Final Results

Summary by AI BETAClose X

BRCK Group PLC reported final results for the twelve months ended 31 March 2026, with revenue increasing by 1.3% to £645.4 million, while gross profit remained stable at £121.7 million. Adjusted EBITDA before SBP rose by 4.4% to £52.3 million, and adjusted profit before tax increased by 4.9% to £38.3 million, with adjusted basic EPS up 8.0% to 8.91p. However, basic EPS saw a significant decrease of 79.9% to 0.41p, largely due to a £13.4 million non-cash impairment of goodwill and acquired intangible assets. Net debt increased by 6.9% to £60.5 million, and the company proposed a final dividend of 2.39p per share, maintaining the total annual dividend at 3.51p. Post-period, BRCK acquired H.S. Jackson & Son (Fencing) Limited for £15.0 million plus freehold assets and contingent consideration.

Disclaimer*

BRCK Group PLC
14 July 2026
 

BRCK Group plc

LEI:213800SK28MWXB3K3P26

14 July 2026

 

BRCK Group plc

('BRCK' the 'Company' or the 'Group')

 

Final Results

 

'Performance in line with market expectations, despite industry headwinds'

 

BRCK Group plc (AIM: BRCK), a leading distributor and provider of specialist products and services to the UK construction industry, is pleased to announce its audited results for the twelve-month period ended 31 March 2026 ('FY26' or the 'Period').

 

These FY26 Final Results are the first set of results to be presented reflecting the Group's simplified divisional structure. Going forward, and having previously reported across four divisions, the Group will report on the basis of two operational divisions: Distribution and Design & Install.

 

Financial Summary

 

2026

2025

% Change

 

£m

£m

Revenue

645.4

637.1

1.3

Gross profit

121.7

121.7

-

Adjusted EBITDA before SBP (1)

52.3

50.1

4.4

Adjusted EBITDA (2)

51.0

48.8

4.5

Profit before tax

6.3

11.7

(46.2)

Adjusted profit before tax (3)

38.3

36.5

4.9

Basic EPS

0.41p

2.04p

(79.9)

Adjusted Basic EPS (4)

8.91p

8.25p

8.0

Net debt (5)

60.5

56.6

(6.9)

Final proposed dividend

2.39p

2.39p

-

Total dividend for the year

3.51p

3.51p

-


 

Key Highlights

 

Revenue increased by 1.3% to £645.4m (FY25: £637.1m) reflecting growth of 8.8% in the Design & Install division

Gross profit maintained at £121.7m (FY25: £121.7m) with Gross profit margin of 18.9% (FY25: 19.1%) as a result of pricing pressure and change in business unit contribution impacting mix during the period - a resilient performance despite subdued housebuilding and RMI markets and continued macroeconomic uncertainty

Adjusted EBITDA before SBP(1) increased by 4.4% to £52.3m (FY25: £50.1m), driven by fire remediation revenue growth and geographical expansion

Adjusted profit before tax(3) increased by 4.9% to £38.3m (FY25: £36.5m) with Adjusted Basic EPS(4) increased by 8.0% to 8.91p (FY25: 8.25p)

Basic EPS fell to 0.41p (FY25: 2.04p), reflecting impact of non-cash impairment within other items

Successful refinance of banking facilities, with renewed facilities up to an aggregate of £150m

Cash generated from operations of £40.9m (FY25: £41.5m) with net debt(5) as at 31 March 2026 of £60.5m (31 March 2025: £56.6m)

Business Change Project progressing well to maximise efficiencies through improved processes and IT infrastructure across the Group

Proposed final dividend maintained at 2.39 pence per share, totalling 3.51 pence per share for the year (FY25: 3.51 pence)

 

Current Trading and Outlook

 

Post period end acquisition of H.S. Jackson & Son (Fencing) Limited ('Jacksons') completed in June 2026 supports diversification strategy and enhances presence in premium residential and commercial fencing markets

Property sold for consideration of £0.7m

The Group's strong financial position enables the continued evaluation of opportunities for potential further acquisitions, in relation to which the Company will remain highly disciplined

Well-positioned to benefit when end markets improve through strong brands, technical expertise and business strategy



 

Frank Hanna, Chief Executive Officer of BRCK Group, said:

 

"While the past year presented significant headwinds for the entire construction sector, from macroeconomic pressures to adverse weather, our performance is a testament to the resilience of our diversification strategy. Our high level of technical expertise, combined with deep-rooted manufacturer relationships and a truly diversified business model, have been pivotal. This has allowed us to navigate a complex market successfully, providing competitive and essential building solutions where they are needed most. Looking ahead, we remain confident in our positioning. The operational gearing within our business means we are well-placed to take immediate advantage of any improvement in trading conditions, ensuring that even a modest market upturn will translate into meaningful results for the Group."

 

 

(1)

Adjusted EBITDA before Share-based payment expense ('Adjusted EBITDA before SBP') is earnings before interest, tax, depreciation, amortisation, share-based payment expense and other items (See Financial Review and note 5).

(2)

Adjusted EBITDA is earnings before interest, tax, depreciation, amortisation and other items (See Financial Review and note 5).

(3)

Adjusted profit before tax is profit before tax excluding other items (see Financial Review and note 5).

(4)

Adjusted Basic EPS is adjusted profit after tax (profit after tax before other items) divided by the weighted average number of shares in the year.

(5)

Net debt is bank borrowings, excluding arrangement fees, less cash.

 

 

Enquiries:

 


BRCK Group plc

Frank Hanna, Chief Executive Officer

Mike Gant, Chief Financial Officer

 

via Burson Buchanan

Cavendish (Nominated Adviser and Broker)

Ben Jeynes, George Lawson, Elysia Bough - Corporate Finance

Michael Johnson, Sunila De Silva - Sales / ECM

+44 (0) 20 7220 0500

 

Burson Buchanan (Financial Communications)

Henry Harrison-Topham

 

+44 (0) 20 7466 5000

BRCK@bursonbuchanan.com

Helen Tarbet

Abby Gilchrist




 

About BRCK Group

 

BRCK Group plc is a leading distributor and provider of specialist products and services to the UK construction industry. The business comprises two divisions: Distribution and Design & Install. With an agile, decentralised, capital-light business model, supported by a strong balance sheet, BRCK leverages the skills of its people company-wide to effectively service the complex and evolving needs of the construction industry.

 

Founded in 1985, the Group has grown organically through product diversification and geographic expansion, as well as through the acquisition of specialist businesses that support its long-term strategy for growth. Today, the Group encompasses a diverse portfolio of market-leading brand, led by a management team with deep-rooted knowledge and experience in the UK and European construction industries.

 

The Group is committed to building better communities throughout the supply chain and supporting the delivery of sustainable developments that enhance the built environment for future generations, while delivering value for shareholders.

 



 

Chairman's Statement

 

Overview

 

BRCK Group plc has delivered a resilient performance in the year ended 31 March 2026 ('FY26'), in what remained a difficult environment for the UK construction sector. The Group's performance is testament to the strength of our diversified, capital-light business model which has delivered growth despite the slower than expected improvement in housebuilding activity, a subdued repair, maintenance and improvement ('RMI') market and ongoing macroeconomic uncertainty.

 

Our strategic focus on the development of the Group continued throughout the year, including the name change to BRCK Group plc from Brickability Group PLC in February 2026 to better reflect the breadth of the Group's activities as a specialist construction products and services platform. In a further step in the development of the Group, we are today presenting our results based on a new divisional structure for our 32 business units, reducing our former four divisions to two distinct divisions: Distribution and Design & Install.

 

The Distribution division comprises the Group's sourcing, importation and distribution of products, including bricks, timber, cladding, roof tiles and radiators. The Design & Install division comprises the Group's added-value design, specification, procurement and installation businesses, for example in fire remediation.

 

The new divisional structure, which simplifies the Group, forms part of our ongoing Business Change Project, under which we are, for example, planning to introduce the same software across all business units. After a detailed scoping phase, the roll-out of the software has begun with implementation across all business units expected to take about two years.

 

Financial results

 

Group revenue for FY26 was £645.4 million (FY25: £637.1 million) and Adjusted EBITDA was £51.0 million (FY25: £48.8 million). Group cash generated from operations decreased slightly in FY26 to £40.9 million (FY25: £41.5 million), whilst year-end net debt of £60.5 million (FY25: £56.6 million) increased through higher inventory holdings including those related to new products, higher tax payments and increased dividend payments. In FY26, the Group paid out a total of £14.5m (FY25: £15.5 million) in cash earn-out payments relating to acquisitions, with leverage(1) increasing slightly to 1.19x from 1.16x in the prior year. Further details regarding the cash flow and net debt movements are outlined in the Chief Financial Officer's Review.

 

This resilient performance reflects the strong reputation, pedigree and specialism of our brands and the continued quality of our supplier relationships.

 

This year's reported results include a non-cash impairment of goodwill and acquired intangible assets associated with a small number of historical acquisitions. This non-cash impairment of £13.4 million reflects the challenging market conditions in the building materials sector during the past few years and the effect on the valuations of the businesses in question. The Board remains confident in the potential future contribution from the acquired businesses when market conditions improve. Whilst the Group's trading performance in FY26 was resilient, the impact of the non-cash impairment led to a reported profit before tax of £6.3 million (FY25: £11.7 million).

 

Trading and Performance

 

The Group's FY26 performance has again been underpinned by a combination of specialist capability, BRCK's long-standing reputation and operational and technical expertise.

 

The Distribution division saw revenue marginally behind prior year, which set against the ongoing and widely reported challenging market conditions is a resilient performance. Group brick volumes have been impacted by changing customer demands, project delays and customer mix. Timber revenue has grown through pricing accretion, whilst cladding distribution revenue has been impacted by the well-documented delays in project approvals by the Building Safety Regulator ("BSR").

 

In the Design & Install division, revenue growth has been driven across fire remediation, renewables and roofing. Fire remediation delivered growth, though this was constrained by the BSR delays noted above which impacted the timing and delivery of certain projects. The roofing sector grew mainly through expansion into new building sites in the south-east of England.

 

Organic and Inorganic Growth Strategy

 

In addition to organic growth, strategic acquisitions continue to be an important part of BRCK's growth strategy. The construction products and services market remains fragmented, and we continue to review a range of opportunities with the potential to enhance the Group's specialist capabilities, deepen our market reach and/or broaden our customer proposition.

 

The renewal of our banking facilities in December 2025, together with the Group's continued cash generation, gave the Board confidence and the financial flexibility to support the post period acquisition of H.S. Jackson & Son (Fencing) Limited ('Jacksons'), which was announced in June 2026. See the Chief Executive Officer's review for further detail.

 

Additionally, we are investing in the infrastructure and Group efficiency that will allow the Group to grow more effectively in delivering the material operational leverage now embedded in the business, including through the implementation, mentioned above, of unified software across the business.

 

Environmental, Social and Governance (ESG)

 

As a business serving a critical part of the construction supply chain, we recognise the importance of the responsible sourcing of products, minimising our environmental impact and working with suppliers and customers in a way that supports sustainable development.

 

In an industry with increasing regulatory requirements, we are focused on meeting all our regulatory obligations and helping customers to be fully compliant.

 

BRCK Group plc's Foundation also continues to support a range of charitable, community and environmental initiatives. Many of these initiatives are employee-generated, which reflects the culture within the Group and the desire of our teams to make a positive contribution in the communities in which we operate. The Board is proud of what the Foundation has achieved and the difference it continues to make.

 

Further information can be found in BRCK Group plc's ESG report in the Annual Report and Accounts.

 

Board and People

 

Our people remain central to BRCK Group plc's success. The depth of technical knowledge across the Group, combined with a strong customer service ethos, is one of our key competitive strengths.

 

In May 2025, we welcomed Katie Long to the Board. Katie serves as Chair of the Audit Committee and is a member of the Remuneration and Nomination Committees. Her insight is incredibly valuable as the Group grows in scale and I have already witnessed Katie's expertise in bringing value to the whole Group.

 

David Simpson stepped down from the Board during the year after many years of service since IPO. On behalf of the Board, I would like to thank him for his contributions to the Group.

 

Clive Norman, a Non-Executive Director since the Group's IPO in 2019, also stepped down from the Board during the year. Clive has decades of industry experience, particular in the radiator market, gained at major businesses including Ferrioli and De'Longhi, along with experience of the broader sector through his involvement in growth companies. The Group is pleased to once again be able to benefit from Clive's decades of sector experience following his re-appointment as a non-executive director of the Company, which will be with effect from 14 July 2026. I welcome his return to the Board.

 

In June 2026, I announced my decision to step down from my role as Chairman of the Board, following the conclusion of the 2027 Annual General Meeting after nine years in the position, and the process to appoint my successor has begun. It has been a tremendous privilege to chair the Board of BRCK and be part of its growth and evolution since IPO. BRCK today provides a highly diversified offering and despite ongoing market uncertainties, we continue to deliver strong trading results.

 

At the same time, I was delighted to announce that Susan McErlain has been appointed to serve as Senior Independent Director, after joining the Group in May 2022. Susan's extensive knowledge and relevant board experience positions her well as our Senior Independent Director and her appointment is reflective of the Board's continued commitment to the highest standards of corporate governance as the Group scales and matures further.

 

During FY26, we made further progress in strengthening the Group's people capability with the appointment of Aisling Kenny in the newly created role of Chief People Officer.  The Board sees this as a role that can help the Group attract the very best talent, support development and ensure that we continue to build the teams needed for the next phase of growth.

 

I am grateful to all our colleagues at BRCK Group plc for their hard work and commitment throughout the year, and to our shareholders, customers and suppliers for their continued support.

 

Dividends

 

The Board remains committed to using the Group's strong cash generation in a balanced approach to capital allocation. Our priority is to support the long-term growth and resilience of the business, while also recognising the importance of returning value to shareholders.

 

The Board has therefore recommended maintaining the final dividend at 2.39 pence per share, bringing the total dividend for the year to 3.51 pence per share. (FY25: 3.51 pence per share).

 

Subject to shareholder approval at the Annual General Meeting, the final dividend will be paid on 25 September 2026, with a record date of 4 September 2026 and an ex-dividend date of 3 September 2026.

 

Outlook

 

In FY26, our diversified business model demonstrated resilience amid difficult market conditions. This resilience provides some comfort as we enter the new financial year, when again the near-term market environment remains challenging.

 

The private housebuilding industry remains subdued, which impacts our Distribution division. The division is, however, well placed to benefit from any improvement in housebuilding activity and RMI demand as and when such improvement arises. Our Design & Install division is continuing to benefit from the UK's focus on specialist safety remediation work and we take some encouragement from an improvement in the pace of BSR approval decisions.

 

We continue to make headway in strategic initiatives to improve our business and to strengthen our platform as an acquisitive, specialist construction products and services group.

 

We remain well positioned across diverse end markets, supported by strong brands, technical expertise, a disciplined leadership team and a clear strategy.

 

 

John Richards

Chairman

13 July 2026

 

(1) Leverage is calculated as Net Debt divided by Adjusted EBITDA.

 



Chief Executive Officer's Review

 

I would like to begin by thanking the Group's staff for their hard work, commitment and professionalism over the past twelve months. Our teams are specialists in their respective fields, and I continue to be impressed by the initiative, customer focus and expertise demonstrated across our businesses.

 

The Group has a pivotal role in an increasingly complex construction environment, characterised by ever more demanding regulatory, planning and sustainability requirements. The Group's high level of technical expertise and long-standing manufacturer relationships across the UK and Europe ensure that our businesses provide building products and solutions that are competitive in their respective markets.

 

The Group's diversification strategy continues to provide resilience in a business environment that has remained challenging, and the benefits of that strategy were again evident during the year. The results reported by the Group were achieved against a backdrop of continuing macroeconomic and sector headwinds. The housing market remained constrained by affordability pressures and the slower-than-expected easing in interest rates, while the RMI market also remained subdued. As widely reported, particularly harsh and lengthy periods of adverse weather also affected the last three months of the financial year, and some of the secured projects within the Design & Install division were delayed by continued slippage in the receipt of BSR approvals to commence works.

 

As outlined in the Chairman's Statement, we have simplified the reporting of the Group's divisional structure by reducing from four to two divisions, Distribution and Design & Install, which better reflects the strategic clarity of our business.

 

The Distribution division comprises the Group's sourcing, importation and distribution of building products, including bricks, timber, cladding, roof tiles and radiators, whilst Design & Install comprises the Group's added-value design, specification, procurement and installation businesses, for example in fire remediation.

 

The business drivers of the two divisions are distinct in that the Distribution division is largely driven by the housing market whereas Design & Install has drivers that are less connected to the housebuilding market, such as the regulatory drivers of fire remediation. The Design & Install businesses attract a higher margin than Distribution, but both divisions are of major importance to the Group's profitability. This is because Distribution brings the potential for large volumes, and corresponding profits, when trading conditions are favourable.

 

Full details of our divisions and each of our businesses can be found at https://brckgroup.com.

 

The introduction of the new divisional structure is part of our Business Change Project, which is focused on improving business processes across the Group. A key part of the Business Change Project is for all business units to adopt the same software system, which will create further visibility across the Group and bring potential opportunities to streamline administrative functions. The roll-out of the software has begun, with implementation across all business units expected to take approximately two years.

 

M&A remains a key part of the Group's strategy, as evidenced by the recent acquisition of Jacksons and we continue to evaluate businesses that have the potential to bring additional specialist services or increase geographic reach. Jacksons is a quality business with a premium positioning and an impressive track record of product development. It benefits from a broad customer base and product offering across a range of markets including major government infrastructure projects. The acquisition is in line with our diversification strategy and brings considerable growth opportunities, including an exciting pipeline of potential infrastructure projects. We remain highly disciplined in our approach to potential acquisitions, whilst looking forward to further scaling the business when appropriate.

 

The Group's financial position remains strong, with leverage at approximately 1.19x and year-end net debt of £60.5 million. In December 2025, we successfully renewed our banking facilities, securing a £60 million Revolving Credit Facility, a £50 million Term Loan and a £40 million Accordion for an initial three-year term, reflecting the continuing support of our lenders and providing additional flexibility as we look to progress the M&A pipeline.

 

In terms of organic growth, we continue to explore opportunities across the Group to win more business through collaboration between our brands, many of which have a commonality of customer base bringing potential for cross-selling. Whilst the number of projects and project opportunities is still relatively small, examples of cross-selling include a business unit in our Distribution division supplying a new cladding system for fire remediation work carried out by a business in our Design & Install division.

 

Distribution Division: 80% of Group External Revenue (2025: 82%)

 

Revenue of £519.0 million for FY26 was broadly in line with the prior year (FY25: £520.8 million), with Adjusted EBITDA before SBP up £0.8 million at £34.0 million (FY25: £33.2 million). Adjusted EBITDA margins(1) grew by 0.2% to 6.6%.

 

Following a UK brick volume market recovery of 6.9% in the first half of FY26, activity levels became more subdued in the second half as a result of uncertain economic conditions and poor weather leading to a decline in volume of 6.0%.

 

Volumes of the Group's imported brick portfolio grew 11.9% over the period, ahead of the market at 6.7%.  The continued recovery in the imported brick market continues to highlight the strategic importance of imported bricks to meet the demand for brick types generally unavailable from UK sources.

 

Total UK brick market volumes therefore increased by only 0.7% during FY26, with a decline of 0.6% on UK manufactured bricks with growth of 6.7% on imported bricks. The Group's total brick sales volumes fell 2.0% during FY26 with growth of 5.7% in the first half of FY26 offset by a decline in the second half of FY26 of 10.1%. The Group's average selling price fell 1.6% over the period reflecting a highly competitive market with increasing customer demand for lower priced product.

 

Trading with larger customers has been generally more resilient but offset by declining activity with some key social housing customers and other development projects being delayed as a result of the economic uncertainty and poor weather later in the financial year.

 

Timber revenue grew by 2.8% over the financial year with average selling price growth of 4.8% offsetting a volume decline of 2.0%, driven by a weaker performance in the second half of FY26.

 

The first half of FY26 saw revenue growth of 10.4% driven by sales of imported timber from our UK stocking sites and an average selling price increase of 7.4%.

 

As with the brick market, demand for timber softened in the second half of FY26, leading to volume decline, and average selling price growth slowing as market pricing become more competitive. 

 

Cladding distribution revenue fell 21.4%, compared to the prior year, due to BSR project delays and product availability.

 

Roof tile volumes increased by 18.3% from both extended product distribution with merchant customers and the introduction of new product ranges from our overseas manufacturing partners.

 

Towelrads continued to see good revenue growth, with growth of 12.3%, driven by growth in sales of larger radiators which have more surface area to meet the energy needs of consumers that have adopted heat pumps.

 

Design and Install Division 20% of Group External Revenue (2025: 18%)

 

Revenue of £126.4 million for FY26 was up £10.2 million on the prior year (FY25: £116.2 million). Adjusted EBITDA before SBP at £24.4 million was up £0.6 million on the prior year (FY25: £23.8 million).

 

Whilst there have been well documented delays in approval from the BSR for residential projects over 18 metres in height, the fire remediation sector has seen growth overall in the year through projects not impacted by BSR approval.

 

The renewables sector saw revenue growth from Upowa, supported by the increasing demand for energy-efficient solutions and the role that renewable products play in new build specification and compliance requirements. However, the slower pace of housebuilding has led to fewer plots on a site requiring solar panel installations at the same time and this has presented operational challenges for Upowa, resulting in higher operating costs with labour utilisation rates being lower than desired.

 

In the roofing businesses, whilst capacity in the sector has put some pressure on gross margins, revenue growth occurred primarily through geographical expansion into Kent.

 

The Adjusted EBITDA margin of the division fell 118 basis points on a reported basis reflecting the higher operating costs in Upowa to service the housebuilders than anticipated.

 

Outlook

 

We continue to believe that the Group is well positioned in its core markets and is well placed to take advantage of any improvement in trading conditions. We believe that a relatively modest improvement in end-market activity will flow through meaningfully to the Group given the operational gearing within the business.

 

Regulatory changes, including the continuing evolution of building safety requirements, the Future Homes Standard and wider energy efficiency measures, are underpinning demand for more technically complex, performance-led construction solutions which are addressed directly by our diversified business model.

 

The Group continues to focus on process, administrative and IT improvements to enhance the efficiency, scalability and visibility of the Group to further strengthen the Group's positioning for market recovery. Significant progress has been made towards the first go-live on the Group's new software platform with further implementations due later in the year.

 

Whilst the trading environment in the first few weeks of the new financial year has remained challenging, and such conditions are expected to persist in the coming months, particularly for new housing starts, our diversification strategy and the breadth of our business activities are providing some protection and opportunities. Our balance sheet remains strong as we continue to position the Group for future growth, both organically and through acquisition.

 

We look forward to providing a further update on current trading in our AGM statement on 15 September 2026.

 

 

Frank Hanna

Chief Executive Officer

13 July 2026

 

(1) Adjusted EBITDA margin is Adjusted EBITDA before SBP as a percentage of revenue.

 

 



 

Financial Review

 

The Chairman's Statement and the Chief Executive Officer's Review provide an analysis of the key factors contributing to our financial results for the year ended 31 March 2026.

 

Revenue

 

Revenue totalled £645.4 million for the year ended 31 March 2026. This represented an increase of 1.3% compared to the previous year (2025: £637.1 million).

 

 

External Revenue by Division

 

 

2026

 

2025

 Change

£m

£m

%

Distribution

519.0

520.8

(0.3)

Design & Install

126.4

116.2

8.8

Total

645.4

    637.1

1.3

Due to the use of rounded figures, certain totals may not agree exactly to the underlying figures presented.

 

Gross Profit

 

Gross profit for the year remained at £121.7 million. Gross profit margin has decreased marginally by 20 basis points to 18.9%. This is due to pricing pressures and change in business unit contribution impacting mix.

 

Adjusted EBITDA and Adjusted Profit Before Tax

 

From the year ended 31 March 2026, share-based payments will be considered part of the Group's ongoing operations (see note 5) and will therefore not be an adjusting item for the Group's Adjusted EBITDA or Adjusted profit calculations in the current or future periods. However, divisional trading performance will continue to be assessed without allocation of the share-based payment expense.

 

Adjusted EBITDA and Adjusted Profit Before Tax has been restated in the comparative period to reflect this change in presentation. For comparison purposes to prior years, the Group has also reported an Adjusted EBITDA before SBP within these Final Results.

 

Profit before tax of £6.3 million (2025: £11.7 million) is after other items of £32.0 million (2025: £24.8 million), which are not considered to be part of the Group's underlying operations. These are analysed as follows:

 

 

2026

2025

£'000

£'000

Profit before tax

6,283

11,709

Amortisation of acquired intangible assets

13,196

13,440

Impairment of goodwill

9,974

-

Impairment of acquired intangible assets

3,471

-

Refinancing costs

150

-

Business Change Project costs

1,669

538

Earn-out consideration classified as remuneration under IFRS 3

187

435

Impairment of investment in associates

-

137

Impairment of loan to joint venture

-

5,318

Unwinding of discount on contingent consideration

2,554

3,681

Share of post-tax loss of equity accounted associates

-

7

Fair value losses on contingent consideration

774

1,194

Total other items before tax

31,975

24,750

Adjusted profit before tax

38,258

36,459

Depreciation and amortisation

6,898

6,740

Finance income

(153)

(348)

Finance expenses

5,989

5,956

Adjusted EBITDA

50,992

48,807

Share-based payment expense

1,347

1,341

Adjusted EBITDA before SBP

52,339

50,148

 

Adjusted EBITDA before SBP is defined as earnings before interest, tax, depreciation, amortisation, share-based payment expense and other items.

 

Adjusted EBITDA before SBP increased by 4.4% to £52.3 million (2025: £50.1 million) for the year ended 31 March 2026. Detailed segmental analysis is per note 6 of the financial statements. The continued impact of the subdued economic activity in the new building housing market was reflected in the Distribution division experiencing marginal revenue decline in the financial year, with the Design & Install division experienced revenue growth in the financial year.

 

A total impairment charge of £13.4 million has been recognised against goodwill and acquired intangible assets during the year, following the annual impairment review of the Group's CGUs. The impairment charge reflects the ongoing challenging trading conditions and extended downturn in the UK construction sector, which has resulted in a reduction in future forecast profitability for certain CGUs.

 

Earn-out consideration classified as remuneration relates to Modular Clay Products (2025: Modular Clay Products). Business Change Project costs relate to the continuing development of implementing a new Group IT architecture. Fair value movements on contingent consideration resulted in a loss of £0.8 million (2025: loss of £1.2 million). This mainly relates to the movements in consideration for TSL.

 

Taxation

 

The statutory charge for taxation was £5.0 million (2025: £5.2 million), an effective rate of taxation (Tax expense divided by Profit Before Tax) of 79.4% (2025: 44.4%). The effective rate for the year is higher than the statutory rate of corporation tax of 25%, mainly due to the impact of the impairment of goodwill and acquired intangible assets, the movement in deferred and contingent consideration, along with the effect of non-deductible expenses.

 

Earnings Per Share

 

Basic EPS for the year was 0.41 pence (2025: 2.04 pence), a decrease of 79.9%. The Group also reported an adjusted basic EPS, which adjusts for the impact of the other items analysed in the table above. Adjusted basic EPS for the year was 8.91 pence (2025: 8.25 pence) per share, an increase of 8.0%.

 

Dividends

 

Details of dividends paid in the year are outlined in note 6. Following the trading performance for the financial year, the Board is recommending maintaining a final dividend of 2.39 pence per share, bringing the full-year dividend to 3.51 pence per share.

 

Subject to approval by shareholders, the final dividend will be paid on 25 September 2026, with a record date of 4 September 2026 and an ex-dividend date of 3 September 2026.

 

Balance sheet

 

Inventories at £43.1 million (2025: £36.3 million) increased by £6.8 million primarily due to inventory holdings related to new products. The decrease in 'trade and other receivables', and 'trade and other payables' on the balance sheet were in line with expectations, with the net cash flow impact reflecting similar working capital movements to the prior year.

 

Cash Flow and Net Debt

 

Operating cash flows before movements in working capital increased to £48.9 million from £48.6 million in 2026. Cash generated from operations decreased to £40.9 million from £41.5 million.

 

At 31 March 2026, the Group had net debt (borrowings excluding arrangement fees less cash) of £60.5 million, which compares to net debt of £56.6 million at the prior year end. The main components of the cash outflows are: additional investment in property, plant and equipment of £1.6 million (2025: £4.3 million), the proceeds from the sale of property, plant and equipment £2.4 million (2025: £3.1 million), tax paid of £9.5 million (2025: £9.1 million), Business Change Project costs of £1.7 million (2025: £0.5 million), and the payment of contingent consideration, in relation to prior year acquisitions, of £10.8 million (2025: £9.3 million). Dividends of £11.3 million (2025: £10.9 million) were also paid in the year. We continue to expect that the BRCK Group plc group will remain a business that is cash generative.

 

Bank Facilities

 

The Group refinanced in December 2025 to a total credit facility of £150 million on a club basis with HSBC and Barclays, comprising a term loan of £50 million, RCF facility of £60 million and an uncommitted accordion of £40 million. The facility runs for an initial term of 3 years, with an option to extend for another year and then a further option to extend for a further year. As at the year end, the Group had utilised £73.0 million of the facility. Since the year end, a total of £20 million was drawn down on the available accordion facility to fund an acquisition (note 11).

 

Post balance sheet events

 

Since the year end, the Group acquired the entire share capital and 100% of the voting rights in H.S. Jackson & Son (Fencing) Limited, for initial consideration of £15.0 million, plus £4.9 million for freehold assets and up to £11.0 million of contingent earn-out, subject to completion and fair value adjustments.

 

In May 2026, the Group sold a property for total consideration of £0.7 million, following an office relocation. The Group also granted 525,000 share options under its LTIP scheme and issued 100,000 new shares were issued to settle an employee's exercise of share options.

 

Further details are outlined in note 11.

 

Going Concern

 

The Directors are confident, having made appropriate enquiries, 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.

 

Mike Gant

Chief Financial Officer

13 July 2026

Consolidated Statement of Profit or Loss and Other Comprehensive Income

For the year ended 31 March 2026


 

2026

 

2025


 

Adjusted

Other

Total

 

Adjusted*

Other*

Total


 

 

(note 5)

 

 


(note 5)



Note

£'000

£'000

£'000

 

£'000

£'000

£'000

Revenue


 645,359

 -

 645,359

 

 637,056

 -

 637,056

Cost of sales


(523,679)

 -

(523,679)


(515,370)

 -

(515,370)

Gross profit


 121,680

 -

 121,680


 121,686

 -

 121,686



 

 

 





Other operating income


 1,394

 -

 1,394


 267

 -

 267

Administrative expenses


(77,821)

(28,647)

(106,468)


(77,794)

(14,413)

(92,207)

Comprising:


 

 

 





Depreciation, amortisation and impairment of non-financial assets


(6,898)

(26,641)

(33,539)


(6,740)

(13,440)

(20,180)

Other administrative expenses


(70,923)

(2,006)

(72,929)


(71,054)

(973)

(72,027)

Impairment losses on financial assets

4

(1,159)

 -

(1,159)


(2,092)

(5,455)

(7,547)

Finance income


 153

 -

 153


 348

 -

 348

Finance expense


(5,989)

(2,554)

(8,543)


(5,956)

(3,681)

(9,637)

Share of post-tax loss of equity accounted associates


 -

 -

 -


 -

(7)

(7)

Fair value losses


 -

(774)

(774)


 -

(1,194)

(1,194)

Profit/(loss) before tax

4

 38,258

(31,975)

 6,283

 

 36,459

(24,750)

 11,709

Tax (expense)/credit


(9,600)

 4,621

(4,979)


(10,019)

 4,824

(5,195)

Profit/(loss) and total comprehensive income for the year


 28,658

(27,354)

 1,304

 

 26,440

(19,926)

 6,514

 

Profit/(loss) and total comprehensive income for the year attributable to:


 

 

 

 




Equity holders of the parent


 28,658

(27,354)

 1,304


 26,459

(19,926)

 6,533

Non-controlling interests


 -

 -

 -


(19)

 -

(19)



 28,658

(27,354)

 1,304


 26,440

(19,926)

 6,514

Earnings per share


 

 

 





Basic earnings per share

7

 

 

 0.41 p

 



 2.04 p

Diluted earnings per share

7

 

 

 0.40 p




 2.00 p

Adjusted basic earnings per share

7

 8.91 p

 

 


 8.25 p



Adjusted diluted earnings per share

7

8.77 p

 

 


 8.12 p



All results relate to continuing operations.

 

* See note 5 for restatement details regarding the 2025 classification of other items.

 



 

Consolidated Balance Sheet

As at 31 March 2026

 

 

 

2026

2025


Note

£'000

£'000





Non-current assets




Property, plant and equipment


         25,739

 26,575

Right of use assets


         23,316

 21,528

Intangible assets


       185,571

 212,607

Trade and other receivables


           3,451

 1,995

Total non-current assets

 

       238,077

 262,705



 


Current assets


 


Inventories


         43,126

 36,251

Trade and other receivables


       107,671

 118,788

Contract assets


           7,561

 6,282

Current income tax assets


           4,298

 2,594

Cash and cash equivalents


         33,246

 23,106

 


       195,902

 187,021

Assets classified as held for sale


              516

 2,336

Total current assets

 

       196,418

 189,357

Total assets

 

434,495

 452,062

 


 


Current liabilities


 


Trade and other payables


(114,415)

(126,599)

Loans and borrowings

10

(24,779)

(18,732)

Lease liabilities


(4,356)

(4,110)

Total current liabilities


(143,550)

(149,441)



 


Non-current liabilities


 


Trade and other payables


(6,897)

(13,914)

Loans and borrowings

10

(68,457)

(60,644)

Lease liabilities


(17,352)

(15,414)

Provisions


(1,394)

(2,192)

Deferred tax liabilities


(17,992)

(21,721)

Total non-current liabilities


(112,092)

(113,885)

Total liabilities


(255,642)

(263,326)

Net assets


       178,853

 188,736

 


 


Equity


 


Called up share capital


           3,221

 3,217

Share premium account


       102,973

 102,969

Capital redemption reserve


                  2

 2

Share-based payment reserve


           7,277

 6,079

Own share reserve


(95)

(50)

Merger reserve


         20,548

 20,548

Retained earnings


         44,927

 55,971

Total equity


       178,853

 188,736

Consolidated Statement of Changes in Equity

For the year ended 31 March 2026


Note

Share capital

Share premium account

Capital redemption

Share-based payments

Own share reserve

Merger reserve

Retained earnings

Total attributable to equity holders of the parent

Non-controlling interest

Total


 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

At 1 April 2024


3,195

 102,908

 2

 4,864

 -

 20,548

 60,495

 192,012

(134)

191,878

Profit or (loss) for the year


 -

 -

 -

 -

 -

 -

 6,533

 6,533

(19)

 6,514

Total comprehensive income/(loss) for the year


 -

 -

 -

 -

 -

 -

 6,533

 6,533

(19)

 6,514

Dividends paid

6

 -

 -

 -

 -

 -

 -

(10,904)

(10,904)

 -

(10,904)

Own shares acquired in the year


 -

 -

 -

 -

(50)

 -

 -

(50)

 -

(50)

Issue of shares on exercise of share options


 22

 61

 -

 -

 -

 -

 -

 83

 -

 83

Equity settled share-based payments


 -

 -

 -

 1,223

 -

 -

 -

 1,223

 -

 1,223

Deferred tax on share-based payment transactions


 -

 -

 -

(76)

 -

 -

 -

(76)

 -

(76)

Current tax on share-based payment transactions


 -

 -

 -

 68

 -

 -

 -

 68

 -

 68

Increase in ownership of non-controlling interest


 -

 -

 -

 -

 -

 -

(153)

(153)

 153

 -

Total contributions by and distributions to owners


 22

 61

 -

 1,215

(50)

 -

(11,057)

(9,809)

 153

(9,656)

At 31 March 2025

 

3,217

 102,969

 2

 6,079

 (50)

 20,548

 55,971

 188,736

 -

188,736













Profit for the year


 -

 -

 -

 -

 -

 -

 1,304

 1,304

 -

 1,304

Total comprehensive income for the year


 -

 -

 -

 -

 -

 -

 1,304

 1,304

 -

 1,304

Dividends paid

6

 -

 -

 -

 -

 -

 -

(11,293)

(11,293)

 -

(11,293)

Own shares acquired in the year


 -

 -

 -

 -

(1,124)

 -

 -

(1,124)

 -

(1,124)

Issue of shares held by EBT to employees


 -

 -

 -

 -

 1,079

 -

(1,055)

 24

 -

 24

Issue of shares on exercise of share options


 4

 4

 -

 -

 -

 -

 -

 8

 -

 8

Equity settled share-based payments


 -

 -

 -

 1,247

 -

 -

 -

 1,247

 -

 1,247

Deferred tax on share-based payment transactions


 -

 -

 -

(65)

 -

 -

 -

(65)

 -

(65)

Current tax on share-based payment transactions


 -

 -

 -

 16

 -

 -

 -

 16

 -

 16

Total contributions by and distributions to owners


 4

 4

 -

 1,198

(45)

 -

(12,348)

(11,187)

 -

(11,187)

At 31 March 2026

 

 3,221

 102,973

 2

 7,277

(95)

 20,548

 44,927

 178,853

 -

 178,853


Consolidated Statement of Cash Flows

For the year ended 31 March 2026



2025


Note

£'000

£'000

Operating activities


 


Profit for the year


          1,304

6,514

Adjustments for:


 


Depreciation of property, plant and equipment


          1,735

1,745

Depreciation of right of use assets


          4,763

4,565

Amortisation of intangible assets


        13,596

13,870

Impairment of goodwill


          9,974

 -

Impairment of acquired intangible assets


          3,471

 -

Impairment of property, plant and equipment


                 8

433

Loss/(gain) on disposal of property, plant and equipment and right of use assets


               32

(220)

Foreign exchange gains


             325

(164)

Share-based payment expense


          1,161

1,193

Other operating income


(953)

79

Share of post-tax loss in equity accounted associates


                 -

7

Impairment of investment in associates


                 -

137

Impairment of loan to joint venture


                 -

5,318

Fair value changes in contingent consideration


             774

1,194

Movements in provisions


(830)

(712)

Finance income


(153)

(348)

Finance expense


          8,543

9,637

Acquisition and refinance costs

5

             150

-

Tax expense


          4,979

5,195

Pension charge in excess of contributions paid


                 -

149

Operating cash flows before movements in working capital


48,879

   48,592



 


Changes in working capital:


 


Increase in inventories


(6,875)

(6,410)

Decrease/(increase) in trade and other receivables


          8,405

(5,679)

(Decrease)/increase in trade and other payables


(9,514)

         4,801

Decrease in employee benefits


                 -

            241

Cash generated from operations


       40,895

       41,545

 


 


Payment of contingent consideration


(2,035)

-

Interest received


             153

277

Tax paid


(9,507)

(9,095)

Net cash from operating activities


        29,506

       32,727

 


 


Investing activities


 


Purchase of property, plant and equipment


(1,648)

(4,266)

Proceeds from sale of property, plant and equipment


          2,350

3,071

Purchase of right of use assets


(34)

(23)

Proceeds from sale of right of use assets


                 -

34

Purchase of intangible assets


(5)

(72)

Loan to joint venture


                 -

(191)

Proceeds from sale of associate


             146

-

Dividends received from associates


                 -

45

Net cash from/(used in) investing activities


             809

(1,402)



 


Financing activities


 


Equity dividends paid

6

(11,293)

(10,904)

Proceeds from issue of ordinary shares net of share issue costs


                 8

83

Own shares acquired


(1,124)

(50)

Proceeds from issue of shares held by EBT to employees


               24

-

Payment of fees relating to refinancing


(150)

-

Proceeds from bank borrowings


      227,500

207,500

Repayment of bank borrowings


(215,500)

(210,000)

Repayment of lease liabilities


(4,343)

(4,216)

Payment of deferred and contingent consideration


(8,722)

(9,304)

Interest paid


(7,813)

(7,168)

Payment of transaction costs relating to loans and borrowings


(598)

-

Net cash flows used in financing activities


(22,011)

(34,059)

Net increase/(decrease) in cash and cash equivalents


          8,304

(2,734)

Cash and cash equivalents at beginning of year


          4,374

6,961

Effect of changes in foreign exchange rates


(211)

147

Cash and cash equivalents at end of year


        12,467

4,374

 



 

Notes to the Final Results

Year ended 31 March 2026

 

1. General information

This announcement was approved by the Board of Directors on 13 July 2026.

 

BRCK Group plc is a public company, limited by shares, incorporated in England and Wales (registration number 11123804). The company changed its name from Brickability Group PLC to BRCK Group plc on 4 February 2026. The address of the registered office is South Road, Bridgend Industrial Estate, Bridgend, United Kingdom CF31 3XG.

 

The financial information set out above does not constitute the Group's statutory financial statements for the year ended 31 March 2026 or 2025 but is derived from these financial statements. Statutory financial statements for 2025 have been delivered to the Registrar of Companies and those for 2026 will be delivered by 30 September 2026. The auditor reported on these statutory financial statements; their report was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under Section 498(2) or (3) of the Companies Act 2006.

 

2. Basis of preparation

The financial information has been prepared in accordance with UK adopted international accounting standards in conformity with the requirements of the Companies Act 2006.

 

The financial information presented in pounds sterling, which is the functional currency of the Company and Group. Amounts are rounded to the nearest thousand, unless otherwise stated.

 

The financial information is prepared on the historical cost basis, with the exception of certain financial assets and liabilities which are stated at fair value.

           

Going Concern

The period covered by the Going Concern review is the period to 30 September 2027. After reviewing the Group's forecasts and risk register and making other enquiries, the Board has concluded that for the period of review, there is a reasonable expectation that the Group and Company has adequate resources to continue in operational existence for the foreseeable future.

 

The key uncertainty faced by the Group is the demand for its products and services and how these are impacted by economic factors.

 

Forecast scenarios have been prepared to compare several outcomes where there is a significant and prolonged drop in demand in the industry. For each scenario, cash flow and covenant compliance forecasts have been prepared.

           

In the base case scenario, the Directors expect year on year revenue growth and to comfortably remain within the Group's facility limits, with sufficient headroom when forecasting future covenant compliance.

 

The Directors applied a severe downside scenario with a sustained reduction in base case forecast revenue of 20% and no mitigating actions forecast. This would not result in any shortfall in cash resources available. However, a sustained reduction of 9% over the 18 months, with no mitigating actions forecast, would result in a covenant breach in June 2027. The Directors do not believe this to be reasonably plausible. Nevertheless, a range of mitigating actions, including reductions in discretionary expenditure, could be taken to avoid a breach occurring.

 

Having considered the scenarios modelled and the ability of the Group to reduce discretionary cash outflows, the Directors are satisfied that the Group and Company has sufficient resources to continue to operate for a period of not less than 12 months from the date of this report and until at least 30 September 2027. The scenario in which the Group or Company will have a lack of liquidity is considered remote. Accordingly, the consolidated financial statements have been prepared on a going concern basis.

 

New standards, interpretations and amendments effective from 1 January 2025

The following standards and amendments became effective for the current financial year:

 

IAS 21 The Effects of Changes in Foreign Exchange Rates (Amendment - Lack of exchangeability).

 

The amendment above did not have a material impact on the amounts recognised in the current year or in prior periods.

 

New standards, interpretations and amendments not yet effective

Certain new standards and amendments have been issued by the IASB and will be effective in future accounting periods. The standards and amendments that are not yet effective and have not been adopted early by the Group include:

 

Amendments effective from 1 January 2026:

 

IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures (Amendment - Classification and Measurement of Financial Instruments); and

IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures (Amendment - Contracts Referencing Nature-dependent Electricity).

 

Amendments effective from 1 January 2027:

 

§ IFRS 18 Presentation and Disclosures in Financial Statements;

§ IFRS 19 Subsidiaries without Public Accountability: Disclosures; and

§ IAS 21 The Effects of Changes in Foreign Exchange Rates (Amendment - Translation to a Hyperinflationary Presentation Currency).

 

The amendments effective from 1 January 2026 are not expected to have any significant impact on the amounts recognised in future periods.

 

IFRS 18 will replace IAS 1. Whilst IFRS 18 is not expected to have a material impact on the recognition and measurement of items within the Group's financial statements, it will have a significant impact on the presentation and disclosure of certain items. The new IFRS 18 standard introduces the requirement to:

 

·      present specified categories and defined subtotals in the Statement of Profit or Loss;

·      provide disclosures on management-defined performance measures (MPMs) in the Notes to the Financial Statements; and

·      improve the aggregation/disaggregation and labelling of information.

 

IFRS 19 is not expected to be applied for the purposes of the Group's consolidated financial statements.

 

The amendments to IAS 21 are not expected to have any significant impact on the amounts recognised in future periods.

 

3. Segmental analysis

For management purposes, the Group reports its results in segments based on the nature of its products and services. During the year, the Group changed its reporting structure. The four previously reported divisions, Bricks and Building Materials, Importing, Distribution and Contracting, have been reorganised into two divisions as set out below. The new structure, which simplifies the Group's reporting, forms part of our Business Change Project, reflects the Group's strategic focus and better represents the evolving nature of the Group's operations.

 

The Group's two divisions are as follows:

 

Distribution, which incorporates the Group's sourcing, importation and distribution of building products including bricks, timber, roof tiles and radiators, to all sectors of the construction industry; and

Design & Install, which comprises the Group's added-value design, specification, procurement and installation businesses, including the provision of cladding remediation and flooring, roofing and solar panel installation services, within both the residential construction and commercial sectors.

 

The new divisions are distinct in that the Distribution division is primarily driven by the housing market, whereas the Design & Install division is driven by other factors, less connected with the housebuilding market, such as the regulatory drivers of fire remediation.

 

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker (CODM). The Group considers the CODM to be the senior management team, including the Board of Directors, who are responsible for allocating resources and assessing performance of the operating segments.

 

The accounting policies of the reportable segments are the same as the Group's accounting policies. Segment performance is evaluated based on Adjusted EBITDA, without allocation of depreciation and amortisation, finance expenses and finance income, share-based payment expenses, certain impairment losses and fair value movements. This is the measure reported to the Board for the purpose of resource allocation and assessment of segment performance. Unallocated costs within Adjusted EBITDA relate to those primarily incurred centrally for corporate purposes.

 

The segmental analysis for the prior year has been re-presented in the two divisions for comparison purposes.

 

The Group's revenue is primarily generated in the United Kingdom. All revenue generated outside the UK, is included within the Distribution segment. Of the revenue generated in Europe, £1,261,000 (2025: £885,000) is included within revenue from the sale of goods and £809,000 (2025: £1,799,000) included within revenue from the rendering of services. All revenue generated in Other geographic locations is included within revenue from the rendering of services.

 

Revenue from the sale of goods and rendering of services is analysed by segment below. Revenue from the rendering of services within the Distribution segment relates to the provision of transportation and distribution services.

 

No individual customer accounts for more than 10% of the Group's total revenue.

 

 

2026

2025 (re-presented)


Distribution

Design & Install

Unallocated & Group Eliminations

Consolidated

Distribution

Design & Install

Unallocated & Group Eliminations

Consolidated


£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

Revenue from sale of goods

 509,588

 -

 -

 509,588

 511,512

 -

 -

 511,512

Revenue from rendering of services

 9,407

 126,364

 -

 135,771

 9,335

 116,209

 -

 125,544

 Total external revenue

 518,995

 126,364

 -

 645,359

 520,847

 116,209

 -

 637,056

 Total internal revenue

 433

 72

(505)

 -

 726

 20

(746)

 -

Total revenue

 519,428

 126,436

(505)

 645,359

 521,573

 116,229

(746)

 637,056

 

 

 

 

 





Adjusted EBITDA before SBP

 33,998

 24,385

(6,044)

 52,339

 33,233

 23,821

(6,906)

 50,148

Depreciation and amortisation

 

 

(20,094)

(20,094)



(20,180)

(20,180)

Impairment of goodwill

 

 

(9,974)

(9,974)



 -

 -

Impairment of acquired intangibles

 

 

(3,471)

(3,471)



 -

 -

Refinancing costs

 

 

(150)

(150)



 -

 -

Business Change Project costs

 

 

(1,669)

(1,669)



(538)

(538)

Earn-out consideration classified as remuneration under IFRS 3

 

 

(187)

(187)



(435)

(435)

Share-based payment expense

 

 

(1,347)

(1,347)



(1,341)

(1,341)

Impairment of investment in associates

 

 

 -

 -



(137)

(137)

Impairment of loan to joint venture

 

 

 -

 -



(5,318)

(5,318)

Finance income

 

 

 153

 153



 348

 348

Finance expense

 

 

(8,543)

(8,543)



(9,637)

(9,637)

Share of results of associates

 

 

 -

 -



(7)

(7)

Fair value gains and losses

 

 

(774)

(774)



(1,194)

(1,194)

Group profit before tax

 33,998

 24,385

(52,100)

 6,283

 33,233

 23,821

(45,345)

 11,709

 

For the purposes of monitoring segment performance and allocating resources between segments, the CODM monitors the total non-current and current assets attributable to each segment. All assets are allocated to reportable segments except for those used primarily for corporate purposes (central) and deferred tax assets. Goodwill has been allocated to reportable segments. No other assets are used jointly by reportable segments. All liabilities are allocated to reportable segments except for those used primarily for corporate purposes (central), bank borrowings and deferred tax liabilities.

 

Right of use assets, in respect of trailers, with a carrying value of £1,243,000 (2025: £1,864,000), are either held in the United Kingdom or Europe at the year end, depending on the timing and location of goods being transported. All other non-current assets are solely held within the United Kingdom.


 

 

2026

2025 (re-presented)

 


Distribution

Design & Install

Central

Consolidated

Distribution

Design & Install

Central

Consolidated


£'000

£'000

£'000 

£'000

£'000

£'000 

£'000

£'000

Non-current segment assets

 115,894

 110,870

 11,313

 238,077

 130,477

 120,728

 11,500

 262,705

Current segment assets

 147,026

 44,479

 4,913

 196,418

 148,931

 33,339

 7,087

 189,357

Total segment assets

 262,920

 155,349

 16,226

 434,495

 279,408

 154,067

 18,587

 452,062

 Group assets

 

 

 

 434,495




 452,062










Total segment liabilities

(117,399)

(33,515)

(14,279)

(165,193)

(121,115)

(41,454)

(18,392)

(180,961)

Loans and borrowings (excluding leases and overdrafts)

 

 

 

(72,457)




(60,644)

Deferred tax liabilities

 

 

 

(17,992)




(21,721)

 Group liabilities

 

 

 

(255,642)

 

 

 

(263,326)












 

 

Non-current asset additions

 

 

 

 





Property, plant and equipment

            915

              733

                   -

             1,648

 970

 499

 2,797

4,266

Right of use assets

         6,456

              393

               18

             6,867

 4,002

 896

 -

4,898

Intangible assets

                5

                  -

                   -

                     5

 -

 72

 -

72

Total non-current asset additions

        7,376

          1,126

                 18

              8,520

 4,972

 1,467

 2,797

9,236

 


4. Profit before tax

 

Profit before tax is stated after charging/(crediting):

2026

2025

 

£'000

£'000

Amortisation of intangible assets

        13,596

  13,870

Depreciation of property, plant and equipment

          1,735

    1,745

Depreciation of right of use assets

          4,763

  4,565

Loss/(gain) on disposal of property, plant and equipment and right of use assets

               32

(220)

Impairment of goodwill

          9,974

-

Impairment of intangible assets

          3,471

-

Impairment of property, plant and equipment

                 8

433

Impairment of investment in associates

                  -

137

Impairment of trade receivables

          1,151

1,659

Impairment of loan to joint venture

                  -

5,318

Cost of inventories recognised as an expense

      473,721

463,969

Customer rebates

          9,601

  8,633

Supplier rebates

(8,431)

(8,348)

Subcontractor costs

        33,390

 28,106

Net foreign exchange losses

             137

  180

 

5. Other items

In order to assist with the understanding of the Group's performance, certain business combination related items that are significant in nature and items that management do not consider to be directly reflective of the Group's underlying performance in the period are presented separately, on the face of the Consolidated Statement of Profit or Loss and Other Comprehensive Income.

 

This includes certain cash and non-cash items which tend to be charged or recognised throughout the year regardless of trading performance. For the purpose of assessing performance on a comparable basis year on year, management therefore considers both statutory and adjusted profit measures, with these adjusted measures presented separately in order to provide additional useful information about the Group's performance to users of the accounts.

 

The Group has previously included its share-based payment expense within other items as a proportion of the share options issued were subject to performance criteria, including both market and non-market conditions. Changes in market conditions after the grant date are not reflected in the share-based payment expense recognised. The accounting charge was therefore not considered to be directly linked to the Group's trading operations in the year and thus separate disclosure was deemed appropriate to assist with the understanding of the Group's performance in the year.

 

However, a greater proportion of options held by employees are now subject to service conditions only and the Group has established an EBT to provide the ability to satisfy exercises of vested options and awards granted pursuant to the Company's share incentive schemes.

     

The share-based payment expense is therefore now considered to primarily reflect a remuneration cost and thus is no longer presented as an 'other item' and the expense included within adjusted profit. Adjusted profit and other items in the comparative period have therefore been restated to reflect this change in classification.

 



 

Other items that are excluded from adjusted profit measures are as follows:

 

2026

2025*

 

£'000

£'000

Amortisation of acquired intangible assets

(13,196)

(13,440)

Impairment of goodwill

(9,974)

                  -

Impairment of acquired intangible assets

(3,471)

                  -

Total depreciation, amortisation and impairment of non-financial assets

(26,641)

(13,440)

Refinancing costs

(150)

                  -

Business Change Project costs

(1,669)

(538)

Earn-out consideration classified as remuneration under IFRS 3

(187)

(435)

Total other administrative expenses

(2,006)

(973)

Impairment of investment in equity accounted associates

 -

(137)

Impairment of loan to joint venture

 -

(5,318)

Total impairment losses on financial assets

 -

(5,455)

Unwinding of discount on contingent consideration

(2,554)

(3,681)

Total finance expense

(2,554)

(3,681)

Share of post-tax loss of equity accounted associates

                  -

(7)

Loss on remeasurement of contingent consideration (note 9)

(774)

(1,194)

Total fair value losses

(774)

(1,194)

Total other items before tax

(31,975)

(24,750)

Tax on other items

          4,621

          4,824

Total other items after tax

(27,354)

(19,926)

*Restated to reflect change in share-based payment expense classification

 

Impact of business combinations

Following a business combination, intangible assets in respect of brands, customer relationships and supplier relationships are recognised as part of the fair value assessment of net assets acquired. Amortisation on these acquired intangibles is excluded from adjusted profit as the recognition of these intangibles is not comparable with the recognition of other internally generated assets. Its exclusion enables performance to be assessed on a like for like basis regardless of whether growth is organic or through acquisition and whether acquired intangibles have been fully amortised.

 

A total impairment charge of £13,445,000 (2025: £nil) has been allocated against goodwill and acquired intangibles during the year. The impairment charge has arisen due to the cyclical downturn in the UK construction industry. The value is significant and represents a one-off, non-cash charge to the business. Accordingly, and for consistency with the presentation of other business combination related expenses, the impairment has been presented within other items to aid comparability with the prior period.

 

Any gains recognised on acquisition, subsequent changes in the fair value of contingent consideration and the related finance expense in connection with discounting deferred and contingent consideration can also make a comparison of trading performance on a like for like basis more difficult. These gains/losses and expenses are therefore also excluded from adjusted results, with the inclusion within other items consistent with the presentation of other acquisition related costs.

 

Fair value losses of £774,000 (2025: £1,194,000) reflect changes in contingent consideration expected to be payable. A reconciliation of the movement in the year, including details of the reasons for the change in the year is outlined in note 9.

 

To facilitate future acquisitions, the Group refinanced and agreed an increase in its available banking facilities during the year. The refinancing costs directly associated with this were therefore considered to be acquisition related and included within other items, consistent with the presentation of previous acquisition related and refinancing costs.

 

The agreement to purchase Modular Clay Products includes earn-out consideration, payable if certain performance-based targets are met over the three-years following acquisition. The share purchase agreement also includes a 'bad leaver' clause, under which the earn-out consideration payment to such a leaver is forfeited. The clause was included with the intention of protecting the value of the business over the first few years following acquisition. However, as a result of the earn-out consideration effectively being contingent on the continued employment or 'good leaver' status of the individual, the amount payable has been treated as remuneration in accordance with current IFRS interpretation guidance of IFRS 3. As such, the amount payable is considered to be business combination related and not reflective of a typical remuneration cost that would usually be incurred within the underlying trade of the Group.

 

Business Change Project costs

During the year, the Group continued its Business Change Project which incorporates the upgrade of the Group's IT systems and infrastructure, the Group's rebranding and the re-organisation of businesses within the Group.

 

The overall project is expected to be completed over the next two financial years and cumulative costs of £2,503,000 (2025: £833,000), specifically associated with the project, have been recognised to date. The anticipated total project costs are estimated to be £8,000,000. The project set up and implementation costs are over and above the Group's annual system upgrade and maintenance costs and thus these costs have been included within 'other items' to assist with the understanding of the Group's performance in the year.

 

Equity accounted associate and joint venture

The Group was not directly involved in the day-to-day operations of its associate and thus considered it appropriate to separate its share of this entity's results from the Group's adjusted results in the prior year. An impairment was also recognised in the prior year, upon reclassifying the investment as an asset held for sale, which was also recognised within 'other items' for consistency with the presentation of the Group's share of post-tax losses from that associate.

 

In the prior year, full provision was made against a loan balance due from the Group's joint venture, following the joint venture entering administration. The impairment of the loan balance was considered to be one-off in nature and in excess of the Group's typical level of impairment recognised from its ongoing operations. Accordingly, the impairment was presented within 'other items' to aid comparability.

 

Tax

The tax credit arising on the other items is presented on the same basis as the cost to which it relates.

 

6. Dividends

 

2026

2025

 

£'000

£'000

Amounts recognised as distributions to equity holders in the year:

 


Final dividend for the year ended 31 March 2025 of 2.39p per share
(2025: for the year ended 31 March 2024 of 2.28p per share)

           7,309

Interim dividend for the year ended 31 March 2026 of 1.12p per share
(2025: for the year ended 31 March 2025 of 1.12p per share)

                  3,606

           3,595

Total dividends paid in the year

                11,293

      10,904

 

The Directors recommend that a final dividend for 2026 of 2.39p (2025: 2.39p) per ordinary share be paid.

 

The final dividend will be paid, subject to shareholders' approval at the Annual General Meeting, to shareholders on the register at the close of business on 3 September 2026. This dividend has not been included as a liability in these financial statements.

 



 

7. Earnings per share

Earnings per share (EPS) is calculated by dividing the profit for the year, attributable to ordinary equity holders of the parent, by the weighted average number of ordinary shares outstanding during the year.

 

Diluted EPS is calculated by dividing the profit for the year, attributable to ordinary equity holders, by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.

 

The calculation of basic and diluted earnings per share is based on the following data:

 


2026

2025


Earnings £'000

Weighted average number of shares

Earnings per share (p)

Earnings £'000

Weighted average number of shares

Earnings per share (p)

Basic earnings per share

1,304

321,784,390

        0.41

6,533

320,623,575

     2.04

Effect of dilutive securities

 

 

 




  Employee share options

              -

4,979,527

              -  

      -

5,315,007

   -  

Diluted earnings per share

1,304

326,763,917

0.40

6,533

325,938,582

2.00

 

Adjusted earnings per share and adjusted diluted earnings per share based on the adjusted profit attributable to the equity holders of the parent, as shown in the Adjusted column of the Consolidated Statement of Profit or Loss and Other Comprehensive Income. Details of the Other items after tax, forming the difference between the statutory earnings above and adjusted earnings below, are outlined in note 5 of the final results.

 

 


2026

2025*


Earnings £'000

Weighted average number of shares

Earnings per share (p)

Earnings £'000

Weighted average number of shares

Earnings per share (p)

Adjusted basic earnings per share

28,658

321,784,390

        8.91

26,459

320,623,575

       8.25

Effect of dilutive securities

 

 

 




  Employee share options

              -

4,979,527

              -  

              -

5,315,007

            -  

Adjusted diluted earnings per share

28,658

326,763,917

8.77

26,459

325,938,582

       8.12

* Restated to reflect change in share-based payment expense classification within other items, as outlined in note 5.

 

8. Intangible assets


 Goodwill

£'000

Brands

£'000

Customer & supplier relationships

£'000

Other

intangibles

£'000

Total

£'000

Cost or valuation






At 1 April 2024

125,704

29,131

104,883

1,295

261,013

Additions

-

-

-

72

72

At 31 March 2025

 

125,704

29,131

104,883

1,367

261,085

Additions

-

-

-

5

5

At 31 March 2026

125,704

29,131

104,883

1,372

261,090

Amortisation and impairment






At 1 April 2024

32

7,736

26,691

149

34,608

Charge for the year

-

2,593

10,847

430

13,870

At 31 March 2025

 

32

10,329

37,538

579

48,478

Charge for the year

-

2,458

10,738

400

13,596

Impairment

9,974

1,276

2,195

-

13,445

At 31 March 2026

10,006

14,063

50,471

979

75,519

Net book value






At 31 March 2026

115,698

15,068

54,412

393

185,571

At 31 March 2025

125,672

18,802

67,345

788

212,607

The Company has no intangible assets.

Goodwill is reviewed annually for impairment. The economic climate and market conditions continued to be challenging during the year and since the year end. Whilst interest rates have fallen slightly during the year, they remain relatively high which, combined with the increased cost of living and market uncertainty, could give rise to an indication of potential impairment. As such, impairment reviews have also been carried out in respect of other intangible assets and other non-financial assets, including property, plant and equipment and right of use assets.

The carrying amount of goodwill and impairment losses by segment are as follows:


 

 

 

Distribution

£'000

 

 

Design &

Install

£'000

Total

£'000

At 1 April 2024*

51,760

73,912

125,672

At 31 March 2025*

51,760

73,912

125,672

Impairment

(6,311)

(3,663)

(9,974)

At 31 March 2026

45,449

70,249

115,698

*See note 3 regarding re-presentation due to change in reporting segments.

 

Impairment losses regarding goodwill are included within the depreciation, amortisation and impairment of non-financial assets line in the Consolidated Statement of Profit or Loss and Other Comprehensive Income.

The carrying amount of goodwill is allocated to CGUs as follows:


2026

2025

 

£'000

£'000

Brick-ability trading group

13,062

13,062

PVH trading group

16,399

16,399

HHG trading group

          12,809

  12,809

Taylor Maxwell trading group

            12,016

12,016

Group Topek

          24,866

24,866

TSL Assets

20,470

20,470

Other CGUs

16,076

26,050

Total

115,698

125,672

CGUs representing 10% or more of the total goodwill are considered to be 'significant CGUs' to the Group and have been listed separately above.

The 'Other CGUs' category represents 12 smaller components of the Group, each representing up to 7.38% (2025: 6.79%) of the total goodwill and relate to the business operations of entities acquired during previous years.

The recoverable amount is the higher of fair value less costs of disposal (FVLCD) and value in use (VIU). The Group estimates the recoverable amount of each CGU, using a VIU model by projecting cash flows for the next five years together with a terminal value using a long-term growth rate. The key assumptions underpinning the recoverable amounts of the CGUs tested for impairment are forecast revenues and EBITDA, upon which the forecast cash flows are based, the long-term growth rates and the discount rates applied to the forecast cash flows.

Revenue and EBITDA forecast in the impairment models are based on management's past experience and future expectations of performance. The projections also consider the ongoing uncertainty in the market, with assumptions for future trade supported by actual trends or past experience in conjunction with market data (including that released by the Office for National Statistics) that forecast a recovery in market conditions. The long-term growth rate and discount rate applied for each CGU is as follows:


Growth rate

Pre-tax discount rate


2026

2025

2026

2025

 

%

%

%

%

Brick-ability trading group

2.0

2.0

13.8

14.2

PVH trading group

2.0

2.0

17.1

18.0

HHG trading group

2.0

2.0

          13.5

13.6

Taylor Maxwell trading group

2.0

2.0

            13.9

13.7

Group Topek

2.0

2.0

          17.0

17.8

TSL Assets

2.0

2.0

17.0

17.6

Other CGUs

2.0

2.0

13.0-20.3

13.2-22.2

The long-term growth rates used to extrapolate the cash flow projections beyond the initial five-year period do not exceed the average long-term growth rates for the relevant markets. The pre-tax discount rates applied are derived from the CGU's post-tax weighted average cost of capital (WACC), by reference to comparable quoted company data, which range from 10.5% to 14.8% (2025: 10.5% to 16.8%).

Inputs into the calculation of the discount rates reflect the risks associated with the CGU's size and industry within which it operates. A growth risk factor of 2% (2025: 2%) has also been incorporated into the discount rate for Upowa given there is a significant level of growth anticipated during the forecast period, due to changes in renewable energy legislation. Risk-free rates included within the discount rate calculations are obtained from observable market rates.

Impairment

Against continuing macroeconomic and construction sector headwinds and when applying the above assumptions, it was identified that the total carrying value of CGU assets for 7 CGUs exceeded the value in use determined for the respective CGU. The impairments arose due to the cyclical downturn in the construction industry, which has resulted in reduced demand.

A total impairment loss of £13,445,000 has been recognised, with each of the affected CGUs within the Other CGUs category above. The impairment charge has been recognised within the depreciation, amortisation and impairment of non-financial assets line in the Consolidated Statement of Profit of Loss and Other Comprehensive Income. This reflects the challenging trading conditions and extended downturn period in the UK construction sector. The impairment charge has been allocated against £9,974,000 of goodwill, £1,276,000 of brand intangible assets and £2,195,000 of customer and supplier relationship intangible assets.

Sensitivity

Aside from the cases noted above, the total recoverable amount in respect of goodwill arising on consolidation, other intangibles and other non-financial assets, as assessed by management using the above assumptions, is greater than the carrying amount.

The projections used in the impairment reviews have also been sensitised. Management considers it not reasonably possible for the assumptions to change so significantly as to eliminate the excess level of headroom for any of the significant CGUs, as defined above, with revenue required to fall between 11.7% and 42.8% (2025: 21.3% and 36.3%) of forecasted results, EBITDA required to fall to between 18.6% and 60.2% (2025: 28.5% and 85.8%) of forecasted results or the discount rate required to increase by between 2.6% and 24.6% (2025: 1.5% and 33.0%) in order for there to be an impairment.

 

9. Business combinations

 

Contingent consideration

The Group entered into contingent consideration arrangements during the purchase of several subsidiaries in previous years. Final amounts payable under these agreements are all subject to future performance and the acquired business achieving pre-determined Adjusted EBITDA targets, over the three years following acquisition, with the exception of Upowa Ltd which is over five years.

The fair value of all contingent consideration is based on a discounting cash flow model, applying a discount rate of between 12.5% and 23.6%, based on the acquired company's WACC, to the expected future cash flows.

Summarised below are the fair values of the contingent consideration at both acquisition and reporting date, the potential undiscounted amount payable and the discount rates applied within the discounting cash flow models, for each acquisition where contingent consideration arrangements remain in place at the reporting date.

Company acquired

 

 

 

 

Discount rate

 

Fair value at acquisition

£'000

Fair value at reporting date

2026

£'000

 

 

Undiscounted amount payable

2026

£'000

Fair value at reporting date

2025

£'000

 

 

Undiscounted amount payable

2025

£'000

Taylor Maxwell Group (2017) Limited

4.1%

-

-

-

241

241

Upowa Ltd

23.6%

10,069

-

-

1,918

2,206

Beacon Roofing Limited

13.0%

1,365

-

-

606

644

E. T. Clay Products Limited

16.0%

1,043

-

-

-

-

Heritage Clay Tiles Limited

20.0%

82

-

-

-

-

Group Topek Holdings Limited

12.5%

12,134

2,943

3,279

8,458

9,948

TSL Assets Limited

12.9%

12,319

13,942

15,005

14,941

17,145

Total


37,012

16,885

18,284

26,164

30,184

The potential undiscounted amount payable in respect of E. T. Clay Products Limited and Heritage Clay Tiles Limited is £nil (2025: £nil to £3,480,000), following expiry of the earn-out period during the year. No further payments are also due for Taylor Maxwell Group (2017) Limited or Beacon Roofing Limited, following the end of those earn-out periods.

The potential undiscounted amount payable in respect of Group Topek Holdings Limited ranges from £nil to £17,700,000, while the potential undiscounted amount payable in respect of TSL Assets Limited ranges from £nil to £20,700,000. It is not possible to determine a range of outcomes for one acquisition as the arrangement does not contain a maximum payable. However, the earn-out period will expire during the financial year ending 31 March 2027 and no further payments are anticipated.

The acquisition of Modular Clay Products Ltd was also subject to further amounts payable depending on future performance over the three years following acquisition in May 2022, which are recognised as remuneration due to a 'good leaver' clause within the share purchase agreement. A charge of £187,000 (2025: £435,000) has been recognised in the year in respect of this earn-out consideration, presented within other administrative expenses (note 5). An amount of £1,433,000 (2025: £475,000) was paid in the year, with no further amounts payable under this arrangement.

Changes in amounts recognised in respect of contingent consideration can be reconciled as follows:

Company acquired

 

 

Fair value at

31 March 2025

£'000

Finance

expense

£'000

 

 

Fair value

loss/(gain)

£'000

 

 

Settlement

£'000

 

 

Fair value at

31 March 2026

£'000

Upowa Ltd

1,918

143

(751)

(1,310)

-

Beacon Roofing Limited

606

38

(202)

(442)

-

Group Topek Holdings Limited

8,458

956

(1,135)

(5,336)

2,943

TSL Assets Limited

14,941

1,417

3,279

(5,695)

13,942

Other business combinations

241

-

-

(241)

-

Total

26,164

2,554

1,191

(13,024)

16,885

 

Fair value gains and losses in the year reflect changes in performance and/or anticipated profits compared to those originally forecast at the end of the prior year. The overall fair value loss of £774,000 (2025: £1,194,000) recognised in the Consolidated Statement of Profit or Loss and Other Comprehensive Income is net of a gain of £417,000 (2025: £nil) in relation to the release of deferred consideration previously provided for as a retention that is no longer payable.

 

10. Loans and borrowings

 


2026

2025

 

£'000

£'000

Cash and bank balances

33,246

23,106

Bank overdrafts

(20,779)

(18,732)

Cash and cash equivalents

12,467

4,374

 

 

2026

2025

 

£'000

£'000

Current

 


Overdrafts

          20,779

    18,732

Bank loans

             4,000

-


          24,779

18,732

Non-current

 


Bank loans

          68,457

  60,644


68,457

60,644

Total loans and borrowings

93,236

79,376

 

The Directors consider that the carrying amount of loans and borrowings approximates to their fair value. Non-current bank loans comprise a principal loan value of £69,000,000 (2025: £61,000,000) less arrangement fees of £543,000 (2025: £356,000), which are amortised over the term of the loan.

 

During the year, the Group refinanced with the total credit facility increased to £150,000,000, comprising a term loan of £50,000,000, RCF facility of £60,000,000 and an uncommitted accordion of £40,000,000. The facility initially runs for 3 years from December 2025 with two extension options, each of one year. The term loan is repayable at a fixed rate bi-annually after the first year, with the remaining balance payable at the end of the term.

 

The total facility bears interest at a variable rate based on the SONIA. At the reporting date, interest was charged at a rate of 2.40% (2025: 2.40%) above the adjusted SONIA interest rate benchmark.

 

The Group has a notional pool agreement, whereby certain cash balances within the Group are entitled to be offset, providing the overall overdrawn balance does not exceed the £5,000,000 facility limit. The Company's overdraft balance at the year end is a result of the timing of cash transfers within the Group and funds being transferred from the Group's central facility.

 

The bank loans are secured by a fixed charge over the Group's properties and floating charges over the remaining assets of the Group, including all property, investments and assets of the Company's subsidiary undertakings. A guarantee has also been provided by each subsidiary.

 

11. Post balance sheet events

On 1 April 2026, the Group and Company granted 525,000 awards under its LTIP scheme.

On 18 May 2026, 100,000 new shares were issued to settle an employee's exercise of share options.

On 27 May 2026, the Group completed the sale of a property for consideration of £700,000.

On 30 June 2026, the Group completed the acquisition of the entire share capital and 100% of the voting rights in H.S. Jackson & Son (Fencing) Limited.

The acquisition was made in order to supplement and expand the Group's existing product range within the timber and fencing markets.

Due to the timing of the acquisition, a detailed assessment of the fair value of the identifiable net assets, and value of any uncollectible contractual cash flows, has not been completed at the date of approving these financial statements.

The total consideration expected to be payable is:

 

 

2026

 

£'000

Cash

                 28,698

Shares issued as consideration

500

Contingent consideration

                 11,000

Total consideration

40,198

 

The above consideration is undiscounted and subject to post completion and fair value adjustments.

 

The cash consideration above comprises an initial amount of £14,500,000, plus £4,905,000 for freehold assets and an estimated £9,293,000 on completion in respect of surplus working capital and cash.

 

The £500,000 consideration through the issue of shares has resulted in 1,024,414 new ordinary shares being issued, giving a total number of shares in issue of 323,270,660 at the date of issuing these financial statements. The revised share capital balance stands at £3,232,000.

 

The contingent consideration is subject to future financial performance of the acquired business over the three to four years following acquisition. The potential undiscounted contingent consideration payable ranges from £nil to £11,000,000.

 

Any goodwill arising on the acquisition would primarily comprise the strategic value of the acquisition, including the potential for future growth within the fencing market and the value of the assembled workforce. Goodwill would not be expected to be deductible for tax purposes.

 

Acquisition costs of approximately £495,000, in relation to stamp duty and legal and professional fees, are estimated to be incurred in connection with this acquisition and will be recognised in profit or loss. However, due to the timing of the acquisition, not all costs have been invoiced or finalised at the time of approving these financial statements.

 

A total of £20,000,000 was drawn down on the available accordion banking facility (note 10) to fund the acquisition.

 

12. Availability of annual report and accounts

The Annual Report and Accounts for the year ended 31 March 2026 will be posted to shareholders on or before 12 August 2026 and laid before the Group at the Annual General Meeting on 15 September 2026. Copies of the Annual Report and Accounts for the year ended 31 March 2026 will be available on request from the Company Secretary at BRCK Group plc, South Road, Bridgend Industrial Estate, Bridgend CF31 3XG and from the Group's website www.brckgroup.com.

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