.8 | 3.5 |
Current liability | 2.7 | 2.7 |
Total | 3.5 | 6.2 |
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
201
21. Trade and Other Payables
2025 | 2024 | ||
Notes | €m | €m | |
Current liabilities | |||
Trade payables | 3.7 | 4.1 | |
Accruals and other payables | 5.0 | 5.2 | |
Customer provisions | 0.1 | 0.1 | |
Holdback provision | 14 | 0.9 | – |
Deferred revenue | 3.2 | 3.5 | |
Payroll taxes (non-warehoused) | 0.7 | 0.7 | |
Total | 13.6 | 13.6 |
The Group’s average credit period for trade payables is 18 days (2024: 21 days). The Directors consider the carrying
the expected value of redemption. The provision is based on the probability of customer usage and has not been
€0.1 million for featured listings (2024: €0.2 million), and €nil for
Roamies
2025 | 2024 | |
€m | €m | |
Opening balance | 3.2 | 3.4 |
Revenue deferred during year | 54.8 | 56.9 |
Revenue recognised during year | (41.9) | (43.7) |
Amount reversed during year relating to cancellations | (13.0) | (13.4) |
Closing balance | 3.1 | 3.2 |
2025 | 2024 | |
€m | €m | |
Opening balance | – | 10.2 |
Drawdown | 10.3 | – |
Repayments | – | (10.3) |
Transaction costs | (0.1) | – |
Finance costs | 0.1 | 0.4 |
Finance interest paid | – | (0.3) |
Total | 10.3 | – |
On 20 October 2025, the Group entered into a three-year facility with Allied Irish Banks, plc (“AIB”), comprising a
€10.3 million term loan drawn to fund the acquisition of OccasionGenius Inc. The term loan bears interest at a fixed
margin of 2.2% over EURIBOR. Transaction costs of €0.1 million incurred in connection with the debt facility have
been capitalised and are being amortised over the term of the facility.
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
22. Borrowings
continued
202
The new debt facility has two covenants included.
1.
Cashflow Cover – defined as the ratio of Cashflow to Debt Service for the relevant period. This ratio must not
be less than 1.2:1.
2.
Adjusted Leverage – defined as the ratio of Net Debt as at the last day of the relevant period to Adjusted
EBITDA for that period. This ratio must not exceed 3.0:1.
The initial covenant testing period is the twelve months ending 30 June 2026. Thereafter, the covenants are tested
on a rolling twelve-month basis, with each testing date falling on or around the last day of each financial half-year.
The Group monitors compliance with these covenants on an ongoing basis through its forecasting and budgeting
processes. At the reporting date, the Directors are satisfied that the Group is expected to remain in compliance with
its covenant requirements for the foreseeable future.
During the prior year, the Group repaid in full its existing three-year term loan with AIB (€1.7 million in 2023 and
€8.3 million in 2024) and a €7.5 million revolving credit facility (€5.5 million in 2023 and €2.0 million in 2024). At the
date of repayment, all associated security and covenant requirements were released and no early repayment fees
were incurred.
The Group continues to maintain an undrawn €2.5 million overdraft facility with AIB, which is retained for liquidity
and operational flexibility.
Borrowings are classified in the Consolidated Statement of Financial Position as:
2025 | 2024 | |
€m | €m | |
Non-current borrowings | 9.2 | – |
Current borrowings | 1.1 | – |
Total | 10.3 | – |
Change in liabilities arising from financing activities:
Lease liabilities | |||
(note 15) | Borrowings | Total debt | |
€m | €m | €m | |
At 01 January 2024 | (0.6) | (10.2) | (10.8) |
Financing cash flows | 0.5 | 10.3 | 10.8 |
Interest paid (operating activities) | – | 0.3 | 0.3 |
Other non-cash movements | (0.2) | (0.4) | (0.6) |
Balance at 31 December 2024 | (0.3) | – | (0.3) |
Financing cash flows | 0.5 | (10.3) | (9.8) |
Interest paid (operating activities) | – | – | – |
Other non-cash movements | (1.1) | – | (1.1) |
Balance at 31 December 2025 | (0.9) | (10.3) | (11.2) |
Other non-cash movements for lease liabilities in 2025 and 2024 relate to additions, disposals, lease interest,
a modification and a lease term remeasurement. Other non-cash movements for borrowings in 2025 and 2024
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
203
In the ordinary course of business, the Group may be subject to indirect taxes on its services in certain overseas
jurisdictions. These matters are kept under ongoing review by the Directors and management. While the ultimate
outcome remains uncertain, no provision has been recognised as the Directors consider it not probable that a material
During the year, the Group recognised a total expense of €1.5 million (2024: €1.8 million) in respect of equity-settled
share-based payment arrangements, in the Consolidated Income Statement. Of this amount, €0.8 million (2024:
€0.7 million) related to the Long-Term Incentive Plan (“LTIP”) and €0.7 million
(2024: €1.1 million) related to the Group’s
Restricted Share Unit (“RSU”) scheme. All share-based payment arrangements are accounted for as equity-settled
under IFRS 2 Share-based Payment.
LTIP
The Group operates an LTIP for Executive Directors and selected members of senior management.
On 24 March 2025, the Group granted 1,564,735 nil-cost share options under LTIP 2025. These awards will vest on
23 March 2028, subject to the achievement of performance conditions based on adjusted earnings per share (“EPS”)
and absolute total shareholder return (“TSR”) over a three-year performance period. In the prior year, on 03 May 2024,
1,909,075 nil cost options were granted as part of LTIP 2024. These options will vest on 02 May 2027 subject to
meeting performance conditions of EPS performance and absolute total shareholder return TSR of the Group over
a three-year period.
No LTIP grant vested in 2025, and the next vesting is expected in May 2027. In the prior year, LTIP 2021 vested at
100% in April 2024 with a total of 1,345,870 share awards. Vesting was contingent on the achievement of three
performance conditions, all of which were met in full, relating to adjusted EBITDA over the three-year period from
2020 to 2023, Counter App sign-ups, and customer value to customer acquisition cost ratios.
If the conditions are met under the LTIP plans in place, the remaining awards will vest on the later of the third
anniversary of the grant and the determination of the performance condition and will then remain exercisable until
the seventh anniversary of the date of grant, provided the individual remains an employee or officer of the Group
or is subject to good leaver provisions. Further detail of the above schemes are set out within the Remuneration
Committee report on pages 133 to 154.
Details of the share options outstanding during the year are as follows:
2025 |
2024 |
|
No. of |
No. of |
|
Share options |
Share options |
|
Outstanding at beginning of year |
1,909,075 |
1,345,870 |
Granted during the year |
1,564,735 |
1,909,075 |
Forfeited or expired during the year |
(264,610) |
– |
Exercised during the year |
– |
(1,345,870) |
Outstanding at the end of the year |
3,209,200 |
1,909,075 |
Exercisable at the end of the year |
– |
– |
All LTIP awards lapse if a participant ceases to be an employee or officer of the Group prior to vesting, unless good-
leaver provisions apply. The exercise price of all LTIP awards is £nil.
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
24. Share‑based Payments
continued
204
The fair value of TSR-based awards is measured at the grant date using a Monte Carlo simulation model. Expected
volatility is determined based on the market performance of the Company over the 36-month period prior to grant.
Market-based performance conditions are reflected in the fair value at grant date, while non-market performance
conditions are excluded from the valuation and are instead reflected through adjustments to the number of awards
expected to vest.
LTIP valuation assumptions at grant date:
Year of Grant | 2025 | 2024 | 2021 |
Year of potential vesting | 2028 | 2027 | 2024 |
Number of share options granted | 1,564,735 | 1,909,075 | 2,336,885 |
Share price at grant date | £1.28 | £1.62 | £1.00 |
Exercise price per share option | £nil | £nil | £nil |
Expected life | 3 years | 3 years | 3 years |
Expected dividend yield | 0% | 0% | 0% |
Expected volatility of Company share price (TSR) | 35.8% | 40.2% | n/a |
Risk free interest rate (TSR) | 4.19% | 3.84% | n/a |
Weighted average fair value at grant date (TSR) | £0.60 | £1.05 | £1.00 |
Remaining weighted average life of options (years) | 2.2 | 1.3 | – |
RSU
RSU awards are granted to senior employees, and vesting is conditional upon the participant remaining in the Group’s
employment at the vesting date and achieving satisfactory personal performance.
On 24 March 2025, the Group granted 528,353 RSU awards. Subject to the vesting conditions being met, 15% of each
award vests on the first anniversary of the grant date, 30% on the second anniversary, and the remaining 50% on
the third anniversary.
RSU awards granted in 2022 vested on 1 May 2025, resulting in the issue of 2,287,540 shares. A total of 2,342,720
awards were included in the prior year disclosure, with 55,180 awards forfeited due to employees leaving the Group
between the reporting date and the vesting date.
RSU awards granted in 2023 vested on 1 February 2026, resulting in the issue of 565,794 shares. After the reporting
date, 41,371 awards were forfeited as the relevant employees did not achieve satisfactory performance ratings.
2025 | 2024 | |
No. of | No. of | |
Share Options | Share Options | |
Outstanding at the beginning of the period | 2,994,493 | 3,014,850 |
Granted during the year | 528,353 | – |
Exercised during the year | (2,287,540) | – |
Forfeited | (152,481) | (20,357) |
Outstanding at the end of the period | 1,082,825 | 2,994,493 |
Exercisable at the end of the period | 607,165 | 2,342,720 |
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
205
At the grant date, the value per conditional award and the assumptions used in the calculations are as follows:
Year of Grant
2025 |
2023 |
|
Year of potential vesting |
2028 |
2026 |
Number of share options granted |
528,353 |
740,560 |
Share price at grant date |
£1.28 |
£1.30 |
Exercise price per share option |
£nil |
£nil |
Weighted average fair value of awards granted |
£1.28 |
£1.30 |
Expected life |
3 years |
3 years |
Remaining weighted average life of options (years) |
2.2 |
0.1 |
Balances and transactions between the Company and its subsidiaries, which are related parties, have been eliminated
on consolidation and are not disclosed in this note.
Directors’ Remuneration
2025 |
2024 |
|
€m |
€m |
|
Salaries, fees, bonuses and benefits in kind |
1.2 |
1.6 |
Amounts receivable under long-term incentive schemes |
0.3 |
0.2 |
Other remuneration |
0.1 |
0.4 |
Pension contributions |
0.1 |
0.1 |
Total |
1.7 |
2.3 |
Retirement benefit charges arise from pension payments relating to two Executive Directors (2024: 2). Other
remuneration of €0.1 million (2024: €0.4 million) relates to share-based payment expense in respect of the RSU
scheme operated in 2022.
The Group’s key management comprise the Board of Directors and senior management having authority and
responsibility for planning, directing and controlling the activities of the Group.
2025 |
2024 |
|
€m |
€m |
|
Short term benefits |
3.1 |
3.5 |
Share-based payments charge |
0.8 |
1.0 |
Post-employment benefits |
0.2 |
0.1 |
Total |
4.1 |
4.6 |
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
206
Subsidiaries
The following is a list of the Company’s current investments in subsidiaries. There was one new subsidiary added
during 2025 as Hostelworld.com Limited acquired OccasionGenius Inc. on 20 October 2025. All subsidiaries have
the same reporting date as the Company being 31 December.
Company |
Ownership Interest/Holding |
Nature of Business |
Registered Office |
Hostelworld.com Limited |
100% |
Technology trading company |
8 Harcourt Street |
Dublin |
|||
D02 AF58 |
|||
Ireland |
|||
Hostelworld Management |
100% |
Management services company |
8 Harcourt Street |
Services Limited |
Dublin |
||
D02 AF58 |
|||
Ireland |
|||
Hostelworld Services |
100% |
Marketing and research and |
Rua Antònio Nicolau D’Almeid |
Portugal LDA |
development services company |
45, 5 Floor |
|
4100–320 Oporto |
|||
Portugal |
|||
Hostelworld Business |
100% |
Business information consulting |
Unit 311, Block 1, Hostelworld |
Consulting (Shanghai) |
and marketing planning |
Group Asia Office |
|
Co., Limited |
No.425 Yanping Road |
||
Jing’an District |
|||
Shanghai |
|||
China |
|||
Hostelworld Services Limited |
100% |
Marketing services and |
One Chamberlain Square |
technology trading company |
Birmingham |
||
B3 3AX |
|||
United Kingdom |
|||
OccasionGenius Inc. |
100% |
Technology trading company |
601 N 23rd Street, |
Richmond, |
|||
Virginia 23223 |
|||
United States |
At 31 December 2025, the carrying amount of the Group’s investment in associates was €nil (2024: €nil). The
investment is not considered individually material to the Group. The Group’s share of their loss recognised in the
Consolidated Income Statement for the year was €nil (2024: €0.1 million profit). The Group sold its investment in
Goki Pty Limited on 24 February 2026 for nominal consideration.
Company |
Ownership Interest/Holding |
Nature of Business |
Registered Office |
Goki Pty Limited |
31.5% |
Technology company |
17 Terrace Road, Dulwich Hill, |
Sydney, NSW 2203, Australia |
The Group accounts for its investment in Goki Pty Limited using the equity method.
In the prior year, the Group recognised an impairment charge of €1.2 million, reducing the carrying value of the
investment to nil. The impairment was driven by a significant deterioration in Goki’s sales pipeline following COVID-19
and increased competitive pressures within its market. At 31 December 2025, the Group assessed whether there
were indicators that the impairment should be reversed. Based on Goki’s 2025 trading performance where Goki
was loss making and updated financial projections for 2026, management concluded that the recoverable amount
of the investment does not exceed its carrying amount. Accordingly, no impairment reversal has been recognised
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
207
The Group’s activities expose it to a variety of financial risks, including liquidity risk, credit risk, foreign exchange risk
and interest rate risk. The Directors manage the Group’s capital to ensure the Group can continue as a going concern
while maximising returns to shareholders. Financial risks are monitored centrally and reviewed regularly by the Board.
Liquidity risk is the risk that the Group will be unable to meet its financial obligations as they fall due. The Group
manages liquidity risk through the preparation and review of rolling cash flow forecasts to ensure that sufficient
liquidity is maintained to meet operational requirements and comply with covenant obligations. Forecasts take
account of anticipated cash flows, committed capital expenditure and the Group’s debt financing arrangements.
On 20 October 2025, the Group entered a three-year term loan facility with AIB for €10.3 million to fund the acquisition
of OccasionGenius Inc. In the prior year, the Group repaid its legacy COVID-19 external bank debt facility, as
refinanced in 2023 with AIB, in full.
The Group’s policy is to maintain sufficient long-term funding to meet its obligations as they fall due and to ensure
compliance with all covenants. Liquidity risk is managed centrally and is reviewed regularly by the Board. The
Directors consider the Group’s liquidity risk to be low.
The table below summarises the contractual undiscounted cash flows of the Group’s financial liabilities by remaining
maturity at the reporting date. The Group had no material derivative financial liabilities in the current or prior year.
2025 |
2024 |
|
€m |
€m |
|
Up to 1 year |
||
Borrowings |
1.1 |
– |
Trade and other payables |
13.3 |
12.9 |
Lease liabilities |
0.4 |
0.3 |
Total up to 1 year |
14.8 |
13.2 |
Between 2 and 4 years |
||
Borrowings |
10.4 |
– |
Lease liabilities |
0.5 |
– |
Total between 2 and 4 years |
10.9 |
– |
Total |
25.7 |
13.2 |
Interest Rate Risk
Interest rate risk is the risk that movements in market interest rates will adversely affect the Group’s cash flows. The
Group’s exposure to interest rate risk arises from borrowings under its AIB facilities.
Under the current AIB term loan, the Group has fixed the EURIBOR rate at 2.219%, thereby mitigating exposure to
increases in market interest rates.
Sensitivity analysis has been performed to assess the impact on profit before tax of a 1% increase or decrease in
interest rates, with all other variables held constant. The impact in both the current and prior year was assessed to
be less than €0.1 million and is not considered material.
Financial Statements
|
Hostelworld Annual Report 2025
Notes to the Group Financial Statements
continued
27. Financial Risk Management
continued
208
Credit risk is the risk of financial loss to the Group arising from a counterparty’s failure to meet its contractual
obligations. The Group’s exposure to credit risk primarily relates to trade receivables, other receivables, and cash
and cash equivalents.
Trade receivables mainly comprise VAT receivable balances from Irish hostels and amounts due from the Group’s
payment processing agents, which typically settle within three to five days. Accordingly, the Directors consider the
associated credit risk to be low. Receivables are denominated primarily in euro, US dollars and sterling and are settled
within a short timeframe, limiting foreign exchange exposure.
The ageing analysis of trade and other receivables at 31 December 2025 and 31 December 2024 is set out below:
Not Past Due |
Past Due |
Total |
|
€m |
€m |
€m |
|
Trade Receivables |
|||
31 December 2025 |
0.5 |
– |
0.5 |
31 December 2024 |
1.1 |
0.1 |
1.2 |
Other Receivables (exclude prepayments) |
|||
31 December 2025 |
0.5 |
– |
0.5 |
31 December 2024 |
0.4 |
– |
0.4 |
Value Added Tax |
|||
31 December 2025 |
1.6 |
– |
1.6 |
31 December 2024 |
1.5 |
– |
1.5 |
Past due is defined as amounts that have not been received by the agreed-upon date per the terms of agreement.
In accordance with IFRS 9, the Group applies the simplified approach to the impairment of trade and other receivables
and recognises lifetime ECLs at each reporting date. ECLs are measured using a provision matrix based on historical
loss experience, adjusted for forward-looking factors, including macroeconomic conditions such as inflation and
cost-of-living pressures. The balances above are presented net of impairment allowances.
Other receivables include amounts due from the Irish Revenue Commissioners in respect of an R&D tax credit, payable
in line with an agreed timetable and not subject to further performance conditions.
At 31 December 2025 and 31 December 2024, all material cash balances were held with financial institutions with a
minimum credit rating of BBB-. Accordingly, the credit risk associated with cash and cash equivalents is considered
low. The carrying values of trade receivables, trade payables and cash and cash equivalents approximate their fair
Capital Management
For the purposes of capital management, the Group defines capital as long-term borrowings (note 22) and equity
(note 18). The Directors’ objectives are to safeguard the Group’s ability to continue as a going concern, provide
sustainable returns to shareholders and maintain an optimal capital structure that minimises the cost of capital.
To manage its capital structure, the Group may adjust dividend payments, return capital to shareholders, issue new
shares or dispose of assets. The Group aims to retain sufficient reserves to meet day-to-day operating and capital
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
209
Amounts recognised as distributions to equity holders in the financial year:
2025 |
2024 |
|
€m |
€m |
|
Interim 2025 dividend of 0.82 € cent per share (paid 19 September 2025) |
1.0 |
– |
Total |
1.0 |
– |
In accordance with the Group’s dividend policy, on 25 March 2026, the Directors approved a final dividend of
1.58 € cent per ordinary share. This brings the total dividend for the year ended 31 December 2025 (2024: nil) to
2.4 € cent per ordinary share.
The proposed final dividend amounts to approximately €3.0 million and is subject to shareholder approval at the
Company’s Annual General Meeting. If approved, the final dividend will be paid on 12 May 2026 to shareholders on
the register at the close of business on 17 April 2026. The shares will be marked ex‑dividend on 16 April 2026.
All future cash dividend payments will be subject to the Group continuing to generate a profit after tax, the Group’s
cash position, any restrictions in the Group’s banking facilities and compliance with Companies Act 2006 requirements
29. Parent Company Exemption
The Company has taken advantage of the exemption provided under section 408 of the Companies Act 2006 not
to publish its individual income statement and related notes.
On 25 March 2026, the Directors approved a final dividend of 1.58 € cent per ordinary share. This brings the total
dividend for the year ended 31 December 2025 (2024: nil) to 2.40 € cent per ordinary share. The proposed final
dividend amounts to approximately €3.0 million and is subject to shareholder approval at the Company’s Annual
General Meeting.
In accordance with IAS 10 Events after the Reporting Period, the proposed final dividend has not been recognised
as a liability in the consolidated financial statements at 31 December 2025.
There have been no other significant events, outside the ordinary course of business, affecting the Company since
Financial Statements
|
Hostelworld Annual Report 2025
Company Financial Statements
210
as at 31 December 2025
2025 |
2024 |
||
Notes |
€m |
€m |
|
Non-current assets |
|||
Investments |
34 |
53.1 |
51.6 |
Trade and other receivables |
35 |
107.3 |
113.8 |
160.4 |
165.4 |
||
Current assets |
|||
Trade and other receivables |
35 |
0.3 |
0.3 |
Cash and cash equivalents |
0.2 |
0.2 |
|
0.5 |
0.5 |
||
Total assets |
160.9 |
165.9 |
|
Equity |
|||
Share capital |
18 |
1.2 |
1.3 |
Share premium account |
18 |
14.4 |
14.4 |
Other reserves |
2.4 |
3.0 |
|
Retained earnings |
142.3 |
146.0 |
|
Total equity attributable to equity holders of the parent |
160.3 |
164.7 |
|
Current liabilities |
|||
Trade and other payables |
36 |
0.6 |
1.2 |
Total liabilities |
0.6 |
1.2 |
|
Total equity and liabilities |
160.9 |
165.9 |
The Company reported a loss for the financial year ended 31 December 2025 of €0.4 million (2024: loss of
€0.7 million).
The financial statements of Hostelworld Group plc were approved by the Board of Directors and authorised for
issue on 25 March 2026 and signed on its behalf by:
Gary Moison
Caroline Shey
Chief Executive Officer
Chief Financial Officer
Hostelworld Group plc registration number 9818705 (England and Wales)
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
211
Company Statement of Changes In Equity
for the year ended 31 December 2025
Share |
Share premium |
Treasury |
Retained |
Other |
||
capital |
account |
shares |
earnings |
reserves |
Total |
|
€m |
€m |
€m |
€m |
€m |
€m |
|
As at 01 January 2024 |
1.3 |
14.4 |
– |
145.0 |
2.9 |
163.6 |
Total comprehensive loss for the year |
– |
– |
– |
(0.7) |
– |
(0.7) |
Issue of shares |
– |
– |
– |
– |
– |
– |
Transfer of exercised and expired |
||||||
share option awards |
– |
– |
– |
1.7 |
(1.7) |
– |
Credit to equity for equity settled |
||||||
share-based payments |
– |
– |
– |
– |
1.8 |
1.8 |
As at 31 December 2024 |
1.3 |
14.4 |
– |
146.0 |
3.0 |
164.7 |
Total comprehensive loss for the year |
– |
– |
– |
(0.4) |
– |
(0.4) |
Purchase of own shares – share buyback |
– |
– |
(4.5) |
– |
– |
(4.5) |
Cancellation of own shares – |
||||||
share buyback |
(0.1) |
– |
4.5 |
(4.5) |
0.1 |
– |
Dividend paid |
– |
– |
– |
(1.0) |
– |
(1.0) |
Transfer of exercised and expired |
||||||
share option awards |
– |
– |
– |
2.2 |
(2.2) |
– |
Credit to equity for equity settled |
||||||
share-based payments |
– |
– |
– |
– |
1.5 |
1.5 |
As at 31 December 2025 |
1.2 |
14.4 |
– |
142.3 |
2.4 |
160.3 |
Financial Statements
|
Hostelworld Annual Report 2025
212
Notes to the Company Financial Statements
for the Year Ended 31 December 2025
31. Material Accounting Policies
The material accounting policies adopted by the
Company are as follows:
The separate financial statements of Hostelworld Group
plc (the “Company”) are presented as required by the
Companies Act 2006. The Company meets the definition
of a qualifying entity under FRS 100 Application of
Financial Reporting Requirements issued by the Financial
Reporting Council (“FRC”). Accordingly, these financial
statements have been prepared in accordance with
FRS 101 Reduced Disclosure Framework as issued by
the FRC.
As permitted by FRS 101, the Company has taken
advantage of the disclosure exemptions available
under that standard. In particular, the Company has
not presented:
•
a statement of cash flows;
•
certain disclosures in respect of financial instruments;
•
disclosures relating to fair value measurement;
•
disclosures in respect of capital management;
•
comparative information in respect of certain assets;
•
disclosures in respect of standards not yet
effective; and
•
certain disclosures in respect of related
party transactions.
Where required, equivalent disclosures are included in
the consolidated financial statements of Hostelworld
The financial statements have been prepared on the
historical cost basis. The accounting policies set out
below have been applied consistently to all periods
presented. Significant accounting policies specifically
applicable to the Company’s individual financial
statements, and which are not reflected in the
accounting policies of the consolidated financial
statements, are detailed below.
Going Concern
The Company is in a net asset position of €160.3 million
at 31 December 2025 (2024: €164.7 million). The
Company’s principal assets comprise investments in,
and amounts receivable from, subsidiary undertakings.
The Directors have assessed the recoverability and
carrying values of these assets and are satisfied that
they are appropriately stated. Further information is set
out in notes 34 and 35.
In assessing going concern, the Directors also
considered the market capitalisation of Hostelworld
Group plc, which is subject to fluctuations in share
price. At 31 December 2025, the Company’s market
capitalisation was €177.9 million, exceeding net assets
by €17.6 million (2024: €203.5 million, exceeding net
assets by €38.8 million).
After making appropriate enquiries, the Directors
have a reasonable expectation that the Company
has adequate resources to continue in operational
existence for the foreseeable future, being a period of
at least 12 months from the date of approval of the
financial statements. Accordingly, the Company’s
financial statements have been prepared on a going
concern basis.
Investments in Subsidiaries
Investments in subsidiary undertakings are stated at
cost less any allowance for impairment.
Financial Instruments
Financial assets and financial liabilities are recognised
in the Company’s Statement of Financial Position when
the Company becomes a party to the contractual
provisions of the instrument.
Financial assets and liabilities are initially measured at
fair value plus transaction costs, except for those
classified as fair value through profit or loss, which are
initially measured at fair value. The fair value of financial
assets and liabilities denominated in a foreign currency
is determined in that foreign currency and translated at
the spot rate at the end of the reporting period.
213
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Financial Assets
Amounts due from subsidiary undertakings are stated
initially at their fair value and subsequently at amortised
cost, less any ECL. The Company recognises ECLs for
amounts due from subsidiary undertakings estimated
using a provision matrix based on the Company’s
historical credit loss experience, adjusted for factors that
are specific to the debtors, general economic conditions,
and an assessment of both the current as well as the
forecast direction of conditions at the reporting date,
including time value of money where appropriate.
If the credit risk on the financial instrument has not
increased significantly since initial recognition, the
Company measures the loss allowance for that financial
instrument at an amount equal to 12-month ECL.
12-month ECL represents the portion of lifetime ECL that
is expected to result from default events on a financial
instrument that are possible within 12 months after the
reporting date.
Dividends
Final dividends are recorded in the Group’s financial
statements in the period in which they are approved
by the Company’s shareholders. Interim dividends are
recorded in the period in which they are paid.
Details of interim and final dividends are disclosed in
note 28 to the consolidated financial statements.
Critical Accounting Judgements and Key
Sources of Estimation Uncertainty
The preparation of financial statements in accordance
with FRS 101 requires management to make estimates
and assumptions that affect the reported amounts of
assets and liabilities, income and expenses. Actual
results may differ from these estimates. Estimates and
assumptions are reviewed on an ongoing basis, with
revisions recognised in the period in which they arise.
There were no critical accounting judgements applied in
the preparation of the Company financial statements
other than those involving estimation uncertainty. The
key source of estimation uncertainty that could result
in a material adjustment to the carrying amounts of
assets and liabilities within the next financial year is set
out below.
Recoverability of Amounts Due from
Subsidiary Undertakings
Each year, the Directors assess the credit risk associated
with amounts due from subsidiary undertakings and
determine the level of ECL to be recognised. This
assessment requires judgement, particularly in
estimating future cash flows and economic conditions.
In the current year, the Directors considered the
subsidiary’s historical credit loss experience, adjusted
for entity-specific factors and prevailing macroeconomic
conditions. The assessment also incorporated both
current and forward-looking information at the reporting
date, including the time value of money where relevant.
At 31 December 2025, the carrying amount of amounts
due from subsidiary undertakings was €107.3 million
(2024: €113.8 million). Repayments of the loan are
expected to be aligned with funding to support share
repurchases on the market and dividend distributions
by the parent company with a repayment plan in place
through to 31 December 2035. The repayment profile
is supported by cash flow projections derived from the
Board-approved 2026 budget and two year outlook
for 2027 and 2028, and management projections for
2029 and 2030. For the period from 2031 to 2035, cash
flows are assumed to remain flat at the 2030 level.
Based on this assessment, the Directors concluded that
the resulting ECL is not material, and no impairment has
been recognised. Sensitivity analysis was performed
to assess the impact of a 10% reduction in projected
cash flows, which did not result in any impairment. Cash
flows would need to decline by more than 15% in each
projected year before the amounts due from subsidiary
undertakings would not be fully recoverable. This
analysis does not reflect any mitigating actions that
management could take in response to a sustained
decline in cash flows.
32. Loss for the Year
As permitted by s408 of the Companies Act 2006, the
Company has elected not to present its own income
statement or statement of comprehensive income
for the year. The loss attributable to the Company is
disclosed in the footnote to the Company’s Statement
of Financial Position.
The auditor’s remuneration for the audit and other
services is disclosed in note 4 to the consolidated
financial statements.
Financial Statements
|
Hostelworld Annual Report 2025
214
Notes to the Company Financial Statements
continued
33. Staff Costs
The average monthly number of full-time people employed by the Company (including Executive Directors) during
the year was as follows:
2025
2024
Average number of persons employed:
Sales and enabling
–
1
Technical
–
1
Total
–
2
The aggregate remuneration costs of these employees is analysed as follows:
2025
2024
€m
€m
Staff costs comprise:
Wages and salaries
–
0.2
Social security costs
–
0.1
Pensions costs
–
–
Share option charge
–
0.3
Development labour
–
(0.1)
Total
–
0.5
Nil staff costs in the current year reflecting the transfer of all employees to another Group entity with effect from
1 April 2024. As a result, the Company no longer incurs employee-related costs.
34. Investments
The carrying value of the Company’s subsidiaries at 31 December 2025 is as follows:
2025
2024
€m
€m
At 01 January
51.6
49.6
Additions
1.5
2.0
At 31 December
53.1
51.6
The Company’s subsidiaries are disclosed in note 26.
Additions during the year relate to capital contributions arising from the recognition of share-based payment expenses
in respect of employees of Group entities of €1.5 million (2024: €2.0 million).
In 2025, management performed an impairment review of investments in subsidiaries and concluded that no
impairment was required (2024: €nil). The recoverable amount of each investment was assessed using value-in-
use calculations based on cash flow projections derived from the Board approved 2026 budget, two-year outlook
and further two years of management prepared projections.
215
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
35. Trade and Other Receivables
2025
2024
€m
€m
Non-current assets
Amount due from subsidiary undertakings
107.3
113.8
Total
107.3
113.8
The amount due from subsidiary undertakings arises primarily from a term loan advanced to Hostelworld.com Limited
as part of the Group reorganisation in March 2019 and is measured at amortised cost. The Directors have assessed
the credit risk associated with this balance and concluded that the ECL is immaterial. A repayment plan is in place
to 31 December 2035, comprising staggered repayments subject to the subsidiary’s cash generation, profitability
and the funding requirements of Hostelworld Group plc, including dividend distributions and funding requirements
associated with the Group’s share buyback programme.
In assessing ECL, the Directors considered the subsidiary’s historical credit loss experience, current and forward-
looking economic conditions, and the time value of money, where relevant.
2025
2024
€m
€m
Current assets
Prepayments
0.2
0.2
Value added tax
0.1
0.1
Total
0.3
0.3
36. Trade and Other Payables
2025
2024
€m
€m
Current liabilities
Trade payables
0.1
0.1
Amounts due to subsidiary undertakings
0.1
0.7
Accruals
0.4
0.4
Total
0.6
1.2
Amount owed to related parties are repayable on demand. Amounts are interest free and unsecured.
37. Events After the Balance Sheet Date
On 25 March 2026, the Directors approved a final dividend of 1.58 € cent per ordinary share. This brings the total
dividend for the year ended 31 December 2025 (2024: nil) to 2.40 € cent per ordinary share. The proposed final
dividend amounts to approximately €3.0 million and is subject to shareholder approval at the Company’s Annual
General Meeting.
In accordance with IAS 10 Events after the Reporting Period, the proposed final dividend has not been recognised
as a liability in the consolidated financial statements at 31 December 2025.
There have been no other significant events, outside the ordinary course of business, affecting the Company since
31 December 2025.
Summer House Cairns, Cairns, Australia
218
Glossary of Alternative Performance Measures
224
Contact and Shareholder Information
226
Definition of Hostelworld Terms
Additional
Information
218
Additional Information
|
Hostelworld Annual Report 2025
Glossary of Alternative Performance Measures
In addition to IFRS measures, the Group uses certain alternative performance measures (“APMs”) to provide
additional insight into underlying operational performance and cash generation. APMs are not a substitute for, or
superior to, IFRS measures, but they help management and investors monitor the Group’s performance over time.
APM
Closest
IFRS Measure
Definition/Purpose
Reconciliation/
Calculation
Adjusted
EBITDA
Operating Profit
Earnings before interest, tax, depreciation, amortisation, share-based payment
expenses, other income, impairment of associate, results of associates, and
items classified by management as exceptional. Adjusted EBITDA excludes
non-trading items to provide a clearer view of baseline operating profitability.
See note (a)
Adjusted
EBITDA Margin
No direct
equivalent
Adjusted EBITDA as a percentage of net revenue, providing insight into the
Group’s ability to convert revenue into operating profit by removing items
which do not impact underlying trading performance.
See note (a)
Adjusted Profit
after Tax
(“PAT”)
Profit After Tax
Profit excluding exceptional items, amortisation of acquired intangibles,
share-based payment expenses, deferred tax, impairment of associate,
and other income, as these items can have a large impact on the reported
result in the year and can make underlying trends difficult to interpret.
Used by management for performance assessment and to determine
dividend capacity.
See note (b)
Adjusted
Earnings per
Share (“EPS”)
Basic Earnings
Per Share
Adjusted PAT divided by the weighted average number of shares. Reflects
underlying profitability per above explanation. Adjusted EPS is a metric
included in the Executive Director and Senior Management remuneration
for the current and prior year LTIP plan being struck.
See note (b)
Dividend per
Share
No direct
equivalent
Total dividends declared in respect of the financial year divided by the
weighted average number of ordinary shares in issue during the year
(excluding shares held in treasury, where applicable). The Board uses
Dividend per Share to communicate returns to shareholders.
See note (c)
Adjusted Free
Cashflow
(“FCF”)
Net Cash from
Operating
Activities
Cash generated from operations adjusted for capital expenditure, intangible
investments, lease payments, exceptional cash items, and other items
impacting cash flow which do not relate to core trading activity.
Measure used by group management and external readers, including
investors, to assess the amount of cash the Group is generating from its
trade and assess cash available for debt repayment, dividends, share
repurchases, and acquisitions.
See note (d)
Adjusted FCF
Conversion
No direct
equivalent
Adjusted free cash flow divided by Adjusted EBITDA. As above, adjusted free
cash flow conversion is a measure which group management and external
readers including investors can use to measure the Group’s ability to convert
Adjusted EBITDA into free cash flow.
See note (d)
Net Cash/Debt
Total Borrowings
and Cash
and Cash
Equivalents
Total debt (including warehoused and external borrowings) less cash and
cash equivalents. Used to monitor leverage and liquidity which assists in
management’s assessment of financial stability and strategic decision making.
See note (e)
Market
Capitalisation
No direct
equivalent
Number of shares in issue multiplied by share price. Market capitalisation is
the markets assessment of the value of a Company. Market capitalisation
is used by the Group’s management as a factor in considering if there is any
impairment to the Group or Company Balance Sheet.
See note (f)
219
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
APM
Closest
IFRS Measure
Definition/Purpose
Reconciliation/
Calculation
Net Gross
Merchandise
Value (“GMV”)
and Generated
Revenue
Net Revenue
Net GMV represents total booking value/total transaction value less
cancellations. Net GMV is utilised by the Group’s management to demonstrate
the total value of transactions executed through our platform i.e. 100% of
the booking value.
Generated revenue represents bookings net of cancellations, excluding
refunds, chargebacks, vouchers, deferred revenue, and ancillary income.
Generated revenue is used by Group and external readers including investors
to identify total revenue earned, excluding any accounting adjustments.
See note (g)
Net Average
Booking Value
(“ABV”)
No direct
equivalent
Net ABV represents the average value paid by a customer for a net booking
calculated as generated revenue divided by total net bookings.
See note (g)
Direct
Marketing
Costs as a %
of Generated
Revenue
No direct
equivalent
Direct marketing costs as a percentage of generated revenue is an APM which
looks at the efficiency of marketing spend relative to revenue from booking.
This APM is used by the Group’s management to identify how efficient the
Groups marketing channels are.
See note (h)
Net Margin
Operating Profit
Net margin is an APM which is calculated by deducting direct costs from
generated revenue. Direct costs are comprised of direct marketing costs
and credit card and other processing fees. Provides insight into trading
profitability before overheads and other operating expenses.
See note (i)
Note on rounding: Figures are rounded to the nearest €m, and small differences may occur in calculations;
sufficient detail is provided for transparency.
220
Additional Information
|
Hostelworld Annual Report 2025
Glossary of Alternative Performance Measures
continued
Note (a) Adjusted EBITDA and Adjusted EBITDA Margin
2025
2024
€m
€m
Operating profit
8.4
11.3
Depreciation
0.5
0.6
Amortisation of development costs
4.9
3.6
Amortisation of acquired intangible assets
4.1
4.9
Tax credit
(0.8)
(0.2)
Other income
–
(1.3)
Impairment of investment in associate
–
1.2
Share of result of associate
–
(0.1)
Exceptional items
1.3
–
Share based payment expense
1.5
1.8
Adjusted EBITDA
19.9
21.8
Tax credits included in note 4 total €0.8 million (2024: €0.2 million) relates to amortisation of development costs.
Calculation of Adjusted EBITDA margin:
2025
2024
€m
€m
Adjusted EBITDA
19.9
21.8
Net revenue
93.8
92.0
Adjusted EBITDA Margin %
21%
24%
Note (b) Adjusted Profit After Tax
(Adjusted PAT) and Adjusted EPS
Reconciliation between Profit for the year and Adjusted PAT:
2025
2024
€m
€m
Profit for the year
7.0
9.1
Exceptional items
1.3
–
Amortisation of acquired intangible assets
4.1
4.9
Share based payment expense
1.5
1.8
Deferred tax
1.1
1.7
Other income
–
(1.3)
Impairment of investment in associate
–
1.2
Adjusted PAT
15.0
17.4
2025
2024
Adjusted profit after tax (€m)
15.0
17.4
Weighted average shares in issue (‘m) (note 10 to financial statements)
125.4
124.5
Adjusted EPS (cent)
11.91
13.97
221
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Note (c) Dividend per Share
2025
2024
€m
€m
Interim Dividend (€m)
1.0
–
Final Dividend (€m)
2.0
–
Total dividend (€m)
3.0
–
Weighted average shares in issue (‘m) (note 10 to financial statements)
125.4
–
Dividend per share (cent)
2.40
–
Note (d) Adjusted FCF and Adjusted FCF Conversion
2025
2024
€m
€m
Opening Cash
8.2
7.5
Closing Cash
12.2
8.2
Net increase in cash and cash equivalents
4.0
0.7
Add back
Repayment of debt warehoused
2.7
3.2
Repayment of borrowings
–
10.3
Proceeds from borrowings
(10.3)
–
Transaction costs capitalised
0.1
–
Repurchase of own shares – share buyback
4.5
Payment for acquisition of subsidiary
8.3
–
Exceptional items
0.8
0.2
Adjusted FCF
10.1
14.4
Current year exceptional items relate to current year costs which have been paid in 2025. Prior year exceptional
items relate to 2023 exceptional costs paid in 2024, accounted for as a creditor liability at 31 December 2023.
2025
2024
€m
€m
Adjusted FCF
10.1
14.4
Adjusted EBITDA
19.9
21.8
Adjusted FCF conversion %
51%
66%
Reconciliation Between Adjusted FCF and Net Cash from Operating Activities for the Year:
2025
2024
€m
€m
Adjusted FCF
10.1
14.4
Exceptional items
(0.8)
(0.2)
Lease liability payments
0.5
0.5
Acquisition/capitalisation of intangible assets
7.6
5.5
Purchases of property, plant and equipment
0.2
0.1
Dividend paid
1.0
–
Net cash from operating activities
18.6
20.3
Current year exceptional items relate to current year costs which have been paid in 2025. Prior year exceptional
items relate to 2023 exceptional costs paid in 2024, accounted for as a creditor liability at 31 December 2023.
222
Additional Information
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Hostelworld Annual Report 2025
Glossary of Alternative Performance Measures
continued
Note (e) Net Cash/
(Debt)
2025
2024
€m
€m
Cash and cash equivalents
12.2
8.2
Borrowings
(10.3)
–
Debt warehoused
(3.5)
(6.2)
Net (debt)/cash
(1.6)
2.0
Note (f) Market Capitalisation
2025
2024
€m
€m
Share price (€ cent per share)
1.43
1.63
Ordinary shares in issue (m)
124.2
125.0
Market capitalisation (€m)
177.9
203.5
Note (g) Net Gross Merchandise Value (“GMV”), Net Average Booking Value (“ABV”)
and Generated Revenue
Reconciliation between Net GMV and Generated Revenue to Net Revenue for the Year:
2025
2024
€m
€m
Total deposit (100%):
GMV
660.3
687.4
Cancellations
(80.7)
(88.3)
Net GMV
579.6
599.1
Hostelworld commission share:
Gross revenue
106.8
105.0
Cancellations
(13.0)
(13.5)
Generated revenue
93.8
91.5
Deferred revenue movement
(0.3)
0.2
Refunds, chargebacks and cost of discounts and vouchers
(1.3)
(1.5)
Other revenue
0.2
0.3
Advertising income (featured listings)
1.4
2.0
Volume incentive rebates
–
(0.5)
Net revenue
93.8
92.0
2025
2024
Generated revenue (€m)
93.8
91.5
Net bookings (#m)
7.0
6.9
Net ABV generated (€)
13.43
13.21
223
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Note (h) Direct Marketing Costs as a % of Generated Revenue
Calculation of Direct Marketing Costs as a % of Generated Revenue:
2025
2024
€m
€m
Direct marketing costs
45.3
42.5
Generated revenue
93.8
91.5
Direct marketing costs as a % of generated revenue
48%
46%
Note (i) Net margin
2025
2024
€m
€m
Net revenue
93.8
92.0
Direct marketing costs
(45.3)
(42.5)
Credit card and other processing fees
(2.8)
(2.9)
Net margin
45.7
46.6
Reconciliation Between Net Margin and Operating Profit:
2025
2024
€m
€m
Net margin
45.7
46.6
Other operating costs
(37.3)
(35.5)
Other income
–
1.3
Share of result of associate
–
0.1
Impairment in investment of associate
–
(1.2)
Operating profit
8.4
11.3
Other operating costs are total operating expenses excluding impairment as set out within note 4 to the financial
statements. less items included in net margin calculation set out above relating to direct marketing costs and
credit card and other processing fees.
224
Additional Information
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Hostelworld Annual Report 2025
Contact and Shareholder Information
Financial Calendar
Annual General Meeting (“AGM”)
06 May 2026
Announcement of 2026 Interim Results
29 July 2026
Share Price
During the year ended 31 December 2025, the range
of the market prices of the Company’s ordinary shares
on the London Stock Exchange was:
Price
£
Closing price at 31 December 2025
1.25
Highest closing price during the year
1.47
Lowest closing price during the year
1.07
Daily share price information and historical data can be
obtained on the Company’s website:
www.hostelworldgroup.com/investors.
ISIN:
GB00BYYN4225
LSE Ticker:
HSW
Euronext Dublin Ticker:
HSW
Dividends
For 2025, the Board approved the reinstatement of a
dividend policy of 20%–40% of adjusted profit after tax.
Dividend
Amount
(€ cent per share)
Payment Date
Interim
0.82
19 September 2025
Final (proposed)
(1)
1.58
12 May 2026
Total
2.40
(1)
Subject to shareholder approval at the Annual General Meeting
If approved, the final dividend will be paid on 12 May 2026 to shareholders
on the register at the close of business on 17 April 2026. The shares will
be marked ex-dividend on 16 April 2026.
Shareholder’s Enquiries
All administrative enquiries relating to shareholdings
(for example, notification of change of address, loss of
share certificates, dividend payments) should be
addressed to the Company’s registrars:
UK Registrar
Computershare Investor Services plc
The Pavilions
Bridgewater Road
Bristol
BS99 6ZZ
United Kingdom
Tel: +44 370 707 1070
Email: web.queries@computershare.co.uk
Irish Registrar
Computershare Investor Services (Ireland) Ltd
3100 Lake Drive
Citywest Business Campus
Dublin 24
D24 AK82
Ireland
Tel: +353 1 447 5000
Email: info@computershare.ie
Company Secretary and Registered Office
Mr. John Duggan
Hostelworld Group plc
One Chamberlain Square
Birmingham
B3 3AX
United Kingdom
Email: corporate@hostelworld.com
Company Registration Number
9818705
225
OVERVIEW
STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Advisors
Financial Public Relations
Sodali & Co
Carmichael House
60 Lower Baggot Street
Dublin 2
D02 KP79
Ireland
Brokers
Deutsche Numis
45 Gresham Street
London
EC2V 7BF
United Kingdom
Goodbody
9-12 Dawson Street
Dublin 2
D02 YX99
Ireland
Statutory Auditors
KPMG
Chartered Accountants, Statutory Audit Firm
1 Stokes Place
St. Stephen’s Green
Dublin 2
D02 DE03
Ireland
Principal Solicitors
McCann FitzGerald LLP
Riverside One
Sir John Rogerson’s Quay
Dublin 2
D02 X576
Ireland
Travers Smith LLP
10 Snow Hill
London
EC1A 2AL
United Kingdom
Principal Bankers
Allied Irish Banks, plc
1-4 Lower Baggot Street
Dublin 2
D02 X342
Ireland
HSBC Bank plc
1 Grand Canal Square
Grand Canal Harbour
Dublin Docklands
Dublin 2
D02 P820
Ireland
226
Additional Information
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Hostelworld Annual Report 2025
Definition of Hostelworld Terms
We use some Hostelworld lingo in our annual report and lots of acronyms. We created this appendix of terms to
summarise what these mean.
Term
Brief Description
Net ABV
Net average booking value – the price a customer pays. Calculated as generated revenue/net bookings.
Adjusted FCF
Adjusted Free Cash Flow. Calculated as the movement in cash year on year adjusted for non-trading
items such as capital expenditure, repayment of borrowings (not considered Business As Usual),
capitalised development spend, acquisition and disposal of undertakings.
Administration
Expenses
Relates to operating expenses of company excluding depreciation, amortisation and any impairment
charges. Primarily driven by marketing expenses, staff costs, credit card processing fees, exceptional
items, foreign exchange movements and other operating costs.
AGM
Annual General Meeting.
AI
Artificial Intelligence.
AIB plc
House bankers for Hostelworld Group. New debt facility agreed with AIB in October 2025 to fund the
acquisition of OccasionGenius Inc.
Android
Operating system for mobile phones and tablets.
API
Application Program Interface. Describes an interface between two software systems such as hostels
property management system and our inventory system.
APM
Alternative performance measures. Non-IFRS measures to monitor the performance of operations and
of the Group as a whole.
BCP
Business Continuity Plan.
Bednights
Number of booked nights per stay.
Bureau Veritas
Certification body engaged by Hostelworld firstly in 2022, and again in 2023, to perform research on
the carbon emissions of the hostelling sector.
CAC
Customer Acquisition Costs. Calculated as the direct marketing costs to acquire new customers
expressed as a % of new customers acquired in the reporting period.
CAGR
Compound Annual Growth Rate, used in association with share option plans.
TSR CAGR represents the compound annual growth rate of Total Shareholder Return over the
measurement period, reflecting the average annual rate at which shareholder value (including share
price appreciation and dividends reinvested) has grown.
EPS CAGR represents the compound annual growth rate of Earnings per Share over the measurement
period, reflecting the average annual rate of growth in earnings attributable to shareholders on a per
share basis.
CDP
Carbon Disclosure Project. A not-for-profit charity that runs the global disclosure system for investors,
companies, cities, states and regions to manage their environmental impacts.
CEO
Chief Executive Officer – Gary Morrison.
CFO
Chief Financial Officer – Caroline Sherry.
Chat
Social features initiative. Chat rooms that allow users to connect on our social network in advance or
during their hostel stay.
CGUs
Cash Generating Units. Discussed in relation to valuation views of company assets.
Chair
Chair of the Board.
Interim Chair – Carl G.Shepherd
CM
Channel Manager. A tool designed to help hostel owners effectively manage customer data, online inventory
and price rates. It also allows them to simultaneously update their information across multiple platforms.
CPCs
Cost Per Clicks. Calculated as cost to an advertiser divided by number of clicks on a Hostelworld ad.
CRM
Customer Relationship Management.
Commission
This describes the % charged by Hostelworld on every booking that is processed. Standard
commission rates are 15%.
Conference
Hostelworld holds hostel conferences allowing our hostels to come together to network and learn from
each other.
227
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STRATEGIC REPORT
GOVERNANCE
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Term
Brief Description
Conversion
Percentage of searches vs bookings.
Cookies
Cookies are small text files that are stored on a user’s computer or mobile device that are used to store
or gather information (such as remembering log-on details so a user does not have to re-enter them
when revisiting a website or opening an app) and market to customers.
CTR
Click Through Rate.
Culture Code
The Hostelworld Culture Code captures the essence of what makes us ‘us’. Our Culture Code will help
us stay true to what makes us special as a Group while scaling our impact.
Customers
From a revenue perspective, our customers are the hostels and accommodation providers hosted on our
website and applications. Revenue is derived from technology, data processing and service fees we
charge these properties.
We can also reference customers as those who engage with our product – they are the travellers who
make hostel bookings and use our social applications.
Deferred Revenue
Relates to revenue which cannot be recognised until a future date. Under the terms of our free cancellation
product, a customer can cancel at no penalty until a particular date (usually 1 day out from arrival) and
receive a full refund. In this circumstance, Hostelworld has collected the cash but does not recognise
the revenue until the last cancellation date has passed. Other products which have a small balance of
deferred revenue relate to featured listings and Roamies.
Demand
Search per unique customer.
Direct Margin
Calculated as net generated revenue (bookings less cancellations) less direct marketing costs.
Direct Marketing Costs
Paid direct marketing costs, primarily driven by online search. Excludes operating marketing costs such
as brand marketing and CRM support which isn’t directly revenue generating.
Domestic Bookings
Bookings where the IP address of customer making the booking matches destination country of hostel.
DPO
Data Protection Officer.
DTR
Within our Governance section to the annual report, we disclose statutory information in accordance
with the Disclosure Guidance and Transparency Rules sourcebook (“DTRs”).
EAP
Employee Assistance Programme offered to our employees. See people section of the Annual Report.
EBITDA
Earnings Before Interest, Tax, Depreciation and Amortisation and excluding exceptional and non-cash items.
ECL
Expected Credit Loss. Provision matrix based on the Group’s historical credit loss experience, adjusted
for factors that are specific to debtor recoverability.
Elevate
Elevate programme provided hostels an opportunity to increase their prominence in search lists dynamically
in exchange for a higher commission rate of up to 10% above the relevant base commission rate.
ELT
Executive Leadership Team.
Employees
Headcount employed by the Group including Executive Directors.
Employees excluded from our employee count Non-Executive Directors, any contractors or those employed
by an employer of record.
EPS
Earnings per share.
ESG
Environmental Social and Governance – our ESG team lead our sustainability agenda.
Exceptional Items
Exceptional items by their nature and size can make interpretation of the underlying trends in the business
more difficult.
Existing Customers
Count of customers who have made their 2nd or subsequent bookings with Hostelworld in a specific period.
Experiential Travel
A form of tourism in which people focus on experiencing a country, city or particular place by actively
and meaningfully engaging with its history, people, culture, food and environment.
Featured Listing
Paid advertising from hostels - paid positions at the top of a search page.
FCF
Free Cash Flow.
FRC
Financial Reporting Council – UK Regulatory body.
Free channels
Booking channels which have very minimal or no cost associated with them e.g navigating directly to
our website, app bookings, SEO, CRM email bookings.
FTSE SmallCap Index
The Financial Times Stock Exchange SmallCap Index.
228
Additional Information
|
Hostelworld Annual Report 2025
Definition of Hostelworld Terms
continued
Term
Brief Description
GBR
Gross Booking Revenue. Our commission amount collected from hostels – excludes any cancellations.
Gen Z
Generation Z. A person born between the 1997 and 2012.
Generated Revenue
Gross booking revenue minus impact of cancellations.
GDPR
General Data Protection Regulation.
GHG
Greenhouse Gas (used in context of emissions produced by Hostelworld).
GITCs
General Information Technology Controls – in place to underpin and secure our technology environment.
GMT
Global Markets Team – team that deal day to day with supply (hostels) in Hostelworld.
GMV
Gross Merchandise Value. Gross total transaction value of bookings on our platform on which commission
is charged.
Goki
Goki PTY Limited. Associate investment made by Hostelworld.
Gross/Net
Gross implies that the impact of cancelled bookings is not included.
Net bookings are gross bookings minus the impact of cancelled bookings.
Gross Bookings
Count of bookings made in a specific period before cancellations.
GSTC
Global Sustainable Tourism Council establishes and manages global standards for sustainable travel
and tourism. The GSTC criteria form the Foundation Accreditation for Certification Bodies that certify
accommodations as having sustainable policies and practices in place.
Hangouts
Social features initiative. Hangout status introduced in 2024 on social app, which allows users to explicitly
signal their openness to meet fellow travellers.
HOSCARs
Annual hostel awards operated by Hostelworld. A celebration for the hostels that have done incredible
things, in extraordinary circumstances voted for by travellers.
IFRS
International Financial Reporting Standard.
IE&D
Inclusion, Engagement & Diversity (IE&D).
Investors in Diversity
Framework to govern diversity practices and culture, an Irish based equality accreditation group.
iOS
Operating system used for mobile devices manufactured by Apple Inc.
kWh
kilowatt-hours.
LGBTQ+
Lesbian, Gay, Bisexual, Transgender, Queer/Questioning and a plus to signify all of the gender identities
and sexual orientations that are not specifically covered by the other initials (such as pansexual).
Linkups
Social features initiative. Allows hostels to set up their own group events for others to join. Linkups are
not a service provided by the Group to hostels in connections with accommodation inventory, and
accordingly, are not included in our contract with hostels for IT and data processing services.
Listing Rules
The Transparency Directive and Listing Rules.
LTIP
Long Term Incentive Plan. Type of share option grant which has been used in Hostelworld, where
employees receive shares instead of cash on successful vesting.
LTV/CLV
Lifetime Value or Customer Lifetime Value. The total net generated revenue we can expect to earn
from a customer during their booking lifetime with Hostelworld based on statistical modelling.
Long Haul Bookings
Bookings where the IP address of the customer making the booking at continent level does not match
destination continent or country of hostel.
Market Share
This represents the portion or share of the properties business based on either bednights or revenue
generated in a given period. It is calculated taking the properties total revenue and dividing it by the
“total” revenue or bednights.
Marketing as %
of revenue
Calculated as direct marketing costs expressed as a % of generated revenue (Gross revenue
less cancellations).
Millennial
A person born between 1981 and 1996.
Net Bookings
Gross bookings minus cancelled bookings in a reporting period.
Net Revenue
Calculated as gross revenue less cancellations, deferred revenue, rebates and accounting adjustments
We use some Hostelworld lingo in our annual report and lots of acronyms. We created this appendix of terms to
summarise what these mean.
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Term
Brief Description
NED
Non-Executive Director relating to independent Directors appointed to Board.
Net Cash/Debt
Calculated as debt (bank debt and warehoused payroll taxes) less cash and equivalents.
Net GMV
Net Gross Merchant Value. Gross transaction value of bookings on our platform less cancellations
(relates to Hostelworld commission and hostel share).
Net Margin
Equates to net revenue less marketing costs and credit card fees.
New Customers
Count of customers who have made their first booking with Hostelworld in a specific period.
New Customer Revenue
Net generated revenue associated with new customers in the reporting period.
NCS
Net Competitive Score. This is a % score given to a property based on how much exclusivity we have in
terms of inventory and rate when compared to other key OTAs. A positive NCS shows that the property
is giving us better rates or inventory. A negative NCS shows that a property is giving other OTAs better
rates or inventory.
NPS
Net Promoter Score is a metric that measures customer loyalty and the likelihood of guests recommending
their platform, typically using post-stay surveys.
OccasionGenius Inc.
New acquisition in October 2025 of a US-based B2B event discovery platform for $12 million. This
partnership allows customers to discover, book, and experience events alongside accommodation,
enhancing trip inspiration and engagement.
Occupancy
This describes the % of available beds in a hostel that have been sold.
OECD
Organisation for Economic Co-operation and Development.
OTA
Online Travel Agent.
Over Tourism
The impact of tourism on a destination, or parts thereof, that excessively influences perceived quality
of life of citizens and/or quality of visitor’s experiences in a negative way.
Opex/Operating
Expenses
Operational Expenditure – relates to total administration expenses plus depreciation, amortisation
and impairments.
Paid Marketing and
Paid channels.
Paid marketing channels through which a customer makes a booking on our platform e.g. Google ad
channels and affiliate partnerships.
PAX
Total number of travellers.
Platform
Modernisation
Significant project undertaken in Hostelworld in recent years to update legacy technology platforms
and infrastructure in place, completed in 2025.
PMS
Property Management System. A Property Management System is a software used to control, organise
and execute a hostel/hotel’s daily operations such as online check-in/check-out, managing reservations
and guest communication.
Public Profile
Social features initiative. User profiles allow users to display their name, age, country they are from,
pronouns and some information about themselves on their profile.
PWA
Progressive Web Application – a website that feels just like our apps.
R&D Tax Credit
The Research and Development tax credit in Ireland incentivises companies to invest in research and
development by offering a tax credit or cash for a portion of the R&D expenditure incurred, subject to
certain conditions being met.
Return Customer
Revenue
Net generated revenue associated with returning customers in the reporting period.
RNS
Regulatory News Services made on the London Stock Exchange.
‘Roamies’
A hostel focused adventure tour product run in partnership with G Adventures.
RSU
Restricted Share Option. Type of share option grant which has been used in Hostelworld, where employees
receive shares instead of cash on successful vesting.
SARs
Stock Appreciation Rights.
SEO
Search Engine Optimisation.
Short Haul Bookings
Bookings where the IP address used by the customer making the booking at continent level matches
the destination continent for hostel.
Social Members
Eligible customers who opt-in to be members of the Hostelworld social network.
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Additional Information
|
Hostelworld Annual Report 2025
Definition of Hostelworld Terms
continued
Term
Brief Description
Social Network
A type of online social media platform which people use to build social networks or social relationships
with other people who share similar personal or career content, interests, activities, backgrounds or
real-life connections. The Hostelworld Social Network allows customers to connect with other travellers.
Social Passes
Hostelworld’s Social Pass is a premium, app-based subscription that allows travellers to connect with
the Hostelworld app community and access chat groups, events, and traveller profiles without requiring
a hostel booking. Available for 1 week to 1 year, it enables users to find friends, join activities, and see
who is nearby.
New revenue stream launched Q4 2025.
Sort Order
This describes the city pages on Hostelworld and the position of a hostel on that page.
South Pole
Partner engaged to assess and validate carbon emissions and make quality climate contributions on behalf
of Hostelworld. South Pole awarded Hostelworld with their sustainability label over the last four years.
South Pole, recognised by the World Economic Forum’s Schwab Foundation, is a leading climate solutions
provider and carbon project expert. Website:
www.southpole.com
‘Staircase to
Sustainability’
Programme
Developed specifically for hostels, the Staircase to Sustainability is a bespoke framework to help hostels
review, compare and communicate their sustainability efforts to customers and other stakeholders across
four different levels. As hostels progress on their sustainability journeys, they have the opportunity to
progress or move up the staircase.
Built in line with the Global Sustainability Tourism Council (GSTC)’s criteria, the framework allows hostels
to be assessed against four pillars Sustainability management, Socio- Economic, Cultural Impact and
Environmental Impact.
Taking Climate Action
South Poles sustainability label. To receive this an organisation needs to measure their material Scope
1, Scope 2 and Scope 3 emissions associated with their operations in line with GHG protocol, set a
reduction target aligned with near-term science-based target requirements, finance climate action
equivalent for any residual emissions through certified climate action credits, and disclosure of all
details transparently.
TCFD
Taskforce for Climate-related Financial Disclosures. Sustainability disclosures are prepared in
accordance with the TCFD framework.
tCO
2
e
Tonnes (t) of carbon dioxide
(CO
2
) equivalent (e).
Total Bednights
Equates to the sum of total passengers (see below) x average number of nights per passenger.
Total Passengers
Total number of guests associated with net bookings on our platform in a specific period.
Total Stayed Bednights
Total bednights, adjusted for no-shows.
Third Party Inventory
3PI – New revenue stream launched with test bookings in December 2025, partnering with a third-
party provider Booking.com. Not material to date and will impact 2026 annual report.
Trading Margin
Net generated revenue, less paid marketing costs.
TSR
Total Shareholder Return.
TTV
Total Transaction Value.
Total revenue made by the property including the commission charged and balance due to the hostel.
Unique Customers
Count of unique customers who have made a booking in a specific period.
ViDA
VAT in the Digital Age. Set of regulations introduced by the EU Commission to update the current VAT
system to adapt it for the digital age.
Warehoused
Payroll Taxes
Warehousing of tax debt by Irish Revenue Commissioners aimed at assisting businesses who experienced
cash-flow and trading difficulties during the COVID
-19 pandemic.
30% Club Ireland
The 30% Club is a campaign group of business chairpersons and CEOs taking action to increase gender
diversity on boards and senior management teams, supported by Hostelworld. It was established in
the United Kingdom in 2010 by Helena Morrissey with the aim of achieving a minimum of 30% female
representation on the boards of FTSE 100 companies.
We use some Hostelworld lingo in our annual report and lots of acronyms. We created this appendix of terms to
summarise what these mean.
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Wild Rover, Cusco, Peru
232
Hacienda Venecia, Manizales, Colombia
Hostelworld Group plc
One Chamberlain Square
Birmingham
B3 3AX
United Kingdom
www.hostelworldgroup.com