Half-year Financial Report

Summary by AI BETAClose X

Next 15 Group plc reported interim results for the six months ended 31 July 2026, with net revenue of £214.9 million, a 1.3% like-for-like decline in constant currency, and adjusted operating profit of £32.1 million, a 1.8% decrease year-on-year. Despite a statutory loss before tax of £1.5 million, primarily due to litigation costs, the Group saw its adjusted operating profit margin improve to 14.9% from 14.2% in the prior year, reflecting disciplined cost management and a 5% headcount reduction. Net debt increased to £57.3 million, though leverage remained low at 0.7x adjusted EBITDA, and the interim dividend was maintained at 4.75p per share. The Group noted three consecutive months of organic revenue growth from June to August 2026, the first sustained period in three years, and expects full-year results to be in line with market expectations.

Disclaimer*

 

8 October 2026

Next 15 Group plc

(“Next 15” or the “Group”)

Results for the six months ended 31 July 2026

A more focused group of high quality businesses returning to growth: Further simplification, Track 1 in growth, margins improving and current trading in line with full year expectations.

Next 15 Group plc (AIM:NFG) today announces its interim results for the six months ended 31 July 2026.

Financial results for the six months to 31 July 2026 (unaudited)

 

Six months ended
31 July 2026
£m

Six months ended
31 July 20251
£m

% change year
on year

Adjusted results2

 

 

 

LFL net revenue (constant currency)

216.4

219.3

(1.3)%

Net revenue

214.9

230.8

(6.9)%

Adjusted operating profit

32.1

32.7

(1.8)%

Adjusted operating profit margin

14.9%

14.2%

 

Adjusted profit before tax

30.2

30.9

(2.3)%

Adjusted diluted earnings per share

20.7p

21.4p

(3.3)%

Net debt

57.3

45.3

26.5%

Statutory results

 

 

 

Revenue

299.4

316.1

(5.3)%

Operating profit

5.1

19.1

 

(Loss)/profit before tax

(1.5)

15.8

 

Diluted (loss)/earnings per share

(3.4)p

10.4p

 

Total dividend per share

4.75p

4.75p

 

Net cash (outflow)/inflow from operations

(5.0)

5.6

(189.3)%

 

 

 

 

1Prior year figures have been presented excluding Mach49, which is separately reported as a discontinued operation, as previously announced.

2Adjusted results have been presented to provide additional information that may be useful to shareholders to understand the performance of the Group by facilitating comparability both year on year and with industry peers. Adjusted results are reconciled to statutory results within the appendix.

Financial highlights

  • Net revenue of £214.9m (H1 FY26: £230.8m). On a like-for-like (‘LFL’) basis at constant currency, this represents a decline of 1.3%.
    • Growth returning: the Group delivered three consecutive months of organic revenue growth (June 26 – August 26), the first sustained period of growth in three years.
    • Track 1 delivered LFL revenue growth of 1.8% at an 18.4% operating margin (H1 FY26: 17.9%), led by Digital Transformation, up 26.8%.
  • Adjusted operating profit of £32.1m (H1 FY26: £32.7m), with operating margin improving to 14.9% (H1 FY26: 14.2%), reflecting disciplined cost management and the benefits of the simplification strategy.
  • The Group has been rationalised from 22 businesses to 10, with headcount reduced by 5%.
  • Statutory loss before tax of £1.5m principally due to ongoing litigation costs and acquisition accounting related costs.
  • Net debt increased to £57.3m (H1 FY26: £45.3m), reflecting earn-out payments, tax and capex, with leverage remaining low at 0.7x adjusted EBITDA.
  • Interim dividend maintained at 4.75p per share reflecting confidence in the Group’s healthy balance sheet and near-term outlook.

Operational highlights

  • Simplification continues — Part disposal of Elvis completed in the period, with approximately half of Elvis' revenues retained by the Group, including its profitable digital commerce capabilities; active processes for disposals progressing.
  • Delivering on “Unified, not Uniform” — Track 1 operating board established and meeting regularly, removing silos across clients, data and technology; technology unification programme on track.
  • Group-wide data programme launched — full audit underway, with pilot projects beginning in H2, to harness the Group’s proprietary data assets, enhance client outcomes and drive growth across the portfolio.
  • Early 'Next 15 flywheel' evidence — data, technology and AI activation now live in client delivery across Track 1: Transform's six-week AI Lab with Defra built an AI funding tool with modelled savings of over £900,000 and 300,000kg of carbon; SMG's RMX platform enters beta in December with five retail media launch partners and a major agency holding company; Pretzl's data-led account targeting for Atlassian is running 16% ahead of target; and Savanta's behavioural research is shaping a major international grocer's in-store retail media rollout.
  • Client wins — Transform momentum: bookings of £159.9m in H1 (H1 FY26: £19.6m), taking bookings for the 12 months to 31 July 2026 to £223.7m, including new and expanded work with the Department for Education, Defra and UK Health Security Agency; Pretzl appointed by Atlassian; and strong new business at M Booth and M Booth Health, including Google for Education.
  • Cost discipline — headcount reduced by 5% to 3,198 by the end of July through the ongoing cost reduction programme, FY26's £26m savings flowing through.
  • Mach49 — business now wound down; arbitration ongoing, with no change to the Group's position.

Commenting on the results, Sam Knights said:

“The first half of FY27 demonstrates our strategy has taken hold. Momentum has continued to build through the period, with the Group returning to organic growth for three consecutive months (June 26 – August 26) for the first time in three years.

We have continued to act decisively. The portfolio continues to be rationalised, the cost base is materially lower and the ‘unified, not uniform’ operating model is working as evidenced by increasing margins, with our businesses increasingly winning together.

We are repositioning Next 15 as a more focused, data and AI-led growth platform, with increasing integration across our core businesses and early commercial applications already delivering client impact.

Our Track 1 portfolio – SMG, Transform, Savanta, Pretzl, M Booth and M Booth Health – operates in structurally growing markets and delivered like-for-like revenue growth of 1.8% in the half, with increased operating profit and a margin of 18.4% (H1 FY26: 17.9%), demonstrating the quality of the Group’s core and the strategy in action.

We are working to resolve the legacy issues on Mach49. We continue to maintain a robust defence and expect a ruling within this financial year.

Looking forward, our priorities are clear – resolving the Mach49 arbitration, completing the simplification of the portfolio at pace and converting recent momentum into full-year growth.

Trading since the period end has been encouraging and in-line with full year expectations.

I would like to thank the Next 15 team for the proactivity and discipline they have shown through this transformation."

Trading

The Group delivered a first-half performance in line with expectations despite a challenging macro environment. Net revenue was £214.9m (H1 FY26: £230.8m), a like-for-like decline of 1.3% at constant currency, and adjusted operating profit was £32.1m (H1 FY26: £32.7m), with the operating margin improving to 14.9% (H1 FY26: 14.2%), reflecting disciplined cost management and the execution of the Group strategy.

Alongside this, we have continued to reset the business. We have materially simplified the portfolio, reduced complexity and sharpened our strategic focus through the Track 1 / Track 2 framework, prioritising data, technology and AI-enabled businesses. This has been supported by cost actions and a disciplined approach to cash, resulting in a more controlled and resilient operating model.

The growth at Transform and M Booth Health has led to a shift in our client industry mix: Consumer & Retail and Technology remain our two largest client sectors, while the Public Sector has become our third largest and fastest-growing. This is driving good diversification and a more balanced, resilient revenue base — a trend we expect to continue as we invest in our highest-growth businesses.

Disciplined cost management supported an increase in the adjusted operating margin despite the revenue decline, with headcount reduced by a further 5% during the half. This builds on the restructuring completed in FY26, which together have generated annualised savings of approximately £26m, the full benefit of which flows into FY27.

The balance sheet is robust, and leverage remains low with net debt of £57.3m (H1 FY26: £45.3m) and net debt/adjusted EBITDA at 0.7x.

Ongoing Mach49 arbitration

The process relating to the previously announced Mach49 arbitration is still ongoing. The hearing has now completed, and the Group is awaiting an outcome. The Company's position is unchanged since the prior year end: it maintains its stance regarding the non-payment of the remaining earnout and has counterclaimed for previously paid earnout amounts. Our assessment of the strength of our legal case remains unchanged.

Interim dividend

The Board has maintained the interim dividend at 4.75p per share, reflecting confidence in the Group’s healthy balance sheet and near-term outlook. This represents a cash cost of £4.9m, with the dividend payable on 20 November 2026 to shareholders on the register at 16 October 2026.

Outlook

Trading since the period end is encouraging, with three consecutive months of LFL revenue growth (June 26 – August 26), for the first time in three years and a strong pipeline of new business across the Group. We expect the growth drivers of the first half to persist: continued momentum in Digital Transformation, where Transform continues to expand across government and continued strong new business at M Booth and M Booth Health. Discretionary and technology client spend remains constrained, and we remain disciplined on costs, with the full benefit of FY26’s restructuring flowing through this year. On this basis, the Board expects the Group to deliver LFL revenue growth for the full year, with revenue and adjusted operating profit in line with market expectations. The segmental mix is expected to differ from current market expectations, with stronger than expected growth in Digital Transformation, offset by the effect of portfolio disposals and a more gradual recovery than expected in some of the other segments.

We have not, at this stage, experienced any material adverse impact on our operations from the ongoing Middle East conflict, but we remain mindful of the challenging economic environment.

Our priorities for the second half remain: resolve – conclude the Mach49 arbitration; simplify – progress the portfolio actions under the time-boxed review and embed the operating model; and grow – continue investing in Track 1, scale AI capabilities across the Group and convert momentum into sustained, profitable growth.

Webcast for analysts and investors

Next 15 will host an analyst and investor webcast at 9:30 today (UK time), Thursday 8 October 2026.

To access the webcast, please contact next15@mhpgroup.com

For further information contact:

Next 15 Group plc (via MHP)
Sam Knights, Chief Executive Officer
Mickey Kalifa, Chief Financial Officer

Deutsche Numis (Nomad & Joint Broker)
Nick Westlake, Hugo Rubinstein
+44 (0)20 7260 1000

Berenberg (Joint Broker)
Ben Wright, Mark Whitmore, Marie Moy
+44 (0)20 3207 7800

MHP (Investor Relations)
Oliver Hughes, Eleni Menikou, Lucy Gibbs
Next15@mhpgroup.com
+44 (0)7885 224 532 / +44 (0)7701 308 818

Notes:
Net revenue
Net revenue is calculated as revenue less direct costs as shown on the Consolidated Income Statement.

Organic net revenue growth
Organic net revenue growth is defined as like-for-like (LFL) net revenue growth at constant currency excluding the impact of acquisitions and disposals in the last 12 months. For acquisitions made in the prior year, only the corresponding months of ownership are included in the calculation of growth. Net revenue is reconciled to statutory revenue within the appendix and a reconciliation of the movement in the year is included in the net revenue bridge on page 7.

Adjusted operating profit margin
Adjusted operating profit margin is calculated based on the adjusted operating profit as a percentage of net revenue. Adjusted operating profit is reconciled to statutory results within the appendix.

This announcement contains inside information as defined in Article 7 of the Market Abuse Regulation.

About Next 15

Next 15 (AIM:NFG) is an AIM-listed Group with operations in Europe, North America and across Asia Pacific. The business operates across five operating segments aligning to the Group’s refreshed strategy: Retail Media, Data and Research, Digital Transformation, Marketing and Communications and Creative Services. The Group has long-term customer relationships with many of the world’s leading companies including Google, Amazon, Boots, Dow, Microsoft, Dell, Department for Education, American Express and Procter & Gamble.

At Next 15, success is underpinned by a people-led approach. Our purpose is to empower our team to deliver data-powered growth, fit for an AI future - delivering measurable solutions for our clients, nurturing exceptional talent, and creating lasting value for our shareholders.

Chief Executive Officer’s Review

Review of six months ended 31 July 2026

The Group delivered a resilient performance in the first six months of the year, with results in line with market expectations despite well reported continued macroeconomic pressure impacting client sentiment. Digital Transformation continued to deliver exceptional growth, supported by the significant, multi-year contract win with DEFRA, and ongoing work with the DfE. M Booth Health also delivered strong growth.

The turnaround programmes at Savanta and Pretzl are also progressing, with good momentum and early signs of recovery in the second half of the year. The profit delivered in the period has also been supported by further operational efficiencies, with a further 5% headcount reduction across the Group in the period.

Track 1 comprises SMG, Transform, Savanta, Pretzl, M Booth, M Booth Health and now the Digital Commerce division of Elvis, businesses that collectively are positioned in some of the industry’s fastest-growing markets, including Digital Transformation, Retail Media, Data and Insights & Analytics. These businesses grew LFL revenues by 1.8% to £143.1m (H1 FY26: £141.5m) and adjusted operating profit by 3.5% to £26.3m (H1 FY26: £25.4m), demonstrating the quality and growth potential of the core portfolio.

Track 2 comprises Activate, Brandwidth, Marker and MHP. These businesses generated revenues of £68.0m (H1 FY26: £71.6m) and an adjusted operating profit of £14.6m (H1 FY26: £15.0m).

The Group reported adjusted operating profit of £32.1m (H1 FY26: £32.7m), with margins protected at 14.9% (H1 FY26: 14.2%), reflecting disciplined cost management. Adjusted diluted earnings per share has reduced by 3.3% to 20.7p, compared with 21.4p achieved in the prior period, as a result of the increase in dilutive shares. Statutory operating profit was £5.1m (H1 FY26: £19.1m), principally due to the Mach49 arbitration costs, also resulting in a loss before tax. As a result of this, diluted loss per share declined to 3.4p (H1 FY26: diluted earnings per share of 10.4p).

Simplification strategy

The portfolio simplification review is progressing well. The partial sale of Elvis in July, a Track 2 business, reduced the Group's portfolio to 10 businesses from 22 in FY26. The Group retained approximately half of Elvis’s revenue, including the profitable retail and commerce capabilities within its Digital Commerce business. Active processes for further disposals are also progressing.

Returns to shareholders

The Board's capital allocation priorities are to maintain a healthy, low-leverage balance sheet and to invest selectively in long-term organic growth. The Board intends to maintain the dividend at a level supported by the Group's performance, cash generation and investment requirements. Any surplus capital may be deployed through targeted bolt-on acquisitions that strengthen key areas of the business, or through additional returns to shareholders.

The Board has declared an interim dividend of 4.75p per share, in line with the prior period (H1 FY26: 4.75p) and covered 4.4x by diluted adjusted earnings per share. The dividend will be paid on 20 November 2026 to shareholders on the register of members at the close of business on 16 October 2026. The ex-dividend date is 15 October 2026.

Review of Adjusted Results to 31 July 2026

The commentary below focuses on the Group's adjusted performance for the six months to 31 July 2026, compared with the six months to 31 July 2025. The Directors believe that adjusted measures, used alongside statutory measures, give a more meaningful view of the Group's underlying trading performance. These measures:

  • Reflect how the Board and management monitor and manage the business
  • Are consistent with how shareholders and analysts assess and value the Group
  • Exclude items that can distort period-on-period comparisons, giving a clearer view of underlying performance
  • More closely reflect the Group's cash generation and working capital position

ADJUSTED RESULTS2

Six months ended
31 July 2026

 

Six months ended
31 July 20251

 

£’000

 

£’000

Net revenue

214.9

 

230.8

Operating profit

32.1

 

32.7

Operating profit margin

14.9%

 

14.2%

Net finance expense

(1.9)

 

(1.8)

Profit before income tax

30.2

 

30.9

Effective tax rate on adjusted profit

25.1%

 

26.2%

Diluted adjusted earnings per share

20.7p

 

21.4p

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

2Adjusted results have been presented to provide additional information that may be useful to shareholders to understand the performance of the business by facilitating comparability both year on year and with industry peers. Adjusted results are reconciled to statutory results below and within the appendix.

Adjusted operating profit decreased marginally by 1.8% to £32.1m (H1 FY26: £32.7m), whereas the Group reported a statutory operating profit of £5.1m (H1 FY26: £19.1m), principally due to the impact of disposals and Mach49 related costs. The Group reported a statutory loss before tax of £1.5m (H1 FY26: statutory profit before tax of £15.8m). The year-on-year change is driven by the Mach49 arbitration costs, as well as the other adjusting items referred to below.

The adjusted effective tax rate on the Group’s adjusted profit for the six months ended 31 July 2026 was 25.1% (H1 FY26: 26.2%), largely due to the impact of the differing rates of taxation related to overseas profits. Adjusted diluted earnings per share has reduced by 3.3% to 20.7p compared with 21.4p achieved in the prior year, as a result of the marginal decrease in profitability on an adjusted basis and an increase in dilutive shares. Diluted loss per share decreased to 3.4p (H1 FY26: diluted earnings per share £10.4p), principally reflecting lower operating profit as a result of the loss on disposals and Mach49 related costs.

The Group’s balance sheet remains healthy. Leverage remains low, with net debt, excluding lease liabilities, of £57.3m as at 31 July 2026, which is after cash payments of £6.2m for acquisition related liabilities. We experienced a net working capital outflow of £21.2m compared to an inflow £4.3m in the prior year. The current period outflow was driven by the typical build-up of trade debtors in H1, along with the payment of advisor fees in relation to the ongoing litigation including the arbitration, as well as the payment of the annual bonuses in the first half of the year.

Net revenue bridge

 

Net Revenue (£’m)

 

Movement %

Six months to 31 July 2025

230.8

 

 

Disposals

(11.5)

 

 

Six months to 31 July 2025 - adjusted

219.3

 

 

Organic decline

(2.9)

 

- 1.3%

Impact of FX

(1.5)

 

- 0.7%

Six months to 31 July 2026

214.9

 

 

1The definition of net revenue and explanation of how organic net revenue growth is calculated is included within the appendix.

Reconciliation between statutory and adjusted profit

 

 

Six months ended
31 July 2026

 

Six months ended
31 July 20251

 

 

£’000

 

 

£’000

(Loss)/profit before income tax

 

(1,513)

 

 

15,815

Acquisition accounting related costs2

 

12,836

 

 

11,927

Costs associated with operational restructuring

 

3,799

 

 

1,910

Mach49 costs

 

10,014

 

 

4,391

Loss/(gain) on disposal of subsidiaries

 

1,138

 

 

(4,108)

Deal costs

 

2,300

 

 

1,008

Property impairment

 

1,629

 

 

-

Adjusted profit before income tax3

 

30,203

 

 

30,943

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

2Acquisition accounting related costs includes unwinding of discount and change in estimate on deferred and contingent consideration and share purchase obligation payable, employment linked acquisition payments and amortisation of acquired intangibles.

3A full reconciliation and further detail is set out in the appendix.

The adjusted profit measures exclude items that are not reflective of the Group’s underlying trading in the year. The principal adjustments in the current year were:

  • Acquisition accounting related costs (£12.8m) include employment-related acquisition payments (£1.3m): Deferred consideration payments that are contingent on continued employment and therefore treated as remuneration under IFRS.
  • Acquisition accounting related costs also include amortisation of acquired intangibles (£7.0m): A non-cash charge relating to the amortisation of customer relationships and other intangibles recognised on historical acquisitions.
  • Operational restructuring costs (£3.8m): Primarily relates to headcount reductions and associated severance costs as part of the Group's cost optimisation programme.
  • Mach49 costs (£10.0m): Principally legal and adviser fees.
  • Loss on disposals (£1.1m) arising from the part disposal of the Elvis business.
  • Deal costs (£2.3m): Professional fees and other transaction costs associated with disposals and corporate activity.
  • Property impairment of £1.6m, reflecting the rationalisation of the Group's property footprint as part of our ongoing cost discipline programme.

Segment adjusted performance

 

Retail
Media
1
£’000

Data &
Research

£’000

Digital
Transformation

£’000

Marketing
& Comms
£’000

Creative
Services
1
£’000

Head
Office
£’000

Total
£’000

Six months ended 31 July 2026

 

 

 

 

 

 

Net revenue

26,398

22,684

36,809

114,226

14,760

-

214,877

Adjusted operating profit/(loss)

5,285

2,920

6,415

24,054

1,654

(8,239)

32,089

Adjusted operating profit margin2

20.0%

12.9%

17.4%

21.1%

11.2%

-

14.9%

Organic net revenue growth /(decline)

2.1%

(11.5)%

26.8%

(4.7)%

(14.6)%

-

(1.3)%

Six months ended 31 July 2025

 

 

 

 

 

 

Net revenue

25,864

25,769

29,029

121,256

28,929

-

230,847

Adjusted operating profit/(loss)

4,176

3,120

4,008

26,235

2,607

(7,461)

32,685

Adjusted operating profit margin2

16.1%

12.1%

13.8%

21.6%

9.0%

-

14.2%

Organic net revenue growth/(decline)

10.9%

(6.4)%

51.2%

(8.8)%

(22.8)%

-

(5.3)%

1Following the partial disposal of Elvis, the retail and commerce capabilities of the business which remained has been reclassified to the retail media operating segment from creative services. The prior year figures have been re-presented on a consistent basis.

2Adjusted operating profit margin is calculated based on the adjusted operating profit as a percentage of net revenue.

During the prior year, the Group introduced five new operating segments aligned to the Group’s refreshed strategy and the way we manage the business. The following review presents the performance of each segment for the six months ended 31 July 2026.

Retail Media

This segment comprises SMG, the Group's specialist retail media business, together with Digital Commerce, the retail and commerce capabilities retained from the partial disposal of Elvis completed in the period. Digital Commerce represents approximately half of Elvis' pre-disposal revenues and includes its profitable customer experience capabilities. A positive performance from SMG drove total organic net revenue growth of 2.1%. We are seeing promising signs from our continued investment in the US market, a significant growth opportunity, with revenue now being recognised. Tight cost control led to an increase in operating margin to 20.0% (H1 FY26: 16.1%).

Data & Research

This segment comprises a single business, Savanta, which combined with Plinc in the prior year. Net revenue for the segment decreased organically by 11.5% to £22.7m (H1 FY26: £25.8m), as we build higher-margin data products, with the core research business performing well. The business is now showing signs of stabilisation, with quarter-on-quarter growth throughout FY27. Adjusted operating profit only decreased by 6.4% to £2.9m (H1 FY26: £3.1m). The restructuring efforts from the prior year and tight cost control resulted in an improved adjusted operating margin of 12.9% (H1 FY26: 12.1%).

Digital Transformation

This segment comprises Transform, our digital, data and AI transformation consultancy focused on the UK public sector. Transform delivered exceptional growth of 26.8% in the period, revenues growing by £7.8m to £36.8m (H1 FY26: £29.0m). The growth was supported by a very significant, multi-year contract for DEFRA, and ongoing work with MoJ, UKHSA and DfE. As a result, the operating profit margin also increased to 17.4% (H1 FY26: 13.8%).

For the first time, we report Transform's bookings, reflecting the growing scale and multi-year nature of its client relationships. In H1, Transform's bookings were £159.9m (H1 FY26: £19.6m), driven primarily by Transform's role as lead delivery partner within the i10 ecosystem delivering a programme for DEFRA worth up to £150m over five years. This takes bookings for the 12 months to 31 July 2026 to £223.7m, which also reflects a DfE contract announced in H2 FY26 worth up to £60m and expanded work with UKHSA.

Marketing & Communications

Our largest segment Marketing & Communications, comprises Pretzl, M Booth, M Booth Health, Marker, MHP and Activate. Performance across the segment was mixed. M Booth Health saw good growth in the first half of the year, along with encouraging performances from M Booth and Marker. This was offset by the challenges in our B2B technology-focused agencies, including Pretzl which had a change in leadership and have recently restructured operationally to provide a healthier cost base. This led to overall net revenue decreasing by 5.9% to £114.2m (H1 FY26: £121.3m), whilst adjusted operating profit declined by 8.3% to £24.1m (H1 FY26: £26.2m). The adjusted operating margin improved slightly to 21.1% (H1 FY26: 21.6%), reflecting disciplined cost management.

Creative Services

This segment comprises Brandwidth and the creative part of Elvis which was disposed of in July, as well as the disposed brands from prior year. The creative marketing sector continued to face challenges and was impacted by the reduction in Elvis, which contributed to an organic net revenue decline of 14.6% to £14.8m (H1 FY26: £28.9m). Adjusted operating profit declined to £1.7m (H1 FY26: £2.6m), with an adjusted operating margin of 11.2% (H1 FY26: 9.0%).

Regional adjusted performance

 

UK

EMEA

US

Asia
Pacific

Head
Office

Total

 

£’000

£’000

£’000

£’000

£’000

£’000

 

 

 

 

 

 

 

Six months ended 31 July 2026

 

 

 

 

 

 

Net revenue

121,587

5,521

80,877

6,892

-

214,877

Adjusted operating profit/(loss)

18,833

613

19,950

932

(8,239)

32,089

Adjusted operating profit margin1

15.5%

11.1%

24.7%

13.5%

-

14.9%

Organic net revenue (decline)/growth

(2.9)%

(9.0)%

2.1%

(5.8)%

-

(1.3)%

Six months ended 31 July 2025

 

 

 

 

 

Net revenue

129,589

5,920

87,924

7,414

-

230,847

Adjusted operating profit/(loss)

19,840

955

18,637

714

(7,461)

32,685

Adjusted operating profit margin1

15.3%

16.1%

21.2%

9.6%

-

14.2%

Organic net revenue (decline)/growth

(2.3)%

1.6%

(9.3)%

(5.2)%

-

(5.3)%

1Adjusted operating profit margin is calculated based on the adjusted operating profit as a percentage of net revenue.

The UK continues to be the Company’s largest market comprising 57% of the overall business. It delivered a mixed performance, with net revenue decreasing by 6.2% to £121.6m (H1 FY26: £129.6m). UK organic revenue declined by 2.9%. Adjusted operating profit was £18.8m, with an adjusted operating margin of 15.5%.

The US represents 38% of the Company’s business. Total US net revenues declined by 8.0% to £80.9m (H1 FY26: £87.9m) as a result of disposals in the later stages of FY26, whilst the remaining businesses reported organic growth of 2.1%. This was primarily driven by good growth from M Booth Health, partially offset by continued weakness in our B2B technology businesses. The increase in margin to 24.7% resulted from all the US businesses continuing disciplined cost management. Adjusted operating profit from our US businesses increased by 7.0% to £20.0m (H1 FY26: £18.6m), maintaining a healthy operating margin of 24.7% (H1 FY26: 21.2%).

The EMEA business reported a decrease in net revenue of 6.7% to £5.5m (H1 FY26: £5.9m), with an adjusted operating profit of £0.6m, at an adjusted operating margin of 11.1% (H1 FY26: 16.1%).

In the APAC region, net revenue decreased by 7.0% to £6.9m (H1 FY26: £7.4m). Adjusted operating profit increased to £0.9m, with the operating margin improving to 13.5% (H1 FY26: 9.6%).

Discontinued Operations

During the prior year, the Group took the decision to wind down the Mach49 business, which ceased operations effective 31 January 2026. As a result, Mach49 was classified as a discontinued operation, and its results are presented separately from continuing operations in accordance with IFRS 5. In the prior year, for the six months ended 31 July 26, revenues fell substantially to £8.1m contributing to an overall loss before tax of £13.0m, which includes impairments arising from closure of the business.

Balance Sheet

The Group’s balance sheet remains robust, with net debt of £57.3m as at 31 July 2026 (H1 FY26: £45.3m) and net assets of £119.3m (£164.0m at 31 July 25 and £131.9m at 31 January 26). Leverage stood at 0.7x adjusted EBITDA, comfortably within our target range of 0–1x and providing significant financial flexibility to support future growth investment, selective M&A and shareholder returns. Contingent consideration of £71.5m (31 January 2026: £68.9m) includes £67.7m relating to the remaining earnout payments for Mach49, which continues to be recognised until such time as the arbitration and legal proceedings are finally concluded. The increase in overall earnout liabilities was driven by £3.5m from unwinding of discount on these liabilities, £1.1m from a change in estimates reflecting revised trading assumptions and £1.2m exchange rate differences, offset by earn-out settlements of £4.1m during the year.

The Group maintains a diversified funding structure to support its operational and strategic requirements. Our primary source of debt financing is a revolving credit facility (‘RCF’) of £175m. The £175m RCF is available until December 2027 after which the facility reduces to £155m for a further year. The £175m RCF is provided by a consortium of four banks and for the final year it will be provided by a consortium of three banks. As part of the arrangement, the Group has an additional £25m accordion option. The RCF is available for permitted acquisitions and working capital requirements and is due to be repaid from the trading cash flows of the Group. The facility is available in a combination of sterling, US dollar and euro. The margin payable on each facility is dependent upon the level of gearing in the business. The Group also maintains a US facility of US$7m (FY26: US$7m), available for property rental guarantees and US-based working capital requirements.

Cashflow

The net cash inflow from operating activities before changes in working capital for the six months to 31 July 2026 increased to £20.1m (H1 FY26: £8.5m), reflecting the reduction in the settlement of employment linked acquisition payments £2.6m (H1 FY26: £21.2m), as well as the loss on disposal of subsidiaries £1.1m (H1 FY26: gain of £4.1m). The Group experienced a net working capital outflow of £21.2m (H1 FY26: inflow of £4.3m). The current period outflow was driven by the typical build up of trade debtors in H1, along with the payment of advisor fees in relation to the ongoing litigation including the arbitration, as well as the payment of the annual bonuses in the first half of the year. Net cash generated from operations before tax was an outflow £1.1m (H1 FY26: inflow £12.8m). Income taxes paid reduced to £4.0m (H1 FY26: £7.3m), whilst net interest paid increased to £1.9m (H1 FY26: £1.8m).

Cash flow KPIs

Six months to
31 July
2026
£m

Six months to
31 July
2025
£m

Net cash inflow from operating activities before changes in working capital

20.1

8.5

Working capital movement

(21.2)

4.3

Net cash generated from operations

(1.1)

12.8

Income tax paid

(4.0)

(7.3)

Investing activities

(5.4)

(1.6)

Net debt

57.3

45.3

NEXT 15 GROUP PLC

CONSOLIDATED INCOME STATEMENT

FOR THE SIX-MONTHS ENDED 31 JULY 2026

 

 

Six months
ended

31 July 2026

(Unaudited)

Six months
ended

31 July 20251

(Unaudited)

Twelve months
ended

31 January 2026

(Audited)

 

Note

£’000

£’000

£’000

 

 

 

 

 

Revenue

 

299,399

316,103

617,275

Direct costs

 

(84,522)

(85,256)

(168,447)

Net revenue

2

214,877

230,847

448,828

 

 

 

 

 

Staff costs

 

(157,314)

(171,602)

(334,949)

Depreciation

 

(4,246)

(4,804)

(9,380)

Amortisation

 

(8,743)

(8,945)

(17,068)

Other operating charges

 

(39,438)

(26,442)

(87,532)

Total operating charges

 

(209,741)

(211,793)

(448,929)

Operating profit/(loss)

 

5,136

19,054

(101)

 

 

 

 

 

Movement in fair value of other financial assets and liabilities

9

(4,569)

(1,183)

(8,433)

Finance expense

5

(2,346)

(2,472)

(5,564)

Finance income

6

223

416

719

Other income

 

43

-

-

 

 

 

 

 

(Loss)/profit before income tax

 

(1,513)

15,815

(13,379)

 

 

 

 

 

Income tax expense

3

(1,504)

(4,554)

(1,487)

 

 

 

 

 

(Loss)/profit for the period from continuing operations

 

(3,017)

11,261

(14,866)

 

 

 

 

 

Loss for the period from discontinued operations

 

-

(12,279)

(14,921)

 

 

 

 

 

Loss for the period

 

(3,017)

(1,018)

(29,787)

 

 

 

 

 

Attributable to:

 

 

 

 

Owners of the parent

 

(3,435)

(1,447)

(30,244)

Non-controlling interests

 

418

429

457

 

 

(3,017)

(1,018)

(29,787)

(Loss)/earnings per share from continuing operations

 

 

 

 

Basic (pence)

7

(3.4)

10.7

(15.2)

Diluted (pence)

7

(3.4)

10.4

(15.2)

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

NEXT 15 GROUP PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 31 JULY 2026

 

Six months
ended

31 July 2026

(Unaudited)

Six months
ended

31 July 20251

(Unaudited)

Twelve months
ended

31 January 2026

(Audited)

 

£’000

£’000

£’000

 

 

 

 

Loss for the period

(3,017)

(1,018)

(29,787)

 

 

 

 

Other comprehensive (expense)/income:

 

 

 

Items that may be reclassified into profit or loss:

 

 

 

Exchange differences on translating foreign operations

296

(3,489)

(5,006)

Cumulative foreign current translation reserve reclassed on disposal of subsidiaries

-

-

1,304

Total items that may be reclassified into profit or loss

296

(3,489)

(3,702)

 

 

 

 

Items that will not be reclassified subsequently to profit or loss

 

 

 

Revaluation of investments

302

240

343

Total other comprehensive income/(expense) for the period

598

(3,249)

(3,359)

Total comprehensive (expense)/income for the period

(2,419)

(4,267)

(33,146)

 

 

 

 

Attributable to:

 

 

 

Owners of the parent

(2,837)

(4,696)

(33,603)

Non-controlling interests

418

429

457

 

(2,419)

(4,267)

(33,146)

Total comprehensive (expense)/income attributable to owners of the Parent arising from:

Continuing operations

(2,837)

7,583

(18,682)

Discontinued operations

-

(12,279)

(14,921)

 

(2,837)

(4,696)

(33,603)

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

NEXT 15 GROUP PLC

ADJUSTED RESULTS: KEY PERFORMANCE INDICATORS

 

Six months ended

31 July 2026

(Unaudited)

Six months ended

31 July 2025

(Unaudited)

Net revenue

214,877

230,847

Operating charges

(176,566)

(191,454)

EBITDA

38,311

39,393

Depreciation and Amortisation

(6,028)

(6,394)

Operating profit

32,283

32,999

Interest on finance lease liabilities

(194)

(314)

Adjusted operating profit

32,089

32,685

Operating profit margin

14.9%

14.2%

Net finance expense

(1,929)

(1,742)

Other income

43

-

Adjusted profit before income tax

30,203

30,943

Tax

(7,576)

(8,117)

Adjusted profit after tax

22,627

22,826

Non-controlling interest

(418)

(429)

Retained profit

22,209

22,397

 

 

 

Weighted average number of ordinary shares

101,116,486

100,924,813

Diluted weighted average number of ordinary shares

107,099,648

104,618,199

 

 

 

Adjusted earnings per share

22.0p

22.2p

Diluted adjusted earnings per share

20.7p

21.4p

 

 

 

Net cash (outflow)/generated from operations before tax

(5,045)

5,591

Cash outflow on acquisition-related payments

(6,164)

(26,161)

Net debt

(57,269)

(45,259)

 

 

 

Dividend (per share)

4.75p

4.75p

 

Adjusted results have been presented to provide additional information that may be useful to shareholders to understand the performance of the business by facilitating comparability both year on year and with industry peers. Adjusted results are reconciled to statutory results within the appendix.

Per the detail in the appendix (A2), one-off charges for employee incentive schemes, employment linked acquisition payments, restructuring costs, deal costs, Mach49 costs, loss/(gain) on disposals, investment write off, intangible write off, goodwill impairment and property impairment are adjusted for in calculating the adjusted operating charges and amortisation of acquired intangibles is adjusted for in calculating the adjusted depreciation and amortisation. Interest on lease liabilities and unwinding of discount and change in estimate of future contingent consideration payable/receivable and share purchase obligation payables are adjusted for in calculating net finance expense.

NEXT 15 GROUP PLC
CONSOLIDATED BALANCE SHEET AS AT 31 JULY 2026

 

 

31 July 2026

31 July 2025

31 January 2026

 

 

(Unaudited)

(Unaudited)

(Audited)

 

Note

£’000

£’000

£’000

Assets

 

 

 

 

Property, plant and equipment

 

4,183

6,268

5,246

Right-of-use assets

 

6,195

12,746

10,305

Intangible assets

 

211,781

245,517

215,144

Investments in financial assets

 

2,818

1,445

2,480

Deferred tax asset

 

57,218

49,242

54,905

Other receivables

 

361

267

518

Total non-current assets

 

282,556

315,485

288,598

 

 

 

 

 

Trade and other receivables

 

150,379

166,477

137,386

Cash and cash equivalents

8

87,993

76,912

88,347

Corporation tax asset

 

7,782

5,837

6,904

Total current assets

 

246,154

249,226

232,637

 

 

 

 

 

 

Total assets

 

528,710

564,711

521,235

Liabilities

 

 

 

 

Loans and borrowings

8

91,541

72,804

57,252

Deferred tax liabilities

 

10,074

13,252

10,921

Lease liabilities

 

3,777

9,501

6,793

Other payables

 

-

106

-

Provisions

 

3,997

5,484

6,204

Contingent consideration

9

-

16,041

-

Total non-current liabilities

 

109,389

117,188

81,170

 

 

 

 

 

Overdraft

8

53,721

49,367

66,730

Trade and other payables

 

162,527

158,524

157,448

Lease liabilities

 

6,367

8,480

7,476

Provisions

 

4,453

5,414

5,470

Corporation tax liability

 

1,472

4,338

1,226

Contingent consideration

9

71,472

51,357

68,942

Additional contingent incentive

9

-

392

403

Deferred consideration

9

-

4,698

472

Share purchase obligation

9

-

912

-

Total current liabilities

 

300,012

283,482

308,167

 

 

 

 

 

Total liabilities

 

409,401

400,670

389,337

 

 

 

 

 

TOTAL NET ASSETS

 

119,309

164,041

131,898

 

Equity

 

 

 

 

Share capital

 

2,554

2,523

2,526

Share premium reserve

 

3,109

192,654

298

Share purchase reserve

 

(2,673)

(2,643)

(2,673)

Foreign currency translation reserve

 

3,115

673

2,819

Other reserves

 

3,105

608

3,105

Retained earnings/(loss)

 

110,099

(29,248)

125,823

Total equity attributable to owners of the parent

 

119,309

164,567

131,898

Non-controlling interests

 

-

(526)

-

TOTAL EQUITY

 

119,309

164,041

131,898

NEXT 15 GROUP PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 31 JULY 2026

 

 

Share capital

Share premium reserve

Share purchase reserve

Foreign currency translation reserve

Other reserves1

Retained earnings

Equity attributable to owners of the Company

Non-controlling interests

Total equity

 

 

 

 

 

 

 

 

 

 

 

£’000

£’000

£’000

£’000

£’000

£’000

£’000

£’000

£’000

 

 

 

 

 

 

 

 

 

 

At 31 January 2025 (audited)

2,523

192,654

(2,643)

4,162

608

(15,633)

181,671

(479)

181,192

(Loss)/profit for the period

-

-

-

-

-

(1,447)

(1,447)

429

(1,018)

Other comprehensive (expense)/income for the period

-

-

-

(3,489)

-

240

(3,249)

-

(3,249)

Total comprehensive (expense)/income for the period

-

-

-

(3,489)

-

(1,207)

(4,696)

429

(4,267)

Shares issued on satisfaction of vested performance shares

-

-

-

-

-

(1,979)

(1,979)

-

(1,979)

Movement in relation to share-based payments net of tax

-

-

-

-

-

430

430

-

430

Dividends to owners of the parent

-

-

-

-

-

(10,698)

(10,698)

-

(10,698)

Movement on reserves for non-controlling interests

-

-

-

-

-

(245)

(245)

245

-

Non-controlling interest reversed in the period

-

-

-

-

-

84

84

(84)

-

Non-controlling interest dividend

-

-

-

-

-

-

-

(637)

(637)

At 31 July 2025 (unaudited)

2,523

192,654

(2,643)

673

608

(29,248)

164,567

(526)

164,041

(Loss)/profit for the period

-

-

-

-

-

(28,797)

(28,797)

28

(28,769)

Reclass FCTR recycled to retained earnings

-

-

-

4,826

-

(4,826)

-

-

-

Other comprehensive (expense)/income for the period

-

-

-

(213)

-

103

(110)

-

(110)

Total comprehensive income/(expense) for the period

-

-

-

4,613

-

(33,520)

(28,907)

28

(28,879)

Shares issued on satisfaction of vested performance shares

3

298

-

-

-

(488)

(187)

-

(187)

Capital reduction

-

(192,654)

-

-

-

192,654

-

-

-

Reclassification2

-

-

(30)

(2,467)

2,497

-

-

-

-

Movement in relation to share-based payments net of tax

-

-

-

-

-

1,070

1,070

-

1,070

Dividends to owners of the Parent

-

-

-

-

-

(4,794)

(4,794)

-

(4,794)

Movement due to ESOP share purchases

-

-

-

-

(1)

-

(1)

-

(1)

Movement due to ESOP share option exercises

-

-

-

-

1

-

1

-

1

Movement on reserves for non-controlling interests

-

-

-

-

-

149

149

(149)

-

Non-controlling interest reversed on disposal

-

-

-

-

-

-

-

841

841

Non-controlling dividend

-

-

-

-

-

-

-

(194)

(194)

At 31 January 2026 (audited)

2,526

298

(2,673)

2,819

3,105

125,823

131,898

-

131,898

(Loss)/profit for the period

-

-

-

-

-

(3,435)

(3,435)

418

(3,017)

Other comprehensive income for the period

-

-

-

296

-

302

598

-

598

Total comprehensive income/(expense) for the period

-

-

-

296

-

(3,133)

(2,837)

418

(2,419)

Shares issued on satisfaction of vested performance shares

18

1,805

-

-

-

(1,953)

(130)

-

(130)

Shares issued on acquisitions

10

1,006

-

-

-

-

1,016

-

1,016

Movement in relation to share-based payments net of tax

-

-

-

-

-

264

264

-

264

Dividends to owners of the parent

-

-

-

-

-

(10,710)

(10,710)

-

(10,710)

Movement due to ESOP share purchases

-

-

-

-

(1)

-

(1)

-

(1)

Movement due to ESOP share option exercises

-

-

-

-

1

-

1

-

1

Movement on reserves for non-controlling interests

-

-

-

-

-

(192)

(192)

192

-

Non-controlling interest dividend

-

-

-

-

-

-

-

(610)

(610)

At 31 July 2026 (unaudited)

2,554

3,109

(2,673)

3,115

3,105

110,099

119,309

-

119,309

1 Other reserves include capital redemption reserve and merger reserve.

2 In the prior year, the Group has reclassed the nominal value of the shares acquired and subsequently cancelled under the share buy back programme from the share purchase reserve to capital redemption reserve. The Group has also reclassed the net investment hedging reserve arising from prior years to the foreign currency translation reserve.

NEXT 15 GROUP PLC

CONSOLIDATED STATEMENT OF CASH FLOW

FOR THE PERIOD ENDED 31 JULY 2026

 

Six months ended

31 July 2026

(Unaudited)

Six months ended

31 July 20251

(Unaudited)

Twelve months ended

31 January 2026

(Audited)

 

£’000

£’000

£’000

Cash flows from operating activities

 

 

 

(Loss)/profit for the period from continuing operations

(3,017)

11,261

(14,866)

Loss for the period from discontinued operations

-

(12,279)

(14,921)

Adjustments for:

 

 

 

Depreciation

4,246

4,804

9,380

Amortisation

8,743

8,945

17,068

Movement in fair value of other financial liabilities

4,570

1,183

8,433

Finance expense

2,346

2,472

5,564

Finance income

(223)

(416)

(719)

Property impairment

1,629

-

-

Impairment of goodwill, intangibles and investments

-

-

16,299

Loss on sale of property, plant and equipment

60

5

8

Loss/(gain) on disposal of subsidiary

1,138

(4,108)

3,213

Income tax expense

1,504

4,554

1,487

Employment linked acquisition provision charge

1,306

3,389

5,181

Settlement of employment linked acquisition payments

(2,604)

(21,219)

(23,438)

Share-based payment charges

399

302

1,153

Adjustments relating to discontinued operations

-

9,656

5,632

 

 

 

 

Net cash inflow from operating activities before changes in working capital

20,097

8,549

19,474

 

 

 

 

Change in trade and other receivables

(13,376)

(10,294)

15,764

Change in trade and other payables

(6,956)

14,666

27,007

Movement in other liabilities

(835)

(72)

1,022

 

(21,167)

4,300

43,793

 

 

 

 

Net cash (outflow)/inflow from operations before tax outflows

(1,070)

12,849

63,267

Income taxes paid

(3,975)

(7,258)

(12,391)

 

 

 

 

Net cash (outflow)/inflow from operating activities

(5,045)

5,591

50,876

 

 

 

 

Cash flows from investing activities

 

 

 

Disposal of subsidiaries and trade and assets, net of cash disposed

(914)

1,696

1,118

Acquisition of investments in financial assets

-

(378)

(364)

Acquisition of property, plant and equipment

(724)

(848)

(1,755)

Proceeds on disposal of property, plant and equipment

3

6

-

Acquisition of intangible assets

(4,555)

(3,076)

(7,075)

Movement in long-term cash deposits

156

131

476

Dividends received

43

-

-

Income from finance lease receivables

344

529

983

Interest received

198

377

650

Net cash outflow from investing activities

(5,449)

(1,563)

(5,967)

NEXT 15 GROUP PLC

CONSOLIDATED STATEMENT OF CASH FLOW (Continued)

FOR THE PERIOD ENDED 31 JULY 2026

 

Six months ended

31 July 2026

(Unaudited)

Six months ended

31 July 20251

(Unaudited)

Twelve months ended

31 January 2026

(Audited)

 

£’000

£’000

£’000

Cash flows from financing activities

 

 

 

Payment of contingent consideration

(3,560)

(4,942)

(11,570)

Settlement of equity-settled share-based payments in cash

(171)

-

(2,165)

Capital element of finance lease rental repayment

(4,416)

(4,868)

(9,502)

Increase in bank borrowings and overdrafts

83,226

91,885

173,816

Repayment of bank borrowings and overdrafts

(49,079)

(82,682)

(178,936)

Interest paid

(2,152)

(2,158)

(5,001)

Dividend and profit share paid to non-controlling interest partners

(610)

(637)

(831)

Dividends paid to shareholders of the parent

-

-

(15,492)

Net cash inflow/(outflow) from financing activities

23,238

(3,402)

(49,681)

 

 

 

 

Net increase/(decrease) in cash and cash equivalents

12,744

626

(4,772)

 

 

 

 

Cash and cash equivalents including overdraft at beginning of the period

21,617

27,574

27,574

Exchange loss on cash held

(89)

(655)

(1,185)

 

 

 

 

Cash and cash equivalents including overdraft at end of the period

34,272

27,545

21,617

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHS ENDED 31 JULY 2026

1) BASIS OF PREPARATION

The unaudited consolidated interim financial statements represent a condensed set of financial information and have been prepared using the recognition and measurement principles of International Accounting Standards, and in accordance with IAS 34, Interim Financial Reporting. The principal accounting policies used in preparing the results are those the Group has applied in its financial statements for the year ended 31 January 2026.

The comparative financial information for the year ended 31 January 2026 has been derived from the audited statutory financial statements for that period. A copy of those statutory financial statements has been delivered to the Registrar of Companies. The auditor’s report on those accounts was unqualified, did not include references to any matters to which the auditors drew attention by way of emphasis without qualifying their report and did not contain a statement under section 498(2)-(3) of the Companies Act 2006.

Discontinued operations

In August 2025, the Board announced that it had initiated the process to permanently abandon the operations of Mach49 LLC and its associated entities. Mach49 ceased operations effective 31 January 2026. The Group considers Mach49 as a separate major line of business and therefore following abandonment, the results for the prior period are presented as a discontinued operation in the Group income statement. The Group has undertaken disposals in the year, however, these do not represent a separate major line of business and hence have not been reported as a discontinued operation.

Going concern statement

The Directors have concluded that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements. In making this assessment, the Directors have reviewed the Group's budget, forecasts and cash requirements for a period of at least twelve months from the date of this announcement, and have also considered the Group's plans beyond that period.

Stress testing, including scenarios with a significantly weaker trading environment, supports the Directors’ conclusion that the Company and the Group would retain substantial headroom to continue to operate. The Directors have also considered the potential impact of the ongoing arbitration described below on the Group’s liquidity and financial resources.

As announced on 25 June 2025, the Group became aware of potential serious misconduct concerning the Mach49 business which has been reported to the relevant law enforcement agencies. As a result, no further payments have been made to Mach49’s selling shareholder under the earnout agreement in connection with Next 15’s acquisition of Mach49. Our assessment of the strength of our legal position remains unchanged. Confidential arbitration proceedings with the former members of Mach49 in relation to material claims which include the remaining earnout payments are ongoing. The Mach49 business was fully discontinued by 31 January 2026 and reported a loss for the previous financial year. The Company maintains its position regarding the non-payment of the remaining earnout and has counterclaimed for previously paid earnout payments.

As a result of this ongoing matter, the balance sheet includes total contingent consideration of £71.5m, which, even in a reasonable worst case trading scenario, and after taking necessary mitigating cost reduction actions, the Company has sufficient liquidity available to settle. However, the outcome of the arbitration, which is expected to be known within the financial year ending 31 January 2027, is inherently difficult to predict. The Board cannot entirely exclude the possibility of a material adverse financial outcome which could exceed the current forecast liquidity in the longer term. As a result, and arising solely as a consequence of the uncertainty of the outcome of the arbitration, the directors have concluded that there is a material uncertainty related to events or conditions that may cast significant doubt on the group’s and company’s ability to continue as a going concern.

NOTES TO THE INTERIM RESULTS (Continued)

FOR THE SIX MONTHS ENDED 31 JULY 2026

However, in the event of a material adverse financial outcome, the Company has a number of legal and commercial courses of action available which it would consider to protect its long-term financial position, as appropriate at the time. In this regard, the Group's financial position remains healthy.

Net debt at 31 July 26 was £57.3m at a leverage ratio (net debt / adjusted EBITDA) of 0.7, and the Group has access to committed borrowing facilities of £175 million through to December 2027, reducing to £155 million for the subsequent 12-month period. The Group remains healthy, generating good margins and cash from operations, and the Directors are confident in its prospects for continued growth over the next few years. The Group is also pursuing disposal opportunities involving certain subsidiaries aligned with its strategic focus to simplify the Group. These disposals have the potential to generate substantial cash proceeds. These factors, taken together, represent a range of options available to the Group to ensure adequate liquidity in the event of an adverse outcome. The Directors firmly believe the Group will maintain its financial strength throughout the going concern assessment period and beyond. The Board's confidence in the Group's ability to continue as a going concern is underpinned by these factors, and the legal advice it continues to receive.

The Group continues to trade well and in line with expectations and continues to have significant headroom against the Group's long-term financing facilities. Taking all of these factors into account, the Directors are satisfied that the Group has adequate resources to continue in operational existence for the foreseeable future and have therefore adopted the going concern basis in preparing these financial statements.

2) SEGMENT INFORMATION

Measurement of operating segment profit

The Board of Directors assesses the performance of the operating segments based on a measure of adjusted operating profit before intercompany recharges and net revenue, which reflects the internal reporting measure used by the Board of Directors. This measurement basis excludes the effects of certain acquisition-related costs and goodwill impairment charges. Head office costs relate to Group costs before allocation of intercompany charges to the operating segments. Intersegment transactions have not been separately disclosed as they are not material. The Board of Directors does not review the assets and liabilities of the Group on a segmental basis and therefore this is not separately disclosed.

 

Retail
Media
1
£’000

Data &
Research

£’000

Digital
Transformation

£’000

Marketing
& Comms
£’000

Creative
Services
1
£’000

Head
Office

£’000

Total
£’000

Six months ended 31 July 2026 (Unaudited)

 

 

 

 

 

 

Net revenue

26,398

22,684

36,809

114,226

14,760

-

214,877

Adjusted operating profit/(loss)

5,285

2,920

6,415

24,054

1,654

(8,239)

32,089

Adjusted operating profit margin2

20.0%

12.9%

17.4%

21.1%

11.2%

-

14.9%

Organic net revenue growth /(decline)

2.1%

(11.5)%

26.8%

(4.7)%

(14.6)%

-

(1.3)%

Six months ended 31 July 2025 (Unaudited)

 

 

 

 

 

 

Net revenue

25,864

25,769

29,029

121,256

28,929

-

230,847

Adjusted operating profit/(loss)

4,176

3,120

4,008

26,235

2,607

(7,461)

32,685

Adjusted operating profit margin2

16.1%

12.1%

13.8%

21.6%

9.0%

-

14.2%

Organic net revenue growth /(decline)

10.9%

(6.4)%

51.2%

(8.8)%

(22.8)%

-

(5.3)%

Twelve months ended 31 January 2026 (Audited)

 

 

 

 

 

 

Net revenue

54,121

50,009

59,136

237,771

47,791

-

448,828

Adjusted operating profit/(loss)

10,140

7,264

8,345

53,777

4,722

(16,611)

67,637

Adjusted operating profit margin2

18.7%

14.5%

14.1%

22.6%

9.9%

-

15.1%

Organic net revenue growth /(decline)

8.2%

(8.5)%

41.8%

(7.9)%

(18.6)%

-

(4.3)%

1Following the partial disposal of Elvis, the retail and commerce capabilities of the business remaining has been reclassified to the retail media operating segment from creative services. The prior year figures have been re-presented on a consistent basis.

2Adjusted operating profit margin is calculated based on the adjusted operating profit as a percentage of net revenue

NOTES TO THE INTERIM RESULTS (Continued)

FOR THE SIX MONTHS ENDED 31 JULY 2026

2) SEGMENT INFORMATION (continued)

 

UK

EMEA

US

Asia
Pacific

Head
Office

Total

 

£’000

£’000

£’000

£’000

£’000

£’000

Six months ended 31 July 2026 (Unaudited)

 

 

 

 

 

 

Net revenue

121,587

5,521

80,877

6,892

-

214,877

Adjusted operating profit/(loss)

18,833

613

19,950

932

(8,239)

32,089

Adjusted operating profit margin1

15.5%

11.1%

24.7%

13.5%

-

14.9%

Organic net revenue (decline)/growth

(2.9)%

(9.0)%

2.1%

(5.8)%

-

(1.3)%

Six months ended 31 July 2025 (Unaudited)

 

 

 

 

 

 

Net revenue

129,589

5,920

87,924

7,414

-

230,847

Adjusted operating profit/(loss)

19,840

955

18,637

714

(7,461)

32,685

Adjusted operating profit margin1

15.3%

16.1%

21.2%

9.6%

-

14.2%

Organic net revenue (decline)/growth

(2.3)%

1.6%

(9.3)%

(5.2)%

-

(5.3)%

Twelve months ended 31 January 2026 (Audited)

 

 

 

 

 

Net revenue

252,614

12,266

169,167

14,781

-

448,828

Adjusted operating profit/(loss)

41,912

2,414

37,885

2,037

(16,611)

67,637

Adjusted operating profit margin1

16.6%

19.7%

22.4%

13.8%

-

15.1%

Organic net revenue (decline)/growth

(1.8)%

(0.3)%

(7.9)%

(3.3)%

-

(4.3)%

1Adjusted operating profit margin is calculated based on the adjusted operating profit as a percentage of net revenue.

3) TAXATION

The tax charge on adjusted profit for the six months ended 31 July 2026 is £7,576,000 (H1 FY26: £8,117,000), equating to an adjusted effective tax rate of 25.1%, compared to 26.2% in the prior period. The Group’s adjusted effective tax rate was lower than the rate achieved in prior year largely due to differing rates of overseas taxes and a reduction in withholding taxes.

The statutory tax charge for the six months ended 31 July 2026 is £1,504,000 (H1 FY26: £4,554,000), equating to an effective tax rate of negative 99.4%, compared to 28.8% in the prior period.

4) DIVIDENDS

An interim dividend of 4.75p (six months ended 31 July 2025: 4.75p) per ordinary share will be paid on 20 November 2026 to shareholders listed on the register of members on 16 October 2026. Shares will go ex-dividend on 15 October 2026. The last date for DRIP elections to be returned to the registrar is 30 October 2026.

5) FINANCE EXPENSE

 

 

Six months ended

31 July 2026

(Unaudited)

Six months ended

31 July 20251

(Unaudited)

Twelve months ended

31 January 2026

(Audited)

 

£’000

 

£’000

 

£’000

Financial liabilities at amortised cost

 

 

 

 

 

Bank interest payable

1,972

 

2,152

 

4,902

Interest on lease liabilities

194

 

314

 

563

Other

 

 

 

 

 

Other interest payable

180

 

6

 

99

Finance expense

2,346

 

2,472

 

5,564

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

2These items are adjusted for in calculating the adjusted net finance expense.

NOTES TO THE INTERIM RESULTS (Continued)

FOR THE SIX MONTHS ENDED 31 JULY 2026

6) FINANCE INCOME

 

 

Six months ended

31 July 2026

(Unaudited)

Six months ended

31 July 2025

(Unaudited)

Twelve months ended

31 January 2026

(Audited)

 

£’000

 

£’000

 

£’000

Financial assets at amortised cost

 

 

 

 

 

Bank interest receivable

177

 

295

 

500

Finance lease interest receivable

25

 

39

 

69

Other

 

 

 

 

 

Other interest receivable

21

 

82

 

150

Finance income

223

 

416

 

719

7) EARNINGS PER SHARE

 

Six months ended

31 July 2026 (Unaudited)

 

Six months ended

31 July 20251 (Unaudited)

 

Twelve months ended

31 January 2026

(Audited)

 

£’000

 

£’000

 

£’000

 

 

 

 

 

 

(Loss)/profit attributable to ordinary shareholders from continuing operations

(3,435)

 

10,832

 

(15,323)

Loss attributable to ordinary shareholders from discontinued operations

-

 

(12,279)

 

(14,921)

 

 

 

 

 

 

 

Number

 

Number

 

Number

 

 

 

 

 

 

Weighted average number of ordinary shares

101,116,486

 

100,924,813

 

100,940,584

Dilutive LTIP & Options shares

1,567,703

 

890,522

 

912,194

Dilutive Growth Deal shares

3,950,456

 

2,135,482

 

3,796,884

Other potentially issuable shares

465,003

 

667,382

 

712,623

 

 

 

 

 

 

Diluted weighted average number of ordinary shares

107,099,648

 

104,618,199

 

106,362,285

 

 

 

 

 

 

Basic (loss)/earnings per share from continuing operations

(3.4)p

 

10.7p

 

(15.2)p

Basic loss per share from continuing and discontinued operations

(3.4)p

 

(1.4)p

 

(30.0)p

 

 

 

 

 

 

Diluted (loss)/earnings per share from continuing operations

(3.4)p

 

10.4p

 

(15.2)p

Diluted loss per share from continuing and discontinued operations

(3.4)p

 

(1.4)p

 

(30.0)p

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

NOTES TO THE INTERIM RESULTS (Continued)

FOR THE SIX MONTHS ENDED 31 JULY 2026

8) NET DEBT

The Group has a £175m revolving credit facility (‘RCF’) with a consortium of four banks. The £175m RCF is available until December 2027, after which the facility reduces to £155m for a further year. The £175m RCF is provided by a consortium of four banks and for the final year it will be provided by a consortium of three banks. As part of the arrangement, the Group has an additional £25m accordion option.

The RCF is available for permitted acquisitions and working capital requirements and is due to be repaid from the trading cash flows of the Group. The facility is available in a combination of sterling, US dollar and/or euro. The margin payable on each facility is dependent upon the level of gearing in the business. The Group also maintains a US facility of US$7m (FY26: US$7m), available for property rental guarantees and US-based working capital requirements.

31 July 2026
(Unaudited)

31 July 2025
(Unaudited)

31 January
2026

(Audited)

£’000

£’000

£’000

 

 

 

Total loans and borrowings and overdraft

145,262

122,171

123,982

Less: cash and cash equivalents

(87,993)

(76,912)

(88,347)

Net debt

57,269

45,259

35,635

Share purchase obligation

-

912

-

Deferred consideration

-

4,698

472

Contingent consideration

71,472

67,398

68,942

Net debt excluding lease liabilities plus other financial

liabilities

128,741

118,267

105,049

9) OTHER FINANCIAL AND NON-FINANCIAL LIABILITIES

Deferred
consideration

Contingent
consideration

Additional
contingent
incentive

Share
purchase
obligation

 

 

Total

£’000

£’000

£’000

£’000

£’000

At 31 January 2025 (Audited)

4,416

72,716

2,303

1,929

81,364

Exchange differences

-

(3,952)

(140)

(113)

(4,205)

Utilised

-

(3,094)

(1,848)

-

(4,942)

Unwinding of discount

295

4,624

86

113

5,118

Change in estimate

(13)

(2,896)

(9)

(1,017)

(3,935)

At 31 July 2025 (Unaudited)

4,698

67,398

392

912

73,400

Exchange differences

-

(2,397)

(80)

(40)

(2,517)

Utilised

(4,394)

(2,300)

66

-

(6,628)

Disposals

-

-

-

(880)

(880)

Unwinding of discount

197

5,144

33

-

5,374

Change in estimate

(29)

1,097

(8)

8

1,068

At 31 January 2026 (Audited)

472

68,942

403

-

69,817

Exchange differences

-

1,182

9

-

1,191

Utilised

(500)

(3,180)

(425)

-

(4,105)

Unwinding of discount

28

3,433

8

-

3,469

Change in estimate

-

1,095

5

-

1,100

At 31 July 2026 (Unaudited)

-

71,472

-

-

71,472

Current

-

71,472

-

-

71,472

Non-current

-

-

-

-

-

NOTES TO THE INTERIM RESULTS (Continued)

FOR THE SIX MONTHS ENDED 31 JULY 2026

9) OTHER FINANCIAL LIABILITIES (continued)

The estimates around contingent consideration are considered by management to be an area of significant judgement, with any changes in assumptions creating volatility in the income statement. Management estimates the fair value of these liabilities taking into account expectations of future payments. During the first half of the year, earnout liabilities increased by a net £1.7m, primarily driven by unwinding of discount £3.5m and change in estimates of £1.1m, offset by settlements during the period £4.1m.

Changes in the estimates of contingent consideration payable are recognised in the movement in fair value of other financial liabilities. Estimations are included for other uncertainties deriving from the purchase agreements, which are subject to final negotiations which ultimately determine the future payments. An increase in the liability would result in a further loss in net movement in fair value expense, while a decrease would result in a gain. At 31 July 2026, the discounted estimate of the contingent consideration was £71.5m. Management has determined that a reasonable possible range of discounted outcomes within the next financial year is £3.7m to £87.8m.

Contingent Liabilities

As announced on 25 June 2025, the Group became aware of potential serious misconduct concerning the Mach49 business which has been reported to the relevant law enforcement agencies. As a result, no further payments have been made to Mach49’s selling shareholder under the earnout agreement in connection with Next 15’s acquisition of Mach49.

Arbitration proceedings with the former members of Mach49 in relation to material claims which include the remaining earnout payments are still in progress, see Note 1 for further details. Until such time as these proceedings are finally concluded, the Group considers that the earnout liability, disclosed elsewhere in this note, has not met the criteria for de-recognition under IFRS 9 Financial Instruments. A ruling on the arbitration is expected within the financial year ending 31 January 2027.

The Group maintains its position regarding the non-payment of the remaining earnout and has determined that no outflow in excess of the earnout liability currently recognised is probable for the other related claims and therefore no provision has been recognised in relation to these claims. The Group has also counterclaimed for previously paid earnout payments. The Board has concluded that disclosure of a potential range of outcomes would not provide meaningful information to shareholders and, whilst the amount of the claims could be material, it would not be practical to disclose an estimate of the financial effect given the level of uncertainty involved.

The Group continues to fully cooperate with law enforcement agencies, and at this stage, there is significant uncertainty in relation to the outcome of any potential steps taken by law enforcement agencies and any potential financial impact to the Group.

In addition to the above, the Group is party to various legal claims and disputes which arise in the normal course of business. Provisions are recognised for outcomes that are deemed probable and can be reliably estimated. Any material liability in respect of legal actions and claims not already provided for is deemed to be remote.

APPENDIX – ALTERNATIVE PERFORMANCE MEASURES

FOR THE SIX MONTHS ENDED 31 JULY 2026

Introduction

In the reporting of financial information, the Directors have adopted various alternative performance measures (‘APMs’). The Group includes these non-GAAP measures as they consider these measures to be both useful and necessary to the readers of the financial statements to help understand the performance of the Group. The Group’s measures may not be calculated in the same way as similarly titled measures reported by other companies and therefore should be considered in addition to IFRS measures.

Purpose

The Directors believe that these APMs are highly relevant as they reflect how the Board measures the performance of the business and align with how shareholders value the business. They also allow understandable like-for-like, year-on-year comparisons and more closely correlate with the cash inflows from operations and working capital position of the Group.

They are used by the Group for internal performance analyses and the presentation of these measures facilitates better comparability with other industry peers as they adjust for non-recurring or uncontrollable factors which materially affect IFRS measures.

A1: RECONCILIATION OF STATUTORY OPERATING PROFIT TO ADJUSTED OPERATING PROFIT

A reconciliation of segment adjusted operating profit to segment adjusted operating profit and statutory operating profit/(loss) is provided as follows:

 

 

Six months ended

31 July 2026

(Unaudited)

Six months ended

31 July 20251

(Unaudited)

Twelve months ended

31 January 2026

(Audited)

 

£’000

 

£’000

 

£’000

 

 

 

 

 

 

Statutory operating profit/(loss)

5,136

 

19,054

 

(101)

Interest on finance lease liabilities

(194)

 

(314)

 

(563)

Statutory operating profit/(loss) after interest on finance lease liabilities

4,942

 

18,740

 

(664)

Charge for one-off employee incentive schemes (A2)

-

 

-

 

470

Employment linked acquisition payments (A2)

1,306

 

3,389

 

5,181

Property impairment (A2)

1,629

 

-

 

-

Goodwill impairment (A2)

-

 

-

 

10,426

Costs associated with operational restructuring (A2)

3,799

 

1,910

 

10,895

Deal costs (A2)

2,300

 

1,008

 

1,937

Intangibles write off (A2)

-

 

-

 

5,049

Investment write off (A2)

-

 

-

 

824

Amortisation of acquired intangibles (A2)

6,961

 

7,355

 

13,890

Loss/(gain) on disposal of subsidiaries (A2)

1,138

 

(4,108)

 

3,213

Mach49 costs (A2)

10,014

 

4,391

 

16,416

Adjusted operating profit

32,089

 

32,685

 

67,637

 

 

 

 

 

 

Adjusted operating profit margin

14.9%

 

14.2%

 

15.1%

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

Adjusted operating profit margin is calculated based on the adjusted operating profit as a percentage of net revenue.

APPENDIX – ALTERNATIVE PERFORMANCE MEASURES (Continued)

FOR THE SIX MONTHS ENDED 31 JULY 2026

A2: RECONCILIATION OF STATUTORY PROFIT BEFORE TAX TO ADJUSTED PROFIT BEFORE TAX

 

 

Six months ended

31 July 2026

(Unaudited)

 

Six months

ended

31 July 20251

(Unaudited) 

 

Twelve months ended

31 January 2026

(Audited) 

 

£’000

 

£’000

 

£’000

 

 

 

 

 

 

Statutory (loss)/profit before income tax

(1,513)

 

15,815

 

(13,379)

Unwinding of discount on deferred and contingent consideration and share purchase obligation payable2

3,469

 

5,118

 

10,491

Change in estimate of future deferred and contingent consideration and share purchase obligation payable2

1,100

 

(3,935)

 

(2,058)

Charge for one-off employee incentive scheme 3

-

 

-

 

470

Employment linked acquisition payments 4

1,306

 

3,389

 

5,181

Costs associated with operational restructuring 5

3,799

 

1,910

 

10,895

Deal costs6

2,300

 

1,008

 

1,937

Property impairment7

1,629

 

-

 

-

Mach49 costs8

10,014

 

4,391

 

16,416

Intangibles write off9

-

 

-

 

5,049

Goodwill impairment10

-

 

-

 

10,426

Investment write-off11

-

 

-

 

824

Loss/(gain) on disposal of subsidiaries12

1,138

 

(4,108)

 

3,213

Amortisation of acquired intangibles13

6,961

 

7,355

 

13,890

Adjusted profit before income tax

30,203

 

30,943

 

63,355

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

2The Group adjusts for the remeasurement of the acquisition-related liabilities within the adjusted performance measures in order to aid comparability of the Group’s results year on year as the charge/credit from remeasurement can vary significantly depending on the underlying brand’s performance. It is non-cash and its directional impact to the income statement is opposite to the brand’s performance driving the valuations. The unwinding of discount on these liabilities is also excluded from underlying performance on the basis that it is non-cash and the balance is driven by the Group’s assessment of the time value of money and this exclusion ensures comparability.

3In the prior year the Group recognised charges relating to transactions whereby a restricted grant of brand equity was given to key management in M Booth & Associates LLC at nil cost which holds value in the form of access to future profit distributions as well as any future sale value under the performance-related mechanism set out in the share sale agreement. This value is recognised as an upfront cost in the income statement in the year of grant as the agreements do not include service requirements, thus the cost accounting is not aligned with the timing of the anticipated benefit of the incentive, namely the growth of the relevant brands.

4This charge relates to payments linked to the continuing employment of the sellers which is being recognised as an expense over the period of employment as required by accounting standards. Although these costs are not exceptional or non-recurring, the Group determined they should be excluded from the underlying performance as the costs relate to acquiring the business. The sellers of the business are typically paid market salaries and bonuses in addition to these acquisition-related payments and therefore the Group determines these costs solely relate to acquiring the business. Adjusting for these within the Group’s adjusted performance measures gives a better reflection of the Group’s profitability and enhances comparability year-on-year.

5In the current year the Group has incurred £3.8m of restructuring costs relating to staff redundancies as we proactively reduced our cost base to take account of the weakness in demand from tech clients and anticipated efficiencies. Only costs that relate to roles permanently being eliminated from the business with no intention to replace are adjusted for. In both years, the costs do not relate to underlying trading of the relevant brands and have been added back to aid comparability of performance year on year.

APPENDIX – ALTERNATIVE PERFORMANCE MEASURES (Continued)

FOR THE SIX MONTHS ENDED 31 JULY 2026

A2: RECONCILIATION OF STATUTORY PROFIT BEFORE TAX TO ADJUSTED PROFIT BEFORE TAX (Continued)

6These costs are directly attributable to business combinations and divestments, as well as aborted divestments, acquisitions and other structural reorganisations of the Group. The charges are excluded from performance as they would not have been incurred had the business not explored these structural changes and a higher or lower spend has no relation on the organic business. They do not relate to the trading of the Group and are added back each year to aid comparability of the Group’s profitability year on year.

7In the current year the Group recognised charges relating to the rationalisation of the Group’s property footprint as part of the ongoing cost discipline programme. The Group adjusted for this cost, as the additional one-off impairment charge did not relate to the underlying trading of the business and therefore added back to aid comparability.

8The Group has incurred legal and adviser fees totalling £10.0m, as a result of the work done in the year relating to the potential serious misconduct and arbitration proceeding. Due to the one-off nature of these costs, the Group added these costs back in calculating its adjusted profit numbers to give a better indication of trading profitability and to enable comparability year on year.

9In the prior year the Group took an impairment charge of £5.0m relating to the identified customer relationships that were recognised on the acquisition of Engine Acquisition Limited and allocated to House337. The Group adjusted for this cost, as the charge was one-off and did not relate to the underlying trading of the business, and it was therefore added back to aid comparability of the Group’s profitability year on year.

10In the prior year the Group took an impairment charge against the carrying value of goodwill relating to House 337 £8.2m and Elvis £2.2m. Following a full review, it was identified that the value-in-use on the associated cash-generating unit was less than the carrying value of goodwill, resulting in negative headroom. Therefore, an impairment charge has been recognised. The Group adjusted for this cost, as the charge was one-off did not relate to the underlying trading of the business, and it was therefore added back to aid comparability of the Group’s profitability year on year.

11The Group previously entered into a simple agreement for future equity (’SAFE’). Following a review in the prior year, the Group terminated the SAFE agreement resulting in the write-off of the total investment of £0.8m. The Group adjusted for this cost, as the charge was one-off and did not relate to the underlying trading of the business, and it was therefore added back to aid comparability of the Group’s profitability year on year.

12In the current year progress has been made in simplifying the Group which has included the part disposal of Elvis, resulting in a loss on disposal of £1.1m. In the prior year, the Group disposed of Palladium, Beyond, The Blueshirt Group and Blueshirt Capital Advisors, resulting in an overall loss on disposals of £3.2m for consideration of £7.5m. These do not relate to underlying trading, and the respective gain/loss would not have been recognised had the disposal not occurred. For that reason, the Group added these costs back in calculating its adjusted profit numbers to give a better indication of underlying trading profitability and to enable comparability year on year.

13In line with its peer group, the Group adds back amortisation of acquired intangibles. Judgement is applied in the allocation of the purchase price between intangibles and goodwill, and in determining the useful economic lives of the acquired intangibles. The judgements made by the Group are inevitably different to those made by our peers and as such amortisation of acquired intangibles been added back to aid comparability.

APPENDIX – ALTERNATIVE PERFORMANCE MEASURES (Continued)

FOR THE SIX MONTHS ENDED 31 JULY 2026

Adjusted profit before income tax has been presented to provide additional information which may be useful to the reader. Adjusted earnings to ordinary shareholders is a measure of performance used in the calculation of the adjusted earnings per share. This measure is considered an important indicator of the performance of the business and so it is used for the vesting of employee performance shares.

A3: RECONCILIATION OF ADJUSTED TAX EXPENSE

 

 

Six months ended

31 July 2026

(Unaudited)

Six months ended

31 July 20251

(Unaudited)

 

 

£’000

 

£’000

 

 

 

 

 

Income tax expense reported in the Consolidated Income Statement

 

1,504

 

4,554

Add back tax on adjusting items:

 

 

 

 

Costs associated with operational restructuring

 

1,043

 

493

Unwinding of discount and change in estimates of future deferred and contingent consideration and share purchase obligation payable

 

776

 

142

Amortisation of acquired intangibles

 

1,750

 

2,010

Mach49 costs

 

2,503

 

918

Adjusted tax expense

 

7,576

 

8,117

Adjusted profit before income tax

 

30,203

 

30,943

Adjusted effective tax rate

 

25.1%

 

26.2%

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

APPENDIX – ALTERNATIVE PERFORMANCE MEASURES (Continued)

FOR THE SIX MONTHS ENDED 31 JULY 2026

A4: RECONCILIATION OF ADJUSTED EARNINGS PER SHARE

 

Six months ended

31 July 2026 (Unaudited)

Six months ended

31 July 20251 (Unaudited)

Twelve months ended

31 January 2026

(Audited)

 

£’000

£’000

£’000

 

 

 

 

(Loss)/profit attributable to ordinary shareholders

(3,435)

10,832

(15,323)

Unwinding of discount on future deferred and contingent consideration and share purchase obligation payable

3,469

5,118

10,491

Change in estimate of future contingent consideration and share purchase obligation payable

1,100

(3,935)

(2,058)

One-off charges for employee incentive schemes

-

-

470

Costs associated with restructuring

3,799

1,910

10,895

Property impairment

1,629

-

-

Mach49 costs

10,014

4,391

16,416

Amortisation of acquired intangibles

6,961

7,355

13,890

Intangible write off

-

-

5,049

Investment write off

-

-

824

Loss/(gain) on disposals

1,138

(4,108)

3,213

Goodwill impairment

-

-

10,426

Employment linked acquisition payments

1,306

3,389

5,181

Deal costs

2,300

1,008

1,937

Tax effect of adjusting items above

(6,072)

(3,563)

(14,180)

Adjusted earnings attributable to ordinary shareholders

22,209

22,397

47,231

 

 

 

 

 

 

 

 

 

Number

Number

Number

 

 

 

 

Weighted average number of ordinary shares

101,116,486

100,924,813

100,940,584

Dilutive LTIP shares

1,567,703

890,522

912,194

Dilutive growth deal shares

3,950,456

2,135,482

3,796,884

Other potentially issuable shares

465,003

667,382

712,623

 

 

 

 

Diluted weighted average number of ordinary shares

107,099,648

104,618,199

106,362,285

Adjusted earnings per share

22.0p

22.2p

46.8p

Diluted adjusted earnings per share

20.7p

21.4p

44.4p

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

Adjusted and diluted adjusted earnings per share have been presented to provide additional information which may be useful to shareholders to understand the performance of the business by facilitating comparability both year on year and with industry peers. The adjusted earnings per share is the performance measure used for the vesting of employee performance shares.

APPENDIX – ALTERNATIVE PERFORMANCE MEASURES (Continued)

FOR THE SIX MONTHS ENDED 31 JULY 2026

A5: RECONCILIATION OF NET REVENUE

 

 

Six months ended
31 July 2026
(Unaudited)

Six months ended
31 July 20251
(Unaudited)

Twelve months ended
31 January 2026
(Audited)

 

 

£’000

£’000

£’000

 

 

 

 

 

Revenue

 

299,399

316,103

617,275

Direct costs

 

(84,522)

(85,256)

(168,447)

Net revenue

 

214,877

230,847

448,828

1Prior year figures have been re-presented to exclude Mach49 which is separately reported as a discontinued operation.

Organic net revenue growth is defined as the net revenue growth at constant currency excluding the impact of acquisitions and disposals in the last 12 months. For acquisitions made in the prior year, only the corresponding months of ownership are included in the calculation of growth.

A5: MEASUREMENT OF NET REVENUE AND ADJUSTED OPERATING PROFIT SPLIT BY TRACK

In addition to the reportable operating segments, the businesses within the Group are categorised into three tracks. The track classification determines how capital is allocated across the Group, in line with the Group’s strategy. The following table shows the split of alternative performance measures by track classification.

 

Track 1

Track 2

Track 3

Head Office

Total

 

£’000

£’000

£’000

£’000

£’000

Six months ended 31 July 2026 (Unaudited)

 

 

 

 

 

Net revenue

143,084

68,007

3,786

-

214,877

Adjusted operating profit/(loss)

26,302

14,592

(566)

(8,239)

32,089

Adjusted operating profit margin

18.4%

21.5%

(14.9)%

-

14.9%

Organic net revenue growth/(decline)

1.8%

(4.3)%

(38.8)%

-

(1.3)%

Six months ended 31 July 2025 (Unaudited)

 

 

 

 

 

Net revenue

141,511

71,578

17,758

-

230,847

Adjusted operating profit/(loss)

25,401

15,014

(269)

(7,461)

32,685

Adjusted operating profit margin

17.9%

21.0%

(1.5)%

-

14.2%

Organic net revenue growth/(decline)

4.2%

(13.6)%

(27.0)%

-

(5.3)%

Twelve months ended 31 January 2026 (Audited)

 

 

 

 

 

Net revenue

273,359

160,940

14,529

-

448,828

Adjusted operating profit/(loss)

50,390

32,390

1,468

(16,611)

67,637

Adjusted operating profit margin

18.4%

20.1%

10.1%

-

15.1%

Organic net revenue growth/(decline)

3.9%

(15.0)%

(9.6)%

-

(4.3)%

 

UK 100

Latest directors dealings