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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of August 2025
Commission File Number: 001-41333
LOCAFY LIMITED
(Registrant’s name)
246A Churchill Avenue, Subiaco Western Australia 6008, Australia
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
On August 29, 2025, Locafy Limited (the “Company”) issued a press release, “Locafy Reports Fiscal Nine-Month 2025 Results and Highlights Operational Progress, Positioning the Company to Scale,” which is attached hereto as Exhibit 99.1.
| Exhibit | Description of Exhibit | |
| 99.1 | Press Release dated August 29, 2025 |
Incorporation by Reference
This Report on Form 6-K, including all exhibits attached hereto, is hereby incorporated by reference into the Company’s Registration Statement on Form F-3, as amended, originally filed with the Securities and Exchange Commission on May 19, 2023 (File No. 333-272066), to be a part thereof from the date on which this Report on Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| LOCAFY LIMITED | ||
| Date: August 29, 2025 | By: | /s/ Gavin Burnett |
| Name: | Gavin Burnett | |
| Title: | Chief Executive Officer | |
Exhibit 99.1
Locafy Reports Fiscal Nine-Month 2025 Results and Highlights Operational Progress, Positioning the Company to Scale
- Expanded U.S. footprint through strategic partnerships and enterprise wins
- Delivered AI-powered product innovations enabling rapid market adoption
- Partner-led go-to-market model positioned for accelerated growth
PERTH, Australia – August 29, 2025 – Locafy Limited (Nasdaq: LCFY, LCFYW) (“Locafy” or the “Company”), a globally recognized software-as-a-service technology company specializing in location-based digital marketing solutions, today reported financial results for the fiscal nine-month period ended March 31, 2025, and provided a comprehensive business update on operational achievements, strategic partnerships, and product innovations that the Company believes will lay the foundation for growth in fiscal 2026. All financial results are reported in Australian dollars (AUD).
Growth Catalysts
| ● | Signed multi-year, high-value partnerships in the U.S. and APAC with large-scale deployment potential. | |
| ● | Launched AI-powered SEO product suite, including Localizer, targeting multi-location businesses. | |
| ● | Secured large agency and enterprise clients, representing thousands of potential locations with imminent revenue generation. | |
| ● | Established partner-led go-to-market model for scalable, high-margin recurring revenue. |
Management Commentary
“We believe our achievements over the past nine months have reshaped Locafy’s position in the market,” said Gavin Burnett, Chief Executive Officer of Locafy. “We’ve launched innovative AI-powered products, secured high-value partnerships, and expanded our channel network, creating a strong foundation to scale.
“Today, we have a clear go-to-market strategy anchored by our Localizer product, which is gaining traction with large agencies and high-volume partners. Localizer’s repeatable sales model and its potential to generate meaningful recurring revenue, position it as a key growth driver going forward. In recent months, we’ve signed major U.S. agencies capable of driving Localizer sales at scale, including a national SEO agency with a 10-person call center dedicated to selling the product starting in September 2025, and a digital marketing group serving a leading national insurance network with thousands of locations nationwide. These partners provide us with immediate access to large, targeted customer bases and which we expect will enable us to scale more efficiently.
“As we look ahead, our focus is on converting this operational momentum into sustained revenue growth. With a partner-led model, an expanding enterprise and channel pipeline, and technology that addresses critical SEO challenges quickly and at scale, we believe Locafy is well-positioned to capture market share, improve margins, and advance decisively toward profitability.”
Fiscal Nine-Month 2025 and Recent Operational Highlights
Strategic Partnerships & Market Expansion
| ● | U.S. Reputation Platform Partnership (June 2025): Entered a strategic agreement with a leading U.S.-based online reputation and review management platform to syndicate business listings for a premium segment of its client base, including real estate agents, mortgage brokers, and other professional service providers. The partnership expands Locafy’s U.S. listings footprint by approximately 10,000 end users, establishes a foundation for broader adoption across additional industries, as well as positions Locafy’s “AI Search Ready” landing pages and engagement tools as value-added upsells. | |
| ● | AI-Driven SEO Product Suite Launch (July 2025): Introduced an AI-powered suite, headlined by Localizer, a flagship product designed to drive rapid local and national search visibility across Google, Google Maps, and leading AI search engines with minimal human intervention. Early trials have shown both scalability and customer demand, leading to partnerships with high-quality agencies to sell the product in the U.S. and Australian markets. | |
| ● | Experience.com Partnership (July 2025): Appointed exclusive APAC syndication partner for Experience.com’s enterprise-grade review management platform. The integration delivers a combined SEO and reputation-management solution for professional service sectors across APAC, anticipated to establish a long-term growth channel. |
Localizer Momentum & Revenue Pipeline
| ● | Localizer Channel Growth (August 2025): Signed two large U.S. digital agencies focused on insurance and home services verticals and one Australian agency focused on multi-location clients in insurance and home services. These partners are expected to leverage Locafy’s U.S. and Australian business listings database to drive targeted leads. Revenue generation is expected to begin in September 2025, with significant scalability potential across additional verticals. | |
| ● | Australian Top 50 Enterprise Win (August 2025): Signed an agreement to manage business citations for over 1,400 locations across Australia, creating a recurring revenue stream with potential for expansion into other enterprise networks. |
Flagship Contracts & Strategic Initiatives
| ● | Strategic Partner Program Launch (Early 2025): Converted select resellers into strategic partners to deepen engagement and accelerate market penetration, starting with Unique Point in Australia. |
Technology & Product Milestones
| ● | Development of Localizer, an AI-driven, location-based SEO solution that rapidly increases prominence in Google Map search results for relevant high-value keywords, while also delivering visibility in search results across many AI search tools such as ChatGPT, Perplexity, and Gemini. | |
| ● | Integrated Article Accelerator directly into the Locafy platform, enabling in-house article creation, publishing, and boosting in compliance with Google’s latest SEO policies. | |
| ● | Developed AI-driven prototype for localized business articles using directory content; initial tests reached Page 1 rankings within 30 days, validating rapid time-to-value. |
Fiscal Nine-Month 2025 Financial Highlights
Results compare the fiscal nine-month ended results (March 31, 2025) to the same period in 2024 (March 31, 2024) unless otherwise indicated. All financial results are reported in Australian Dollars (AUD).
| ● | Total operating revenue was $2.4 million, compared to $2.9 million in the same year-ago period. Total operating revenue for the respective period was comprised of: |
| ○ | Subscription revenue was $2.2 million, compared to $2.6 million in the same year-ago period. | |
| ○ | Advertising revenue was $117,000, compared to $213,000 in the same year-ago period. | |
| ○ | Services revenue was $47,000, compared to $126,000 in the same year-ago period. Services revenue for the fiscal nine months of 2024 included consulting fees relating to the Company’s engagement with Localista, which was subsequently revised lower on a “fair value” basis. Adjusting for this revision, services revenue in the comparable year-ago period was $25,000. |
| ● | Other income was $257,000, compared to $32,000 in the same year-ago period. The variance was attributed to the Company’s assessment (as at the respective reporting period) of the extent and likelihood of its ability to claim a Research & Development tax incentive in Australia, for non-capitalized expenditure. During the quarter ended December 31, 2024, and after authorizing the Fiscal 2024 Financial Statements, the Company assessed its eligibility to receive an R&D Tax Incentive rebate relating to Fiscal 2024 of $770,000. On a similar basis, the Company expects that its eligibility to receive an R&D Tax Incentive rebate will extend to R&D expenditure incurred during Fiscal 2025 and has accrued for an R&D tax refund receivable of $357,000 for the nine months ended March 31, 2025. The $257,000 in other income represents the R&D Tax Incentive rebates related to non-capitalized expenditure of both Fiscal 2024 ($226,000) and the nine-month period ended March 31, 2025 ($31,000), with the balance ($870,000) applied as a reduction to the carrying amount of capitalized development costs. | |
| ● | Operating expenses were $6.0 million, compared to $5.0 million in the same year-ago period. Operating expenses included a one-time $1.4 million share-based payment expense as it related to the conferral of shares in recognition of liabilities converted to equity (via the issue of performance rights, which subsequently expired) to assist the Company in preserving cash and maintaining compliance with the Nasdaq Capital Market listing requirements. Excluding this one-time adjustment, operating expenses were $4.6 million, with the decrease driven by lower employment-related costs and marketing expenses, partially offset by higher technology expenses and depreciation and amortization expenses. | |
| ● | Net loss totaled $3.5 million, or $2.19 per share, compared to net loss of $2.1 million, or $1.63 per share, in the comparable year-ago period. |
Key Performance Indicators (KPIs)
Unless otherwise stated, KPI data is as of the 2025 fiscal third quarter ended (March 31, 2025).
| ● | Monthly recurring revenue (MRR) for the 2025 fiscal third quarter was $261,000, up 1% sequentially and down 2% year-over-year. |
For more information, please see Locafy’s investor relations website at investors.locafy.com.
About Locafy
Founded in 2009, Locafy’s (Nasdaq: LCFY, LCFYW) mission is to accelerate visibility and prominence for local, national and brand focused businesses in both online and AI search engines using advanced SEO techniques, technologies and AI driven automation. For more information, please visit www.locafy.com.
About Key Performance Indicators
Locafy defines MRR as the value of all recurring subscription contracts with active entitlements as at the end of each month. MRR across a period is the average of each month’s MRR within that period.
The Company may introduce additional KPIs in future quarters if deemed relevant long-term indicators of performance.
Forward-Looking Statements
This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “subject to”, “believe,” “anticipate,” “plan,” “expect,” “intend,” “estimate,” “project,” “may,” “will,” “should,” “would,” “could,” “can,” the negatives thereof, variations thereon and similar expressions, or by discussions of strategy, although not all forward-looking statements contain these words. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, they do involve assumptions, risks, and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors and risk factors, including those discussed in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including the Company’s Restated Annual Report on Form 20-F/A filed with the SEC on August 22, 2025, and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.
Investor Relations Contact
Matt Glover
Gateway Investor Relations
(949) 574-3860
LCFY@gateway-grp.com
-Financial Tables to Follow-
Locafy Limited
Consolidated Statement of Profit or Loss and Other Comprehensive Income
|
6 months to 31 Dec 2024 |
3 months to 31 Mar 2025 |
9 months to 31 Mar 2025 |
9 months to 31 Mar 2024 |
|||||||||||||
| AUD $ (unaudited) |
AUD $ (unaudited) |
AUD $ (unaudited) |
AUD $ (unaudited) |
|||||||||||||
| Revenue | 1,557,673 | 816,448 | 2,374,121 | 2,947,522 | ||||||||||||
| Other income | 247,238 | 9,356 | 256,594 | 32,241 | ||||||||||||
| Technology expense | (625,138 | ) | (318,808 | ) | (943,946 | ) | (676,447 | ) | ||||||||
| Employee benefits expense | (906,906 | ) | (388,212 | ) | (1,295,118 | ) | (2,322,417 | ) | ||||||||
| Share based payments expense | (1,422,547 | ) | - | (1,422,547 | ) | - | ||||||||||
| Occupancy expense | (53,182 | ) | (26,151 | ) | (79,333 | ) | (75,055 | ) | ||||||||
| Marketing expense | (40,601 | ) | (50,208 | ) | (90,809 | ) | (179,151 | ) | ||||||||
| Consultancy expense | (358,410 | ) | (254,677 | ) | (613,087 | ) | (657,926 | ) | ||||||||
| Other expenses | (59,711 | ) | (27,766 | ) | (87,477 | ) | (46,962 | ) | ||||||||
| Depreciation and amortization expense | (840,939 | ) | (418,655 | ) | (1,259,594 | ) | (1,079,660 | ) | ||||||||
| Reversal / (Impairment) of financial assets | (184,593 | ) | - | (184,593 | ) | 67,146 | ||||||||||
| Operating loss | (2,687,116 | ) | (658,673 | ) | (3,345,789 | ) | (1,990,709 | ) | ||||||||
| Foreign exchange gain | 55,520 | (15,690 | ) | 39,830 | - | |||||||||||
| Financial cost | (30,201 | ) | (142,823 | ) | (173,024 | ) | (97,660 | ) | ||||||||
| Loss before income tax | (2,661,797 | ) | (817,186 | ) | (3,478,983 | ) | (2,088,369 | ) | ||||||||
| Income tax expense | - | - | - | - | ||||||||||||
| Loss for the period after tax | (2,661,797 | ) | (817,186 | ) | (3,478,983 | ) | (2,088,369 | ) | ||||||||
| Other comprehensive income | ||||||||||||||||
| Items that will be reclassified subsequently to profit and loss | ||||||||||||||||
| Exchange differences on translating foreign operations | (41,797 | ) | 6,600 | (35,197 | ) | (9,251 | ) | |||||||||
| Total comprehensive profit/(loss) for the period | (2,703,594 | ) | (810,586 | ) | (3,514,180 | ) | (2,097,620 | ) | ||||||||
| Earnings per share | ||||||||||||||||
| Basic loss per share | (1.78 | ) | (0.46 | ) | (2.19 | ) | (1.63 | ) | ||||||||
| Diluted loss per share | (1.78 | ) | (0.46 | ) | (2.19 | ) | (1.63 | ) | ||||||||
Locafy Limited
Consolidated Statement of Financial Position
|
As at 31 Mar 2025 |
As at 31 Dec 2024 |
As at 30 Jun 2024 |
||||||||||
|
AUD $ (unaudited) |
AUD $ (unaudited) |
AUD $ (restated) (audited) |
||||||||||
| Assets | ||||||||||||
| Current assets | ||||||||||||
| Cash and cash equivalents | 1,286,175 | 568,286 | 275,875 | |||||||||
| Trade and other receivables | 905,812 | 1,560,981 | 904,564 | |||||||||
| Other assets | 326,144 | 222,132 | 294,355 | |||||||||
| Total current assets | 2,518,131 | 2,351,399 | 1,474,794 | |||||||||
| Non-current assets | ||||||||||||
| Property, plant and equipment | 122,426 | 146,590 | 196,929 | |||||||||
| Right of use assets | 193,662 | 222,711 | 280,810 | |||||||||
| Intangible assets | 3,336,564 | 3,443,321 | 4,204,966 | |||||||||
| Total non-current assets | 3,652,652 | 3,812,622 | 4,682,705 | |||||||||
| Total assets | 6,170,783 | 6,164,021 | 6,157,499 | |||||||||
| Liabilities | ||||||||||||
| Current liabilities | ||||||||||||
| Trade and other payables | 409,597 | 865,993 | 1,252,503 | |||||||||
| Borrowings | 249,100 | 261,600 | 271,600 | |||||||||
| Provisions | 106,589 | 122,255 | 211,300 | |||||||||
| Accrued expenses | 514,693 | 401,404 | 496,749 | |||||||||
| Lease liabilities | 137,562 | 134,017 | 128,669 | |||||||||
| Contract and other liabilities | 141,816 | 147,111 | 147,640 | |||||||||
| Total current liabilities | 1,559,357 | 1,932,380 | 2,508,461 | |||||||||
| Non-current liabilities | ||||||||||||
| Lease liabilities | 99,449 | 135,483 | 203,909 | |||||||||
| Provisions | 147,783 | 145,054 | 133,399 | |||||||||
| Total non-current liabilities | 247,232 | 280,537 | 337,308 | |||||||||
| Total liabilities | 1,806,589 | 2,212,917 | 2,845,769 | |||||||||
| Net assets | 4,364,194 | 3,951,104 | 3,311,730 | |||||||||
| Equity | ||||||||||||
| Issued capital | 53,208,868 | 51,985,189 | 48,588,888 | |||||||||
| Reserves | 451,876 | 445,278 | 1,878,243 | |||||||||
| Accumulated losses | (49,296,550 | ) | (48,479,363 | ) | (47,155,401 | ) | ||||||
| Total equity | 4,364,194 | 3,951,104 | 3,311,730 | |||||||||
Locafy Limited
Consolidated Statement of Cash Flows
|
6 months to 31 Dec 2024 |
3 months to 31 Mar 2025 |
9 months to 31 Mar 2025 |
||||||||||
| AUD $ (unaudited) |
AUD $ (unaudited) |
AUD $ (unaudited) |
||||||||||
| Cash flows from operating activities | ||||||||||||
| Receipts from customers (inclusive of GST) | 1,710,444 | 670,591 | 2,381,035 | |||||||||
| Payments to suppliers and employees (inclusive of GST) | (2,344,083 | ) | (1,483,172 | ) | (3,335,755 | ) | ||||||
| R&D Tax Incentive and government grants | - | 806,495 | 806,495 | |||||||||
| Financial cost | (30,201 | ) | (142,823 | ) | (173,024 | ) | ||||||
| Net cash used by operating activities | (663,840 | ) | (148,909 | ) | (321,249 | ) | ||||||
| Cash flows from investing activities | ||||||||||||
| Capitalised development costs | (733,872 | ) | (258,686 | ) | (992,558 | ) | ||||||
| Purchase of intellectual property | (152,417 | ) | (24,146 | ) | (668,063 | ) | ||||||
| Net cash used by investing activities | (886,289 | ) | (282,832 | ) | (1,660,621 | ) | ||||||
| Cash flows from financing activities | ||||||||||||
| Proceeds from issue of shares | 1,992,063 | 1,267,385 | 3,259,448 | |||||||||
| Transaction costs on issuance of shares | (104,128 | ) | (60,561 | ) | (164,689 | ) | ||||||
| Repayment of borrowings | (10,000 | ) | (12,500 | ) | (22,500 | ) | ||||||
| Repayment of lease liabilities | (63,078 | ) | (32,489 | ) | (95,567 | ) | ||||||
| Net cash from financing activities | 1,814,857 | 1,161,835 | 2,976,692 | |||||||||
| Net increase in cash and cash equivalents | 264,728 | 730,094 | 994,822 | |||||||||
| Net foreign exchange difference | 27,683 | (12,205 | ) | 15,478 | ||||||||
| Cash and cash equivalents at the beginning of the period | 275,875 | 568,286 | 275,875 | |||||||||
| Cash and cash equivalents at the end of the period | 568,286 | 1,286,175 | 1,286,175 | |||||||||