Final Results and H1 Trading Update

Summary by AI ^BETAClose X

Hercules PLC reported a 19% increase in revenue to £121.2 million for the year ended 30 September 2025, with underlying EBITDA up 34% to £6.4 million and underlying pre-tax profit at £4.0 million. The company also announced that the suspension of trading on AIM is expected to be lifted on 22 May 2026. Despite a qualified audit opinion related to historical supplier expenditure, the group has strengthened internal controls and is confident in its future operational platform. The company's half-year trading update indicated revenue growth to £59.2 million for the six months ended 31 March 2026, with strategic acquisitions bolstering capabilities in the Power and Energy sector.

Disclaimer*

Hercules PLC

22 May 2026

Hercules plc

("Hercules", the "Company" or the "Group")

Final Results and H1 Trading Update

Lifting of Suspension of Trading on AIM

Hercules plc (AIM: HERC), a leading UK infrastructure and construction services group, announces its audited results for the year ended 30 September 2025 ("FY 2025"). The Company's Annual Report is available to download from the Hercules website at: https://herculesplc.com/results-reports-presentations/, and is being posted to shareholders electing to receive hard copies today.

Following the publication of the FY 2025 Annual Report, the suspension of the Company's securities from trading on AIM is expected to be lifted at 7.30 a.m. on 22 May 2026.

Information regarding the Company's forthcoming Annual General Meeting will be announced in due course.

FY 2025 Financial Highlights:

· 19% increase in revenue to a record £121.2m, ahead of expectations (FY 2024: £101.9m)

· Underlying EBITDA* increased 34% to a record £6.4m (FY 2024: £4.7m)

· Underlying pre-tax profit** of £4.0m (FY 2024: £2.6m)

· Statutory PBT from continuing activities of £0.9m (FY 2024: £2.2m) reflecting amortisation of acquisition-related intangibles, all share-based charges and exceptional acquisition related items, IT system implementation costs and business development expenditure

· Underlying EPS*** increased to 4.74p (FY 2024: 3.47p)

· Cash generated in the year £7.6m (FY 2024: £7.5m)

Operational Highlights:

· Labour Supply: Successful acquisition of Advantage NRG saw Hercules enter the Power and Energy sector

o Strong demand and delivery, supplying labour resources to 65 clients (FY 2024: c.40) and c. 540 (FY 2024: c.300) different project locations during FY2025, not including Advantage NRG

o Increase in the average number of operatives deployed by the Labour Supply business to 1,230 (FY 2024: average of 1,150)

o App downloads (Recruitment and Onboarding) increased year on year to c. 20,000 (FY 2024: c. 16,000)

· Construction Services: Acquisition of Quality Transport Training Ltd ("QTT") increased capacity of the Hercules Academy, and, post period end, Lyons Power Services was acquired providing additional capability in the Power and Energy sector.

o Civil Projects leveraged its water sector experience to win significant levels of repeat work, mainly for key delivery partners for the AMP 8 water industry investment programme (AMP 8 infrastructure spend is £104bn, double that in AMP 7 at £51bn)

o Anglian Water Civils Framework continued at pace, with sizeable projects being allocated to Hercules

o Construction Academy has trained more than 2,000 individuals since opening in January 2024. The integration of QTT has helped scale the Hercules Academy training operations to support the UK's growing infrastructure project pipeline with a skilled, job-ready workforce

Shareholders will note that the Annual Report contains a qualified audit opinion relating to historical matters involving a limited number of training and consultancy suppliers. The Group has fully cooperated with the review process and has strengthened its internal controls and procedures going forward. Further information is contained in the Chairman's Statement and audit report.

H1 Trading Update:

· Unaudited revenue increased to £59.2m for the six months ended 31 March 2026 (H1 2025: £54.6m)

o Includes the impact of recently acquired Advantage NRG business where revenue is heavily weighted to the second half of the year

o The Civil Projects division has benefitted from expenditure connected with the new AMP 8 investment cycle

o Labour Supply business, which is also traditionally weighted to the second half of the year, has been impacted by delays to some key infrastructure projects. This has been partially mitigated through expanding the range of clients supplied

· The Company will announce its Interim Results in mid-June 2026

*Underlying EBITDA definition - adjusted for profit/loss on sale of fixed assets, exceptional items and R&D expenditure.

**Underlying pre-tax profit definition - same adjustments as for EBITDA but also excluding impairment and amortisation of intangibles.

***Underlying EPS definition - same adjustments as for pre-tax profit but also excluding prior year tax charges.

Brusk Korkmaz, Chief Executive Officer, commented:

"We have significantly expanded our operational capabilities across our Labour Supply and Construction Services businesses during the period, and our underlying performance in FY 2025 reflects this. We have been investing in our IT systems and acquired new expertise, adding to the long-term durability of our business.

"The long-term market backdrop is positive with at least £725 billion of government funding for infrastructure over the coming decade in our target sectors, including nationally significant programmes across power, water, transport and nuclear. Although we have seen delays across some key projects in H1, we have started the year with a strengthened market position and platform through which we can execute on the substantial market opportunities available to Hercules.

"In particular, the acquisition of Advantage NRG has enhanced our capability in the Power and Energy sector where the UK is embarking on a major upgrade of its electrical infrastructure focused on extending and modernising the country's transmission and distribution networks. Advantage NRG's deep expertise in overhead electrical transmission, and its ability to source, train and mobilise specialist linesmen, both in the UK and internationally, perfectly complements our strategy.

"Growing our business rapidly both organically and through acquisitions to achieve revenue of over £120m in FY 2025 is a fantastic achievement but has placed strains on our systems and controls which has led to a thorough review of our internal processes. Going forward we are confident that we now have in place robust procedures across the Group to handle our future needs as we drive the business forward.

"We remain committed to disciplined, selective expansion, ensuring that growth is delivered safely, sustainably and in a way that maximises long-term shareholder value."

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 which has been incorporated into UK law by the European Union (Withdrawal) Act 2018.

Retail Investor Webinar

Brusk Korkmaz, CEO, and Paul Wheatcroft, CFO, will deliver a live presentation relating to the Full-Year Results via Investor Meet Company on Thursday 28 May 2026 at 10.30 a.m.

The presentation is open to all existing and potential shareholders. Questions can be submitted pre-event via your Investor Meet Company dashboard up until 9.00 a.m. the day before the meeting, or at any time during the live presentation.

Investors can sign up to Investor Meet Company for free and add to meet Hercules via:

https://www.investormeetcompany.com/hercules-plc/register-investor

Investors who already follow Hercules on the Investor Meet Company platform will automatically be invited.

For further information and enquiries, please contact:

Hercules plc Brusk Korkmaz (CEO) Paul Wheatcroft (CFO)	c/o SEC Newgate

SP Angel (Nominated Adviser and Broker) Matthew Johnson / Adam Cowl (Corporate Finance) Grant Barker / Rob Rees (Sales and Broking)	+44 (0) 20 3470 0470
SEC Newgate (Financial Communications) Elisabeth Cowell / Ian Silvera / Darcey Dubell	+44 (0) 20 3757 6882 hercules@secnewgate.co.uk

CHAIRMAN'S REPORT FOR THE YEAR ENDED 30 SEPTEMBER 2025

FY2025 has been an important year for Hercules. Group revenue rose by 19% to £121.2m,(FY2024: £101.9m), underlying EBITDA increased by 34% to £6.4m(FY2024: £4.7m), and statutory PBT was £0.9m (FY2024: £2.2M), all in line with market expectations.

The reduction in statutory PBT reflects amortisation of acquisition-related intangibles, share-based charges and exceptional acquisition related items, IT system implementation costs, and business development expenditure. Record revenue and underlying EBITDA reflect strong operational delivery and the early benefits of our strategic expansion.

During the year we successfully implemented our strategy through targeted acquisitions and by the sale of our Vacuum Excavator business, positioning the Group to benefit from the significant investment being made in UK infrastructure in the coming years.

However, following the end of the financial year we unexpectedly had to devote significant management time and cost to remediating a number of operating process and internal control matters that were identified. Although this work was time-consuming and costly, the results have provided a valuable opportunity to strengthen the Group's operational systems and controls and ensure that future expansion will be supported by a more robust, scalable and resilient platform. It is important to say that none of the individual items identified during the review were of themselves significant, and the Board are satisfied that the expenditure items that were queried were properly incurred. However, in aggregate, these items spoke to a clear need to improve and enhance controls over the Group's operational expenditure.

At the time of the Company's admission to the AIM market in April 2022, management introduced a set of enhanced accounting procedures, processes and controls that were satisfactory for a company coming to the public markets at that time. Since the IPO, the scale and range of the Company's activities have grown and evolved substantially, both organically and by way of acquisition, with overall revenue growth of around 300% during this period. By way of example, two acquisitions were made during FY2025, alongside a significant disposal, another acquisition was completed early in October 2025. The accounting work arising from these transactions was greater than originally expected.

During the course of the FY2025 audit concerns were raised that some of the company's systems, procedures and controls relating to the risk profiling and onboarding of a small subset of training and consultancy providers had not developed, or had not been followed appropriately, in line with the requirements of the Group. The operating processes, procedures and controls of fast-growing companies require ongoing review and enhancement to ensure they continue to match the operating demands of an expanding business. Historically some new supplier requirements were controlled on site or were automatically classified as 'negligible-risk,' and the on-boarding procedures for these suppliers did not consider the increased scale and sophistication of our business or the requirement for more robust risk-assessment and processing at a central level.

As a result, audit evidence was, at times, inconsistent or incomplete, and in some cases a complete audit trail was not available for a limited amount of expenditure relating to these suppliers, particularly in respect of a small number of external training and consultancy providers. Source data from certain suppliers was found to be incomplete and, in some cases, lacked the level of sophistication or integration required to align effectively with the Company's accounting records. The Board took this seriously, particularly given the resulting difficulties in obtaining sufficient independent evidence to verify the relevant expenditure. Accordingly, following discussion with the auditors, the Board engaged specialist investigating accountants and independent lawyers to provide further clarity on the training and consultancy expenditure and to advise on the appropriate remediation of the related systems, procedures and controls. This meant that the additional investigation and review procedures required to resolve these matters absorbed time that would otherwise have been spent completing the year end audit. The Board and the auditors required these matters to be fully investigated and addressed before the FY2025 audit could progress. The Board also wanted to ensure that they had comfort in the adequacy of the Company's systems and controls going forward.

Following extensive internal review and external investigation, the Board recognises that some gaps in audit evidence remain and that, in some cases, the audit trail is incomplete. However, the specialist accounting and legal workstreams, and the detailed remediation work commissioned across the Company's systems, processes, and controls, have provided the Board with confidence the relevant systems and processes have been largely remediated and expects the remaining remediation work to be completed by 30 September 2026.

Due to the lack of audit evidence, and the difficulties in recreating a complete audit trail, and despite the significant additional work undertaken, the Auditors' Report is qualified in connection with the validity and legitimacy of certain training and consultancy expenditure in order to allow the Auditors to reach an opinion on the external costs referred to above. Additionally, the scope of the audit work has been necessarily limited by the Board's wish to complete the audit process and publish the FY2025 financial statements for shareholders without further delay.

While the Board regrets the underlying control issues, and the subsequent delay they have caused in the signing and publishing of the FY2025 accounts, we see this an opportunity to ensure that the Company and the Group will have the core procedures, processes and controls that can be maintained and further enhanced to future-proof the Group's accounting and governance systems, that will allow us to continue our growth path from a sound, remediated foundation.

We very much appreciate the support and advice provided by our external advisors during this complicated and important process.

STRATEGIC ACQUISITIONS

During 2025 we completed a series of significant acquisitions that have materially broadened the Group's capabilities and positioned Hercules to participate more fully in the long-term, government-backed investment programmes across critical national infrastructure.

The acquisition of Advantage NRG (June 2025) marks Hercules' entry into the strategically important Power & Energy Transmission and Distribution sector. Work continued throughout the year towards a further acquisition of Lyons Power Services which completed post year end (October 2025). In addition, acquiring the business and assets of Quality Transport Training Ltd (QTT) (June 2025) enhanced the capacity of the Hercules Academy, enabling us to scale training provision and support the UK's expanding infrastructure pipeline with a skilled, job-ready workforce.

The Board has maintained a strong focus on disciplined expansion. Acquisitions create sustainable value only when they are well selected and aligned with Hercules' culture and operational rigour. In approving these transactions, we assess strategic fit, increased profitability, leadership strength, risk profile, integration readiness and above all, high standards of governance and safety.

OUR MARKET

Our strategy is underpinned by a positive long-term outlook for UK infrastructure investment. In June 2025, the Government outlined a 10‑year national infrastructure plan supported by at least £725bn of funding. This commitment is now translating into momentum across our target sectors, including power, water, transport and nuclear.

Key regulatory and investment frameworks reinforce this outlook. Ofgem's RIIO‑3 price control, running from 1 April 2026 to 31 March 2031, supports the next phase of network investment across electricity transmission and gas. In the water sector, Ofwat's final determinations provide for £104bn of investment during the 2025-2030 Asset Management Period (AMP8). In nuclear, the Government's Final Investment Decision for Sizewell C in June 2025 strengthens the long-term prospects for major nuclear programmes, alongside opportunities emerging from Small Modular Reactors.

These sector programmes sit alongside a pipeline of nationally significant projects, including the Lower Thames Crossing, the A66 Northern Trans-Pennine upgrade and energy transition initiatives such as Net Zero Teesside.

DIVIDEND

Due to our continuing acquisition activity and investments into our systems to support the continued growth of the business, no final dividend will be paid in respect of FY2025 (FY2024: 1.12p). The Board will keep the Company's dividend policy under review.

OUTLOOK

Our underlying performance in FY2025 reflects the strength of our operational strategy and the growing momentum across the Group. We enter FY2026 with a broader capability set, a strengthened market position and a solid platform for continued growth.

In H1 FY2026 there have been significant delays in the commencement of a number of key projects. However, the Board believes that the market opportunities ahead for Hercules are both substantial and durable. We remain committed to disciplined, selective expansion, ensuring that growth is delivered safely, sustainably and in a way that maximises long-term shareholder value.

The Labour Supply division remains the Group's largest revenue contributor and is central to our delivery model and client relationships. The labour supply market has held up very well, although we have seen some margin pressure.

Advantage NRG has been a very successful acquisition. It has enhanced our capability and broadened our exposure in Power & Energy, particularly in Transmission and Distribution. In December 2025, we announced plans to expand these services into Scotland, further extending our geographic reach.

Hercules intends to continue to explore appropriate acquisition opportunities, particularly within the Power & Energy Transmission and Distribution sector and the Water sector where we see significant potential. All opportunities will be assessed against the clear criteria already outlined, with Board oversight of integration planning and execution.

I would like to thank all colleagues across the Group, including those who joined us through recent acquisitions, for their professionalism, dedication and adaptability during a year of significant change. I also extend my thanks to our clients and partners for their continued trust and collaboration, and to our shareholders for their ongoing support.

Henry Pitman, Non-executive Chairman

Date: 21/05/2026

CHIEF EXECUTIVE OFFICER'S REVIEW FOR THE YEAR ENDED 30 SEPTEMBER 2025

This year Hercules has continued its strategic expansion. The acquisition of Advantage NRG (June 2025) marks Hercules' entry into the strategically important Power & Energy Transmission and Distribution sector. Work continued throughout the year towards a further acquisition of Lyons Power Services which completed post year end (October 2025). Our ambition is clear: to build a Group with the scale, delivery discipline and expertise required to support clients working on essential infrastructure.

We delivered record revenue in FY2025 of £121.2m (FY2024: £101.9m, +19%), underlying EBITDA was £6.4m (FY2024: £4.7m, +34%) and statutory PBT was £0.9m (FY2024: £2.2M), all in line with market expectations.

While acquisitions are an important step, the real work begins with integration. Our focus has been to bring these businesses into the Group in a way that protects what makes them strong: customer relationships, specialist expertise and local leadership, while aligning to consistent standards in safety, operational planning, commercial controls and governance. We are taking a structured approach with clear priorities, leadership accountability and consistent reporting so that we can track progress and address issues early.

Safety and wellbeing remain central to how we operate. As we extend our footprint and bring new teams into the Group, our standards must be consistent everywhere. We continue to reinforce practical controls, leadership visibility and learning behaviours that seek to prevent incidents before they occur, supported by training and clear expectations.

Our strategy is supported by long-term investment programmes across UK infrastructure. In June 2025, the Government set out a 10-year infrastructure strategy backed by at least £725bn of government funding over the coming decade. In power networks, RIIO-3 will run from 1 April 2026 to 31 March 2031, shaping the next regulatory cycle for electricity transmission and gas networks. In water, Ofwat's PR24 final determinations support £104bn of investment for 2025-2030 (AMP8). In nuclear, the Government has taken a Final Investment Decision for Sizewell C, while Great British Nuclear continues its small modular reactor technology selection process, together reinforcing the longer-term pipeline in the sector.

Alongside these programmes is a visible pipeline of intended major schemes and upgrades referred to above, including Lower Thames Crossing, the A66 Northern Trans-Pennine upgrade, and decarbonisation initiatives such as Net Zero Teesside. Our focus is to convert these opportunities into controlled growth by deepening client relationships, integrating capability effectively, and ensuring rigorous operational and commercial discipline.

Our Labour Supply division remains the Group's largest contributor to revenue and continues to perform strongly. With the addition of Advantage NRG, we are well positioned to accelerate growth in Power & Energy Transmission and Distribution, expanding our capability and deepening customer relationships in this sector. We have moved into Scotland post year end, which will extend our reach and support further growth, underpinned by consistent standards, strong controls and safe, reliable delivery.

I want to thank all our colleagues for their commitment during a year of significant change, and I extend a warm welcome to those who have joined through acquisition. I also thank our clients and partners for their continued collaboration and trust. We have entered FY2026 with expanded capability, and a clear plan to deliver the benefits of our investments safely and sustainably.

Brusk Korkmaz, Chief Executive Officer

Date: 21/05/2026

CHIEF FINANCIAL OFFICER'S REVIEW FOR THE YEAR ENDED 30 SEPTEMBER 2025

Introduction

The Group has again grown revenue in FY2025, while also investing in long term business opportunities throughout the year.

The Group acquired Advantage NRG Ltd and purchased the assets of QTT in June 2025.

Discontinued operations (suction excavator services subsidiary):

Hercules Site Services (Suction excavators) Ltd was in the process of being sold when the FY2024 accounts were compiled. The sale was concluded in February 2025. The results of this subsidiary have been disclosed separately both for FY2024 and FY2025 within these accounts and included in the discontinued operations line in the income statement.

Alternative performance measures

Underlying EBITDA, profit before and after tax have been calculated as alternative performance measures in order to provide a more meaningful measure and year-on-year comparison of the profitability of the underlying business. Underlying performance measures exclude amortisation of acquisition related intangibles, all share-based charges, acquisition costs, some exceptional items, and strategic business development and IT systems development costs.

During the year from continuing operations the Company delivered:

An increase in gross profit % from14.7% to 15.0%.

Underlying post-tax profit increased to £3.8m (2024: £2.2m).

Statutory post-tax profit was £0.6m (2024: £1.6m).

The discontinued operation produced a post-tax loss of £0.7m (2024: £3.3m loss).

This reduced the "All operations" statutory post-tax loss to £0.1m (2024: £1.7m loss).

Underlying EBITDA from continuing operations (Page 12) - increased by 34% to £6.4m (2024: £4.7m).

Net cash generated from operations of £7.6m in the year (2024: £7.5m) and labour supply debtor days reduced slightly to 33 (2024: 39) days.

Financial Performance

In the year ended 30 September 2025, revenue from continuing operations increased to £121.2m (2024: £101.9m) representing a 19% increase year-on-year.

	Year ended September 30	Year ended September 30
	2025	2024
	£000	£000
Labour Supply	106,936	84,125
Civil Projects	13,554	17,535
Other	755	274

	121,245	101,934

Inflation is still expected to be moderate over the medium term; however, the outlook for FY2026 has become more uncertain following the escalation of the Iran conflict. UK forecasters (LSE) have revised expectations upwards, with inflation now projected to average around ~4% in 2026 before easing in subsequent years as energy prices stabilise and demand softens. Interest rates have also been reducing but more slowly, and further significant reductions are unlikely until well after the Iran conflict is resolved. We don't currently however see this affecting the level of work in the infrastructure sector in the next decade.

The increase in employers' national insurance contributions from April 2025 reduced FY2025 profits by circa £0.6m, and a further £0.6m reduction of profits (total £1.2m) is expected in FY26, reflecting charges for a full year. This "hit" arises from the threshold changes across the Board and additional NIC rate changes for administrative staff. The main rate changes for operatives were covered by clients.

The Directors anticipate continued growth for the Group driven by continuing significant investment in infrastructure: - nuclear, renewables, power and energy and water, in particular.

Administrative costs from continuing operations were £16.4m (2024: £11.6m). The majority of this increase is due to £0.7m acquisition costs, circa £0.6m additional employers NIC costs, £0.6m on new business development, £0.9m amortisation and impairment (intangibles from acquisitions), and £0.8m IT systems upgrade development. The Group must look to the future by investing heavily in key business systems, regional expansion (Scotland, Ireland, and elsewhere), and widening the client base.

Strategic business development

Hercules PLC is a business that has been built on creating and maintaining strong client relationships. Hercules primarily responds to the growth opportunities created by expansion within individual clients. This means that larger projects such as HS2 can have a disproportionate and uneven impact on the Group's results over their lifetime. These projects are expected to be replaced by similarly large projects, for example Sizewell C, Net Zero Teesside, and the Lower Thames crossing. However, the timing of when the next wave of large projects will start, and end, and the depth of the requirements, is impossible to know in advance with any degree of accuracy.

The investment cycles in each sector (rail, water, and power and energy) are mostly five years long, start at different times, and can't be used to aid short term forecasting and planning. However, they do give a very good guide and provide support as to the long-term direction of travel.

Hercules has a duty to its shareholders to develop the business to smooth such "project timing" risk by undertaking initiatives outside the normal course of the Company's core operating development activities. The objective is to support long-term growth, geographic expansion and sector diversification, using the direction of travel in the investment cycles as guidance.

These initiatives relate primarily to the exploration of new markets, new geographies and potential strategic opportunities. We embarked on such initiatives significantly in FY2025.

Namely:

- Creation of a strategic business development team, to identify and assess potential new markets, develop new strategic partnerships and evaluate opportunities for expansion that falls outside the Group's current operational focus.

- Following a strategic review, to assess and establish a presence in new geographic markets, most notably Scotland, with Ireland currently at an earlier stage of evaluation. This includes market research, relationship development with potential new clients and supply chain partners, engagement with industry stakeholders, and assessment of commercial and operational considerations associated with market entry.

- As part of the Group's broader strategy to explore and evaluate potential inorganic growth opportunities, assessing potential strategic acquisitions and strategic investments that could expand or complement the Group's existing service offerings. Hercules has completed four acquisitions in the last two years, and it is vital such activity continues.

- Investing time and resources in assessing opportunities within industry sectors where Hercules has historically had limited or no presence, including power and energy infrastructure, rail, aviation and nuclear.

As these activities are significant and not part of the cost base required to deliver the Company's existing operations, these costs are presented separately to provide additional transparency over the Group's

underlying trading performance.

IT Systems

The Group's core business systems (excluding the Hercules app) were put together between 2008 and 2016 and have not changed materially since. The Enterprise Resource Planning (ERP) system implemented in 2016 has struggled to keep up with the growth in the last 9 years, especially given the growth in the business (245% increase in revenue) since 2022.

It became increasingly clear that major investment was required to prepare Hercules for the next 10-15 years of growth - both organic and by acquisition, and two years ago we started to look for replacement systems. Utilising external specialists, it became clear that there was not one system available that would cater for our current and medium-term requirements, so we eventually settled on two key systems, with add-ons and enhancements planned alongside.

They key new systems are:

RSM Pay and Bill

Microsoft Dynamics 365 Business Central

We now have two subsidiaries live on Pay and Bill, and the core business is scheduled to go live in summer 2026. The ERP system will then become the remaining key implementation target scheduled for live running in 2027. Both of these systems require complete business transformation, so take time, effort, resources and a degree of patience. This expenditure is essential as the Board and management focus on the future growth of the business..

We expect costs relating to the upgrade of our IT systems to continue into 2027 but then reduce to a more normal level of ongoing development after that.

Underlying profits analysis - EBITDA

	Year ended 30 September 2025	Year ended 30 September 2024
	£000	£000

Profit from continuing operations	1,846	3,372

Added back
Depreciation	1,022	941
Amortisation & Impairment	889	33
Research & development	80	5
Loss on sales of assets	41	210
Exceptional costs (see below)	880	112
Major investments (see below)	1,442	-
Key project loss	120	-
Share based payment expense	32	38

Underlying EBITDA from continuing operations	6,352	4,711

Discontinued operations	203	364

Underlying EBITDA all operations	6,555	5,075

Exceptional costs:

Acquisition planning & completion costs	652	108
Employment settlement	10	9
HMRC Consultancy/settlement	157	19
Bad Debt	40	(17)
LTIP's Board development	15	-
Adjudication	6	(12)
Academy launch	-	5
Total	880	112

Major Investments

IT Systems upgrade preparation & development	809	-
Business development	633	-
Total	1,442	-

Underlying profit after tax analysis

	Year ended 30 September 2025	Year ended 30 September 2024
	£000	£000

Underlying profit after tax reconciliation Net profit after tax from continuing operations Amortisation & Impairment Research & development Loss on sales of assets Exceptional costs Major investments Key project loss Share based payment expense Fair value gain PY Tax Underlying net profit after tax from continuing operations Discontinued operations Trading loss Amortisation & Impairment Exceptional costs Underlying net profit after tax from all operations	595 889 80 41 880 1,442 120 32 (302) - 3,777 (662) - - 3,115	1,636 - 5 210 112 - - - - 262 2,225 (3,307) 2,000 17 935

Underlying earnings per share

Earnings per share (EPS)	2025	2024
	£000	£000
Underlying net profit (see above)

Underlying net profit after tax from continuing operations	3,777	2,225
Loss from discontinued operations	(662)	(1,290)
Underlying net profit after tax from all operations	3,115	935

Underlying basic and diluted profit/(loss) pence per share:

Continuing operations	4.74	3.47
Discontinued operations	(0.83)	(2.01)
Profit from all operations	3.91	1.46

Statement of Financial Position

As of 30 September 2025, the Group's net assets were £12.2m (2024: £11.7m) of which £7.2m (2024: £6.4m) were cash and cash equivalents.

Non-current assets at 30 September 2025 were £24.1m (2024: £9.8m). Current assets as at 30 September 2025 were £30.1m (2024: £25.9m).

Net current assets at 30 September 2025 were £4.4m (2024 net assets re-stated: £5.6m, see Note 22).

The change in share premium in FY2025 over FY2024 reflects the net proceeds received from an issue of new shares of £2.2m on 2 October 2024.

The intention was to declare a dividend from Advantage NRG subsidiary of £2.5m (which would have increased the Company's retained earnings balance to negative £78k) before 30 September 2025. However, as this was not possible the dividend was actually declared in January 2026.

Group loans & borrowings were £12.1m as at 30 September 2025 (2024: £7.3m). £6.1m of this is the balance utilised of a working capital facility provided by IGF of £16m that was introduced in November 2023. The remaining £6m reflects the loan provided in June 2025 by Wasdell Holdings Ltd ("Wasdell"), a related party (the Company's Non-executive Director Martin Tedham is the owner of Wasdell). (See Note 21).

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HERCULES PLC

Qualified Opinion

We have audited the financial statements of Hercules PLC (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2025 which comprise the Group statement of comprehensive income, the Group and Parent Company statement of financial position, the Group and Parent Company statement of changes in equity and the Group and Parent Company statement of cash flow and the notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK-adopted international accounting standards and as regards the parent company financial statements, as applied in accordance with the provisions of the Companies Act 2006.

In our opinion, except for the possible effects of the matter described in the Basis of Qualified Opinion section of our report:

· the financial statements give a true and fair view of the state of the group's and of the parent company's affairs as at 30 September 2025 and of the group's loss for the year then ended;

· the group financial statements have been properly prepared in accordance with UK-adopted international accounting standards;

· the parent company financial statements have been properly prepared in accordance with UK-adopted international accounting standards as applied in accordance with the provisions of the Companies Act 2006; and

· the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for qualified opinion

During our audit work, we were approached by an individual who raised concerns relating to payments made to a limited number of training and consultancy services providers. Following investigations by management, certain irregularities were identified in respect of a number of related transactions within the group and parent company.

These transactions have been categorised within the Group's accounting records as being in respect of training and consultancy costs. However, we were:

· unable to confirm that sufficient appropriate supplier onboarding processes had been followed

· unable to confirm whether the companies were bona fide suppliers

· unable to confirm that related appropriate training or consultancy services had been provided or that amounts paid in respect thereof properly related to the provision of training or other expenditure made for the benefit of the business

We raised our concerns with management and the directors who engaged an external forensic review and legal advice to assist them to perform further work to verify the nature of these transactions. Management have set out a description of the steps they have taken on pages 5-6.

In responding to the irregularities, we:

· enhanced audit procedures in relation to risk factors in respect of the legitimacy and validity of costs charged to income statement

· extended journals testing to incorporate updated search terms arising from audit findings

· inspected reports prepared by experts engaged by management to seek to reconcile expenditure to supporting records or other evidence of training and consultancy services received

· obtained and read legal letters from the Group's legal representatives

· consulted with our own internal and external legal experts

· considered management's disclosures in the Annual Report and Financial Statements

This work and the procedures we have performed in response, have not adequately addressed our concerns. We sought to obtain further evidence but were unable to do so because management decided against concluding further investigative efforts into the transactions prior to the signing of the financial statements and thus imposed a limitation of our scope. We requested that the Board remove management's limitation, which they did not. Management and those charged with governance are of the view that although the necessary work should be completed, due to anticipated difficulties in obtaining information from suppliers who are no longer engaged by the Company, the proposed procedures are unlikely to generate further or better-quality evidence to address our concerns, and this exercise would not be completed within the timescale that the Board has set for the publication of the Annual Report and Financial Statements. The Board has therefore prevented us from undertaking further work in the area.

We have concluded that this matter is material to the Group Financial Statements. In respect alone of this matter, we were unable to determine whether any adjustments to amounts or disclosures in the financial statements are necessary, or whether there have been any breaches of applicable laws or regulations. In addition, were any adjustments to be required, the strategic report would also need to be updated.

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.

Our approach to the audit

Of the group's five reporting components, we subjected one to a full scope audit and two to specific audit procedures where the extent of our audit work was based on our assessment of the risk of material misstatement and of the materiality of that component. One of the two specific scope audits was not individually significant enough to require an audit for group reporting purposes but was still material to the group, the other was disposed of part way through the year.

The components within the scope of our work covered 97.7% of group revenue, 100% of group profit before tax, and 96.7% of group net assets.

For the remaining two components, we performed analysis at a group level to re-examine our assessment that there were no significant risks of material misstatement within these.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period, and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described in the basis for qualified opinion section, we have determined the matters described below to be the key audit matters to be communicated in our report:

Key audit matter

Description of risk

How the matter was addressed in the audit

Revenue Recognition

Civil projects

Supply of labour

Revenue is a material balance for the Group and represents the largest balances within the Consolidation Statement of Comprehensive Income. The group revenue is derived the supply of labour services and civil projects. Within the calculation of civil projects revenues, there are significant judgements used to assess forecast costs, revenues and margins relating long term contracts. Under auditing standards, there is a presumed significant fraud risk associated with the recognition of revenues, and we considered the risk to be most significant for civil projects contracts spanning the period end.

Civil projects

We see a risk of fraud or error in relation to revenue recognition principally relating to the accuracy and year-end cut-off of revenue recognised on civil projects. There are judgements and estimates relating to the costs to complete contracts in progress and in recognising contract assets at the year-end in line with the requirements of IFRS 15.

Supply of labour

For revenue recognised through the supply of labour, the amount of revenue recognised is derived from contractual hourly rates. The risk of fraud or error in relation to revenue recognised from the supply of labour has been determined to relate to both the occurrence and year-end cut-off assertions. Invoicing is dependent on obtaining authorised timesheets, which are usually received in arrears, increasing the cut-off risk.

Civil projects

· Obtaining a detailed summary of revenue recognised per contracts during the year and during the project life, reconciling this to the financial statements and trial balance;

· Using these summaries and through enquiries of management understanding the status of each contract and the stage of completion achieved;

· Performing substantive tests of detail on a sample of underlying contracts and signed variations to assess the accuracy of the reported contract value;

· Substantively testing contracts that were completed within the year, obtaining supporting evidence that demonstrated customer acceptance of work, and agreed the revenue recognised to invoice;

· Obtained management's estimate for contracts in progress at the year end, reviewing revenue recognised under the input method, performing tests of detail to gain comfort over the accuracy of the estimate by:

o Substantively testing costs allocated to contracts during the year;

o Assessing the accuracy of forecasting by reviewing actual costs incurred post year end against budgeted costs, we also obtained any variations agreed on contracts post year end; and

o Assessing potential risks to the contract, challenging management on their assessment of these risks and how these have been factored into contract forecasts.

· Substantively testing a sample of contract assets from the 30 September 2024 balance and comparing the estimated balances against actual outturn during FY25, and analysing the movements in gross margin.

Supply of labour

· Substantively testing a sample of revenue relating to labour supply, obtained supporting documentation for revenue recognised in the months pre and post year end and agreed nominal data to invoices and formally approved timesheets to ensure revenue had been recognised in the correct period

Valuation of goodwill, intangibles & investment in respect of the acquisition of Advantage NRG Limited in the year and the carrying value of the previously acquired business, Hercules (White Collar) Ltd

There is a risk associated with the calculation underpinning the valuation of goodwill and other intangibles arising on acquisition, the valuation of contingent consideration, and the carrying value at the year-end of related goodwill, intangibles and investment balances, as well as previously acquired assets.

· Testing the carrying value of investments held with consideration of the net asset position and the forecast value in use of the entity;

· Substantively verifying the calculations used in the valuation of goodwill, intangibles and investment balances;

· Substantively verifying the calculations pertaining to contingent consideration;

· Engaging internal specialists to review the model used to assess the brand valuation within the purchase price agreement;

· Assessing the accuracy of key judgements and assumptions used by management, engaging internal experts to test the accuracy of the discount rate and growth rate assumptions;

· Where impairment indicators were identified, a review of management's impairment assessment was performed;

· Comparing management's historic forecasts to actual outturn to assess management's ability to forecast.

Non-Compliance with Laws and Regulations

The Group operates within a regulated environment, particularly in the construction sector, and is subject to a range of laws and regulations that could have a material impact on the financial statements in the event of non-compliance.

These include, but are not limited to

· Companies Act 2006,

· Bribery Act 2010

· Criminal Finances Act 2017 (particularly relating to Corporate Criminal Offence)

· Housing Grants, Construction and Regeneration Act 1996 (as amended by the Local Democracy, Economic Development and Construction Act 2009)

We became aware during our audit of instances of non-compliance with company internal policies in respect of certain of the above

Non-compliance with these laws and regulations could result in significant financial penalties, litigation and/or reputational damage

· Obtain and understand management's processes and controls in place to ensure compliance with relevant laws and regulations

· Making enquiries of management and those charged with governance regarding any known or suspected instances of non-compliance;

· Reviewing legal and professional expense accounts and correspondence with legal advisors for indications of actual or potential breaches;

· Reviewing correspondence with company engaged external legal advisers

· Evaluating the work performed by legal experts engaged by those charged with governance, to consider and assess implications of non-compliance, including considering their opinions and conclusions.

· Consulting with our own internal and external experts on implications of non-compliance

Our application of materiality

The materiality for the group financial statements as a whole ("group FS materiality") was set at £2,470,000. This has been determined with reference to the benchmark of the group's turnover, which we consider to be one of the principal considerations for members of the company in assessing the group's performance. Group FS materiality represents 2% of the group's turnover. The majority of the group's turnover is generated through labour supply and civil projects.

The materiality for the parent company financial statements as a whole ("parent FS materiality") was set at £2,220,000. This has been determined with reference to the benchmark of the parent company's turnover at 2%. The company is the main trader within the group, with turnover relating to labour supply and civil projects.

At planning, performance materiality for the group financial statements was set at 80% of group FS materiality, for purposes of assessing the risks of material misstatement and determining the nature, timing and extent of further audit procedures. After becoming aware of the matters detailed in our basis for qualified opinion, we reconsidered our assessment and updated performance materiality to set it at £1,600,000 being 65% of group FS materiality. It was set at this amount to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds group FS materiality.

We judged this level to be appropriate based on our understanding of the group and its financial statements, as updated by our risk assessment procedures and our expectation regarding current period misstatements. It was

set at 65% to reflect our updated assessment of the likelihood of expected misstatements and the fact that there are limited levels of judgement or estimation within the financial statements.

Performance materiality for the parent company financial statements was set at £1,599,999 being capped at one less than Group performance materiality due to the relative size of the parent component.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Our evaluation of the directors' assessment of the group and parent company's ability to continue to adopt the going concern basis of accounting included:

· Challenging the assumptions used in the detailed budgets and forecasts prepared by management for the financial years ending 2026 and 2027;

· Considering historical trading performance by comparing recent growth rates of both revenue and operating profit across the group's geographical and market segments;

· Assessing the appropriateness of the assumptions concerning growth rates and inputs to the discount rate against latest market expectations and macro-economic assumptions;

· Comparing the forecast results to those actually achieved in the 2026 financial period so far;

· Reviewing bank statements to monitor the cash position of the group post year end, and obtaining an understanding of significant expected cash outflows (such as capital expenditure) in the forthcoming 12-month period;

· Considering the group's funding position and requirements;

· Considering the sensitivity of the assumptions and re-assessing headroom after sensitivity.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

As described in the basis for qualified opinion section of our report, we were unable to satisfy ourselves concerning certain transactions included in the income statement. We have concluded that where the other information refers to the income statement, it may be materially misstated for the same reason.

Opinions on other matters prescribed by the Companies Act 2006

Except for the possible effects of the matter described in the Basis of Qualified Opinion section of our report, in our opinion, based on the work undertaken in the course of the audit:

· the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

· the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

Except for the matter described in the basis for qualified opinion section of our report, in the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

Arising solely from the limitation on the scope of our work relating to certain transactions referred to above:

· we were unable to determine whether adequate accounting records have been kept by the parent company; and

· we have not received all the information and explanations we require for our audit.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

· returns adequate for our audit have not been received from branches not visited by us; or

· the parent company financial statements are not in agreement with the accounting records and returns; or

· certain disclosures of directors' remuneration specified by law are not made.

Responsibilities of directors

As explained more fully in the directors' responsibilities statement set out on page 48, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our

opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below and above in the Basis for qualified opinion section and Key audit matters section. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud.

We obtain a general understanding of the group's legal and regulatory framework through enquiry of management in respect of their understanding of the relevant laws and regulations. We also drew on our existing understanding of the group's industry and regulation.

We understand that the group complies with requirements of the framework through:

· Engaging external experts to ensure the Group remains in line with regulatory expectations and is aware of any updates to legislation.

· Given the management structure and reporting lines, any litigation or claims would come to the Directors' attention and are considered at board meetings.

In the context of the audit, we considered those laws and regulations which determine the form and context of the financial statements, which are central to the group's ability to conduct its business and where failure to comply could result in material penalties. We have identified the following laws and regulations as being of significance in the context of the group:

· The Companies Act 2006 and UK-adopted international accounting standards in respect of the preparation and presentation of the financial statements

· AIM rules and the UK Market Abuse Regulation

· Bribery Act 2010

· Health and safety regulations

· Criminal Finances Act 2017

· Housing Grants, Construction and Regeneration Act 1996 (as amended by the Local Democracy, Economic Development and Construction Act 2009)

We performed the following specific procedures to gain evidence about compliance with the specific laws and regulations defined above:

· Inspected board meeting minutes to ensure there are no reports of non-compliance with health and safety regulations or other laws and regulations

· Reviewed legal expense accounts to identify any potential legal issues which may indicate instances of non-compliance

· Reviewed the bribery policy to understand and consider how this supports the prevention of instances of bribery occurring within the group

· Reviewing correspondence with external legal advisers and evaluating the work performed by legal experts engaged by those charged with governance, including considering their opinions and conclusions in relation to compliance with applicable laws and regulations

The senior statutory auditor led a discussion with senior members of the engagement team regarding the susceptibility of the group's financial statements to material misstatement, including how fraud might occur. The key areas identified as part of this discussion were:

· Manipulation of the financial statements through the posting of manual journals

· Valuation of intangible assets, goodwill and investments where estimates are made by management

· Incorrect recognition of revenues, especially on the Group's civil project contracts

The procedures we carried out to gain evidence in the above areas included:

· Testing a sample of manual journals back to supporting documentation

· Testing the basis on which revenues have been reported on the Group's civil projects contracts, by reference to the requirements of IFRS 15

· Testing the valuation of intangibles, goodwill and investment balances

Overall, the senior statutory auditor was satisfied that the engagement team collectively had the appropriate competence and capabilities to identify or recognise irregularities. In particular, both the senior statutory auditor and the audit manager have a number of years' experience in dealing with companies in the construction industry, and also with companies listed on the AIM market of the London Stock Exchange.

A further description of our responsibilities is available on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the parent company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the parent company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Carl Deane

Senior Statutory Auditor, for and on behalf of

S&W Audit

Statutory Auditor

Chartered Accountants

4^th Floor EQ Building,

111 Victoria Street

Bristol

BS1 6AX

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME


		Year ended 30 September 2025	Year ended 30 September 2024
Continuing operations	Note	£000	£000
Revenue	6	121,245	101,934
Cost of sales		(103,039)	(86,961)
Gross profit		18,206	14,973
Administrative expenses		(16,360)	(11,601)
Profit from operations	8	1,846	3,372
Finance income	12	163	59
Finance expense	12	(1,459)	(1,184)
Fair value gains	7	302	-
Profit before tax expense		852	2,247
Tax charge on profit	13	(257)	(611)
Net profit for the year		595	1,636
Discontinued operations Loss for the year	32	(662)	(3,307)
Total (loss) for the year		(67)	(1,671)
Earnings/(loss) per share Continuing operations All Operations	4 - basic & diluted - basic & diluted	0.75p (0.08)p	2.55p (2.61)p

There are no further items of comprehensive income other than those shown above.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION


		30 September 2025	30 September 2024
	Note	£000	£000
Non-current assets
Tangible assets	17	7,534	7,430
Intangible Assets	15	16,523	2,322
		24,057	9,752
Current assets
Inventories		34	30
Trade and other receivables	19	22,792	19,482
Current tax receivable		-	28
Cash and cash equivalents		7,247	6,393
Total current assets		30,073	25,933

Disposal group assets held for resale	32	-	11,833

TOTAL ASSETS		54,130	47,518

Equity and liabilities
Equity attributable to equity holders of the parent
Share capital	25	79	75
Share premium	25	12,790	10,757
Other reserve	25	139	107
Retained earnings	25	(814)	769
Total equity		12,194	11,708

Non-current liabilities
Deferred tax liabilities	14	1,943	750
Deferred contingent consideration		4,344	1,037
Loans and borrowings	21	6,000	-
Lease liabilities	22	3,985	4,057
Total non-current liabilities		16,272	5,844

Current liabilities
Trade and other payables	20	17,371	11,755
Current tax payable		1,149	-
Loans and borrowings	21	6,121	7,295
Lease liabilities	22	1,023	1,316
Total current liabilities		25,664	20,366
Disposal group liabilities held-for-sale	32	-	9,600

TOTAL LIABILITIES		41,936	35,810
TOTAL EQUITY AND LIABILITIES		54,130	47,518

Approved by the board and authorised for issue on …21/05/2026………………. and signed on its behalf by:

Brusk Korkmaz, CEO

COMPANY STATEMENT OF FINANCIAL POSITION


		30 September 2025	30 September 2024
	Note	£000	£000
Non-current assets
Tangible assets	17	5,836	5,951
Intangible assets	15	175	-
Investments in subsidiaries	18	16,443	2,570
		22,454	8,521

Current assets
Inventories		34	30
Trade and other receivables	19	16,781	19,137
Amounts owed by group undertakings		53	283
Current tax receivable		1	28
Cash and cash equivalents		4,760	6,163
Total current assets		21,629	25,641

Disposal group assets held-for-sale (investment)		-	2,592

TOTAL ASSETS		44,083	36,754

Equity and liabilities
Share capital	25	79	75
Share premium	25	12,790	10,757
Other reserves	25	139	107
Retained earnings	25	(2,578)	1,313
Total equity		10,430	12,252

Non-current liabilities
Deferred tax liabilities	14	551	764
Deferred contingent consideration		4,344	1,037
Loans and borrowings	21	6,000	-
Lease liabilities	22	2,704	2,859
Total non-current liabilities		13,599	4,660

Current liabilities
Trade and other payables	20	13,153	11,526
Loans and borrowings	21	6,121	7,295
Lease liabilities	22	780	1,021
Total current liabilities		20,054	19,842
TOTAL LIABILITIES		33,653	24,502
TOTAL EQUITY AND LIABILITIES		44,083	36,754

Approved by the board and authorised for issue on …21/05/2026………………. and signed on its behalf by:

Brusk Korkmaz, CEO

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

	Share capital	Share premium	Share based payment reserve	Retained earnings	Total shareholder's equity
	£000	£000	£000	£000	£000
Balance at 1 October 2023	62	4,995	69	3,531	8,657
Total loss for the year	-	-	-	(1,671)	(1,671)
Issue of shares	13	5,762	-	-	5,775
Share based payment	-	-	38	-	38
Dividends	-	-	-	(1,091)	(1,091)

Balance at 30 September 2024	75	10,757	107	769	11,708
Total loss for the year	-	-	-	(67)	(67)
Issue of shares	4	2,033	-	-	2,037
Share based payment	-	-	32	-	32
Elimination of inter-company transactions with disposed subsidiary	-	-	-	(147)	(147)
Dividends	-	-	-	(1,369)	(1,369)

Balance at 30 September 2025	79	12,790	139	(814)	12,194

Dividends were paid to the Company's shareholders during the year in two instalments - in March 2025 and August 2025. The first was a final dividend for the year ended 30 September 2024 of £891,740, 1.12p per share (FY 2024: £710,331), and the second an interim dividend for the year ended 30 September 2025 of £477,718, 0.06p per share (interim 2024: £380,534).

COMPANY STATEMENT OF CHANGES IN EQUITY

	Share capital	Share premium account	Share based payment reserve	Retained earnings	Total shareholders equity
	£000	£000	£000	£000	£000
Balance at 1 October 2023	62	4,995	69	3,531	8,657
Loss for the year	-	-	-	(1,127)	(1,127)
Issue of shares	13	5,762	-	-	5,775
Share based payment	-	-	38	-	38
Dividends payable	-	-	-	(1,091)	(1,091)
Balance at 30 September 2024	75	10.757	107	1,313	12,252
Loss for the year	-	-	-	(2,522)	(2,522)
Issue of shares	4	2,033	-	-	2,037
Share based payment	-	-	32	-	32
Dividends payable	-	-	-	(1,369)	(1,369)
Balance at 30 September 2025	79	12,790	139	(2,578)	10,430

CONSOLIDATED STATEMENT OF CASH FLOWS

		Year ended 30 September	Year ended 30 September
	Note
		2025	2024
		£000	£000
Cash flows from operating activities:
Profit after taxation on continuing operations		595	1,636
Taxation credit		257	611
Finance income		(163)	(59)
Finance costs		1,459	1,184
Share based payment charge	26	32	38
Depreciation of property plant and equipment		1,022	941
Impairment of intangible assets		595	-
Amortisation of intangible assets		294	33
Loss on disposal of tangible assets	17	41	201
Fair value gain		(302)	-
Tax received		28	-
Increase in inventories		(4)	(4)
Decrease in trade and other receivables		1,441	1,408
Increase in trade and other payables and provisions		2,313	1,481

Net operating cashflows generated from continuing operations		7,608	7,470
Net operating cashflows (used in)/generated from discontinued operations		543	(1,396)
Net cashflow generated from operating activities		8,151	6,074

Cash flows from investing activities:
Purchase of tangible assets		(235)	(327)
Proceeds from disposal of tangible assets		359	119
Acquisition of subsidiaries (net of cash acquired)		(11,786)	(1,188)
Acquisition of business (trade and assets)		(100)	-
Interest received		163	59

Net investing cashflows used in continuing operations		(11,599)	(1,337)
Net investing cashflows (used in)/generated from discontinued operations		1,755	(76)
Net cashflow used in investing activities		(9,844)	(1,413)

Cash flows from financing activities:
Payment of lease liabilities		(1,431)	(1,522)
Interest paid	12	(1,034)	(934)
Net cash flows to invoice discounting facility		(1,174)	(2,665)
Loans received		6,000	-
Dividends paid		(1,369)	(1,091)
Net proceeds from issues of shares		2,037	5,773

Net financing cashflows generated from/(used in) continuing operations		3,029	(439)
Net investing cashflows (used in) discontinued operations		(482)	(1,679)
Net cashflows generated from/(used in) financing activities		2,547	(2,118)

Net increase in cash and cash equivalents		854	2,543

Cash and cash equivalents at the start of the year		6,393	4,151
Cash and cash equivalents at the end of the year		7,247	6,694
Cash in discontinued operations		-	(301)

Cash and cash equivalents in continuing operations at end of year		7,247	6,393

COMPANY STATEMENT OF CASH FLOWS


		Year ended 30 September	Year ended 30 September

	Note	2025	2024
		£000	£000

Cash flows from operating activities:
Loss after taxation		(998)	(1,126)
Taxation (credit)/charge		(213)	725
Finance income		(159)	(59)
Finance costs		1,168	1,095
Share based payment charge	26	32	38
Depreciation of property plant and equipment		813	767
Impairment in investments in subsidiaries		668	-
Loss/(profit) on disposal of Tangible assets	17	39	(223)
Fair value loss		1,320	-
Tax received		28	-
Increase in inventories		(4)	-
Decrease in trade and other receivables		2,586	1,404
(Decrease)/increase in trade and other payables and provisions		(56)	1,400

Net cashflow generated from operating activities		5,224	4,017

Cash flows from investing activities:
Purchase of tangible assets		(229)	(394)
Proceeds from disposal of tangible assets		160	530
Acquisition of subsidiaries (net of cash acquired)		(11,786)	(2,037)
Acquisition of business (trade and assets)		(100)	-
Proceeds on disposal of investments		1,924	-
Interest received		159	59

Net cashflow used in investing activities		(9,872)	(1,842)

Cash flows from financing activities:
Payment of lease liabilities		(1,215)	(1,259)
Interest paid	12	(1,034)	(921)
Net cash flows to invoice discounting facility		(1,174)	(2,665)
Loans received		6,000	-
Dividends paid		(1,369)	(1,091)
Net proceeds from issues of shares		2,037	5,773

Net cashflow generated from/(used in) financing activities		3,245	(163)

Net (decrease)/increase in cash and cash equivalents		(1,403)	2,012

Cash and cash equivalents at the start of the year		6,163	4,151

Cash and cash equivalents at the end of the year		4,760	6,163

NOTES TO THE FINANCIAL STATEMENTS

Net debt

Group

FY2024- FY2025	At 30 September 2024 £000	Cash flow £000	Non-cash movement £000	At 30 September 2025 £000
Cash and cash equivalents
Cash	6,393	854	-	7,247
Debt
Bank loans	(7,295)	(4,826)	-	(12,121)
Lease liabilities	(5,373)	1,430	(1,065)	(5,008)
Financing liabilities	(12,668)	(3,396)	(1,065)	(17,129)
Net debt	(6,275)	(2,542)	(1,065)	(9,882)

Non-cash movements represent new liabilities and finance charges recognised under IFRS 16 in respect of leases.

FY2023- FY2024	At 30 September 2023 £000	Cash flow £000	Non-cash movement £000	Reclassification to disposal group £000	At 30 September 2024 £000
Cash and cash equivalents
Cash	4,151	2,543	-	(301)	6,393
Debt
Bank loans	(9,960)	2,790	-	(125)	(7,295)
Lease liabilities	(16,985)	3,603	(1,357)	9,366	(5,373)
Financing liabilities	(26,945)	6,393	(1,357)	9,241	(12,668)
Net debt	(22,794)	8,936	(1,357)	8,940	(6,275)

Company

FY2024- FY2025	At 30 September 2024 £000	Cash flow £000	Non-cash movement £000	At 30 September 2025 £000
Cash and cash equivalents
Cash	6,163	(1,403)	-	4,760
Debt
Bank loans	(7,295)	(4,826)	-	(12,121)
Lease liabilities	(3,880)	1,215	(819)	(3,484)
Financing liabilities	(11,175)	(3,611)	(819)	(15,605)
Net debt	(5,012)	(5,014)	(819)	(10,845)

Non-cash movements represent new liabilities and finance charges recognised under IFRS 16 in respect of leases.

FY2023- FY2024	At 30 September 2023 £000	Cash flow £000	Non-cash movement £000	At 30 September 2024 £000
Cash and cash equivalents
Cash	4,151	2,012	-	6,163
Debt
Bank loans	(9,960)	2,665	-	(7,295)
Lease liabilities	(16,985)	1,259	11,846	(3,880)
Financing liabilities	(26,945)	3,924	11,846	(11,175)
Net debt	(22,794)	5,936	11,846	(5,012)

Non-cash movements represent new liabilities and finance charges recognised under IFRS 16 in respect of leases.

1 General Information

The Group comprises a number of companies owned by Hercules PLC (previously Hercules Site Services plc), all limited by share capital incorporated and domiciled in England and Wales. The principal activity of the Group is that of general construction and civil engineering.

The address of its registered office and principal place of business is:

Hercules Court

Lakeside Business Park

South Cerney

Cirencester

GL7 5XZ

2 Summary of significant accounting

Statement of compliance

The Group and Parent financial statements have been prepared in accordance with UK-adopted international accounting standards.

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of the financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Basis of preparation

The financial statements have been prepared on the following basis:

· The financial information for the Group and the Company for the years ended 30 September 2024 and 30 September 2025;

· Using the historical cost convention except for, where disclosed in the accounting policies, certain items shown at fair value.

The financial statements are presented in Pounds Sterling, being the functional currency of the Group. The preparation of the financial statements in conformity with IFRS requires the use of certain critical accounting

estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. These are disclosed in note 3.

Changes in accounting policy and disclosures

(a) Amended accounting standards

New Standards applicable for the year were as follows:

- Amendments to IFRS 16 : Lease Liability in a Sale and Leaseback (1 January 2024)

- Amendments to IAS 1 : Non-current Liabilities with Covenants (1 January 2024)

- Amendments to IAS 7 and IFRS 7 Supplier Finance (1 January 2024)

- IFRS S1: General requirements for disclosure of sustainability related financial information (1 January 2024) not yet endorsed for use in the UK

- IFRS S2: Climate related financial disclosures (1 January 2024) not yet endorsed for use in the UK

- Amendments to IAS 21 The effects of Changes in Foreign Exchange Rates: Lack of Exchangeability (1 January 2025)

None of these amendments to Standards had a material impact on the Group's results for the year.

(b) Future standards

At the date of authorisation of the financial statements, the Group has not early adopted the following amendments to Standards and Interpretations that have been issued but are not yet effective:

- Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) (1 January 2026)

- Annual Improvements to IFRS Accounting Standards - Volume 11 (1 January 2026)

- Contracts Referencing Nature-dependent Electricity - Amendments to IFRS 9 and 7 - (1 January 2026)

- IFRS 18 - Presentation and Disclosure in Financial Statements - (1 January 2027)

- IFRS 19 - Subsidiaries without Public Accountability - (1 January 2027)

These Standards and amendments are effective from accounting periods beginning on or after the dates shown above. The directors do not expect any material impact as a result of adopting the standards and amendments listed above in the financial year they become effective.

Going concern

The directors have prepared a core forecast up to September 2027 using prudent assumptions, and assuming the Group will continue as a going concern. Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future. In assessing whether the going concern assumption is appropriate, management has considered the Group's existing working capital and management are of the opinion that the Group has adequate resources to undertake its planned programme of activities for a period of at least 12 months from the date of approval of these financial statements. The Group's working capital facility is now capped at £16m (but the directors believe could be extended if required) and is on a 6-month notice period on either side. The facility renewal discussions with multiple vendors are well advance and will be concluded well before the October 2026 renewal date. A good relationship exists between the Group and the provider; therefore, the Directors do not believe the facility will be terminated within the going concern assessment period.

The directors have undertaken assessments of revenue streams from key contracts, growth in several areas, overheads, cash levels, cash facilities where required, tax projections etc. This core scenario provides a very healthy view of the Group's cash position. A further "low" scenario test with lower sales and margins than the base case still provides sufficient (but reduced) cash levels in the 12 months ahead. This is before considering likely mitigating actions (overhead reductions) the Group would take should such an unlikely scenario become reality.

The Group increased its turnover by 19% in the year and exceeded its forecast turnover and underlying EBITDA. The Group is one of five labour suppliers now operating on the Northern Section of HS2 (Birmingham section), which is currently the largest construction project in Europe. We expect this will continue at a similar level over the next few years.

Civil projects are expected to be similarly busy, as the work is predominantly in the Water Sector, and as the increased spend of AMP 8 starts to progress from design to projects on site, then activity levels will increase.

Based on the current status, the Directors have a reasonable expectation that the Group will be able to execute its plans in the medium term such that the Group will have adequate resources to continue in operational

existence for the foreseeable future. This provides the Directors with assurance on the Group's ability to continue as a going concern and therefore adopt the going concern basis of accounting in preparing the annual financial statements. Cash at the end of FY2025 was £7.2m (FY2024 £6.4m).

Basis of consolidation

The Consolidated financial statements consolidate the financial statements of the Group and its subsidiary undertakings drawn up to 30 September 2025.

As permitted by section 408 of the Companies Act 2006, no profit and loss account is presented for the Company.

A subsidiary is an entity controlled by the Group. Subsidiaries are fully consolidated from the date on which control is transferred to the Group or, if created directly, the subsidiary has been incorporated. The Group obtains control over a business when it has:

a) power over the business

b) exposure, or rights, to variable returns from its involvement with the business

c) the ability to use its power over the business to affect the amount of the Group's returns

Where applicable, the results of subsidiaries acquired during the period are included in the consolidated statement of comprehensive income from the effective date of acquisition. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Group.

The acquisition method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the Group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued, and liabilities incurred or assumed at the date of exchange. Identifiable assets acquired, liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill. No goodwill has arisen on consolidation of subsidiaries. Inter-Group transactions, balances, and unrealised gains on transactions between the Group and its subsidiaries, which are related parties, are eliminated in full.

Parent Company Guarantee

Hercules PLC has provided a guarantee in accordance with section 479A of the Companies Act 2006 to the following named subsidiaries to allow them to claim exemption from audit.

Hercules (Training) Limited* (14975482)

Hercules (White Collar) Limited** (07235347)

Advantage NRG Ltd (07529509)

*Hercules Site Services (Training) Limited was renamed Hercules (Training) Limited in May 2025.

**Hercules Site Services (White Collar) Limited was renamed Hercules (White Collar) Limited in May 2025.

Segmental reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the executive directors that make strategic decisions. The Group operates from one location but, in the Directors' opinion, has three reportable segments: Labour supply, Civil projects, and Other activities.

Revenue

Revenue arises from the provision of construction and civil engineering services under fixed price contracts. Contract duration can vary and can range from the supply of labour only to the provision of fully managed construction and engineering projects. Where variations are requested, prices are agreed as soon as practically possible. Variations are exactly that - changes or additions to initial requests. Discounts, rebates, refunds, credits, price concessions, incentives, performance bonuses, penalties are rarely encountered, but if any of them are, they are not material.

To determine whether to recognise revenue, the Group follows the 5-step process as set out within IFRS 15:

1. Identifying the contract with a customer

2. Identifying the performance obligations

3. Determining the transaction price

4. Allocating the transaction price to the performance obligations

5. Recognising revenue when/as performance obligation(s) are satisfied

Certain fixed price contracts span more than one accounting period and can have a duration of more than one year. The Group's accounting policies for these projects require revenue and costs to be allocated to individual accounting periods and the consequent recognition at period-end of contract assets or liabilities for projects still in progress. Management apply judgement in estimating the total revenue and total costs expected on each project. Such estimates are revised as a project progresses to reflect the current status of the project and the latest information available to management. The project teams regularly review contract progress to ensure the latest estimates are appropriate. The carrying amounts of contract assets is stated in Note 19. The key judgements and policies in respect of revenue from the Group's various activities are described further below.

Labour Supply

This represents the provision of labour to customers. The amount of revenue is based on agreed contractual hourly rates with customers. The customer simultaneously receives and consumes the benefits provided by the Group's performance under these contracts and the performance obligation (being the provision of labour) is therefore satisfied over time. In most cases, the Group invoices customers monthly in arrears for the hours of labour supplied during that month. Amounts invoiced but unpaid at the balance sheet date are included within trade receivables. In some cases, the monthly invoice will not correspond with a calendar month, and the Group is therefore required to include an amount within contract assets in the Statement of Financial Position, for revenue relating to periods for which labour has been provided but not yet invoiced.

Civil Projects

This represents work performed under contracts with customers to undertake construction and/or civil engineering works. These contracts contain several individually identified services. However, the directors consider that the services being provided are highly interdependent and interrelated and therefore should not be separate performance obligations under IFRS 15. Furthermore, the services provided by the Group either enhance an asset that the customer controls and/or do not create an asset with alternative use to the Group and there is an

enforceable right to payment for performance completed to date. The Group therefore considers the delivery under these contracts to be a single performance obligation that is satisfied over time.

Each contract has its own assessed view. Contract modifications are recognised when the Group considers that they have been approved. The estimation of final contract value includes the assessment of the recovery of variations, claims, and compensation events. The estimate made is constrained in accordance with IFRS 15 so that it is highly probable not to result in a significant reversal of revenue in the future. Where the change in scope results in an increase to the work to be performed that is distinct and reflects the stand-alone selling price of the good/service, it is treated as a separate contract.

Under these contracts, the Group produces a monthly 'application' to the customer detailing the work performed to date and requesting payment accordingly. Within a period of one to two months (in most cases) the customer will confirm agreement to the 'application' and remit the necessary funds to the Group. Historically, the Group's experience is that instances of customers materially disagreeing with the 'application' are rare and that this is therefore a reliable method by which to recognise revenue earned ("output method"). There have been no new 'output' method projects started since March 2021, and internal valuations made under this method in the year ending 30 September 2025 would not change the position in any material way.

At the balance sheet date, the Group includes a balance in receivables for revenue receivable on contracts based on the work performed. The Group used the output method for all projects still in operation at the end of March 2021 (until those projects are completed), but all new projects since then use the input method, based on costs incurred to date, to estimate the amount of revenue earned and includes an amount in contract assets within receivables. The input method is based on costs incurred at the balance sheet date compared to expected costs to be incurred throughout the life of the contract.

Other

Revenue from the Training Academy is recognised, at a point in time, when the services have been delivered to the end customer. Payment terms are typically 30 days.

Taxation

The tax expense or credit for the period comprises current and deferred tax. Tax is recognised in the income statement, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current tax charge or credit is calculated based on tax rates and laws that have been enacted or substantively enacted by the reporting date in the United Kingdom, where the Group operates and generates taxable income.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits available to the Group. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply in the period when the liability is settled, or the asset realised.

Deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. The carrying amounts of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Deferred tax assets and liabilities are only offset against each other when there is a legally enforceable right to set off current taxation assets against current taxation liabilities and the deferred tax assets and liabilities relate to income taxes levied by the same tax authority on either (a) the same taxable entity, or (b) different taxable entities which intend to settle these on a net basis, or to realise the assets and settle the liabilities simultaneously.

In the Group's accounts all income taxes are levied by H M Revenue and Customs. Management reviews the offset of deferred tax assets and liabilities to ensure such an offset is appropriate.

Tangible assets

Property, plant, and equipment is stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of property, plant and equipment includes directly attributable incremental costs incurred in its acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets over their estimated useful lives, as follows:

Asset class Depreciation method and rate

Plant and machinery 10% reducing balance

Fixtures, fittings and equipment 20% reducing balance

Right-of-use assets

Cars Straight line over the term of the lease

Vans 10% reducing balance

Property Straight line over the term of the lease

Plant & Machinery 8.3% reducing balance

Intangible assets

Goodwill arises on business acquisitions and represents the excess of the cost of the acquisition over the Group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost

less accumulated impairment losses.

Amortisation is charged on brand value and customer contract assets. These arose on the acquisition of Future Build in FY2024 and Advantage NRG in FY2025. In the case of both brand value and customer contract assets, these, are being amortised over 10 years, estimated to be their useful economic life.

Impairment of non-financial assets

For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately independent cash inflows (CGU). All non-financial assets or CGUs are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

An impairment charge is recognised for the amount by which the assets or CGUs carrying amount exceeds its recoverable amount. The recoverable amount is the higher of fair value, reflecting market conditions less costs to sell, and value in use. All assets are subsequently reassessed for indications that an impairment loss previously recognised may no longer exist. Value in use is assessed by discounting the estimated future cash flows that the asset is expected to generate throughout its useful life.

Discontinued operations

Hercules completed the sale of Hercules (Suction Excavators) Ltd in February 2025. This disposal met the definition of a discontinued operation as stipulated by IFRS 5. (See Note 32).

Financial instruments

The Group classifies financial instruments, or their component parts, on initial recognition as a financial asset, a financial liability, or an equity instrument in accordance with the substance of the underlying contractual arrangement. Financial instruments are recognised on the date when the Group becomes a party to the contractual provisions of the instrument. Most financial instruments are initially recognised at fair value. Trade receivables are held to collect the contractual cash flows and are initially measured at the transaction price as defined in IFRS 15. Financial instruments cease to be recognised at the date when the Group ceases to be party to the contractual provisions of the instrument.

Financial assets are included on the balance sheet as trade and other receivables or cash and cash equivalents. Financial liabilities include borrowings, trade payables and accruals.

(a) Trade receivables

Trade receivables are amounts due from customers for services performed in the ordinary course of business. They are recognised initially at the amount of consideration that is unconditional. The Group holds the trade receivables with the objective of collecting the contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method, less provision for impairment. A provision for impairment of trade receivables is established based on the expected credit loss. The Group applies the IFRS 9 simplified approach to measure expected credit losses that uses a lifetime expected loss allowance for all trade receivables, which are grouped based on shared credit risk characteristics and the days past due. The amount of the provision is recognised in the balance sheet within trade receivables. Movements in the provision are recognised in the profit and loss account in administrative expenses. Any change in their value through impairment or reversal of impairment is recognised in the income statement. Default is defined as non-payment - there is no specific write off policy, but disputes are settled by discussion as is common in the industry.

(b) Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that have a maturity date of 3 months or less, are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

(c) Borrowings

All borrowings are initially recorded at fair value. Borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the income statement over the period of the relevant borrowing. Interest expense is recognised on the basis of the effective interest method and is included in finance costs.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date.

(d) Trade payables

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the Group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve

months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities. Trade payables are recognised initially at fair value, and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

(e) Contract assets

A contract asset is recognised within receivables where the Group has earned the right to revenue through performance under contracts. Contract assets are also potentially subject to credit losses and are therefore subject to a provision for expected credit losses in the same way as trade receivables as described above.

(f) Leases

The Group as lessee

Short term leases (up to one year) or leases of low value (up to £500) are recognised as an expense on a straight-line basis over the term of the lease.

The Group recognises right-of-use assets under lease agreements in which it is the lessee. The underlying assets comprise property, plant and machinery and motor vehicles, and are used in the normal course of business. The right-of-use assets comprise the initial measurement of the corresponding lease liability payments made at or before the commencement day as well as any initial direct costs and an estimate of costs to be incurred in dismantling the asset. Lease incentives are deducted from the cost of the right-of-use asset. The corresponding lease liability is included in the statement of financial position as a lease liability. The right-of-use asset is depreciated on a straight-line or reducing balance basis over shorter of the asset's useful life and the lease term and where impairment indicators exist, the right of use asset will be assessed for impairment.

The lease liability shall initially be measured at the present value of the lease payments that are not paid at that date, discounted using the rate implicit in the lease or, where this cannot be determined, the Group's incremental borrowing rate. The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (application of the effective interest method) and by reducing the carrying amount to reflect the lease payments made. No lease modification or reassessment changes have been made during the reporting period from changes in any lease terms or rent charges.

Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) because of a past event, it is probable that the Group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

Provisions are measured at the directors' best estimate of the expenditure required to settle the obligation at the reporting date and are discounted to present value where the effect is material.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the Group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Share-based payment

The Group applies IFRS 2 to share-based payments. The Group operates a share-based payment compensation plan, under which the entity grants key employees the option to purchase shares in Hercules PLC at a specified price maintained for a certain duration. The Group has also issued warrants to certain key suppliers with similar characteristics which are accounted for in the same way as the options.

The fair value of the services received in exchange for the grant of the options is recognised as an expense. The total amount to be expensed is determined by reference to the fair value of the options granted:

• including any market performance conditions (e.g. an entity's share price).

• excluding the impact of any service and non-market performance vesting conditions (e.g. profitability, sales growth targets and remaining an employee of the entity over a specified time), and

• including the impact of any non-vesting conditions (e.g. the requirement for employees to save).

Non-market performance and service conditions are included in assumptions about the number of options that are expected to vest. The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each financial period, the Group revises its estimates

of the number of options that are expected to vest based on the non-market vesting conditions. It recognises the impact of the revision to original estimates, if any, in the Consolidated Statement of Comprehensive Income, with a corresponding adjustment to equity. When the options are exercised, and the Group issues new shares to meet that obligation, the proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium.

3 Critical accounting judgements and key sources of estimation uncertainty

In the application of the Group's accounting policies, management is required to make judgements, estimates and assumptions about the carrying value of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate

is revised if the revision affects only that period, or in the period of revision and future periods if the revision affects both current and future periods. The key sources of estimation uncertainty that could have a significant effect on the amounts recognised in the financial statements are described below. The impact of climate change is at present considered to not be material.

The Group has considered the nature of the estimates involved in deriving balances on long term contracts, and concluded that it is possible that outcomes within the next financial year may be different from the Group's assumptions applied as at 30 September 2025 and could require an adjustment (but not considered to be material) to the carrying amounts of these assets and liabilities in the next financial year. However, due to the level of uncertainty, combination of cost and income variables and timing across the Group's portfolio of contracts at different stages of their contract life, it is impracticable to provide a quantitative analysis of the aggregated judgements that are applied at a portfolio level.

Key judgements

Lease discount rate

IFRS 16 requires the carrying value lease liabilities and the corresponding right of use assets to be calculated using the net present value of future lease payments. This calculation inherently requires a discount rate to be applied, which requires judgement. The Directors have used an average of 6.43% borrowing rate for property leases.

Key sources of estimation uncertainty

Revenue recognition (Civil projects)

To determine the profit and loss that the Group is able to recognise on its Civil projects in the accounting period, the Group has to estimate the total costs expected to be incurred under each project. While the costs incurred to date are known, the estimation of costs to complete for each project requires judgement. Management assesses the degree of completion by measuring the value of costs incurred as a percentage of the estimated total costs of the project. This is considered the most appropriate measure of completion of projects as revenue is invoiced based on the value of work performed. This represents an 'input method' under IFRS 15. Such estimates are revised as a project progresses to reflect the status of the project and the latest information available to management. The project teams regularly review contract progress to ensure the latest estimates are appropriate. Further information is disclosed in Note 2 under 'Revenue' and the carrying amounts of contract assets are stated in Note 6. There will always be some estimation uncertainty in the recognition of revenue owing to the estimate of cost to complete.

The Group recognises recoveries of claims from clients as revenue where clear entitlement has been established, such as through dispute-resolution processes. This includes the recovery of costs (such as delays to the contract programme) to the extent it is highly probable not to result in a significant reversal of revenue in the future.

Impairment/amortisation of intangible assets

The group has goodwill arising on a business combination. The group tests annually whether goodwill has suffered any impairment in accordance with the requirements of IAS 36, Impairment of Assets. All acquisitions are assessed for the value of acquired customer contracts, and the company brand name values (per Note 15), and values written down over 10 years. Customer contracts and the Brand values are tested annually for impairment, the recoverable amounts have been determined based on value-in-use calculations reported in continuing operations.

Investments

The company has investments in subsidiaries which are shown at cost, less provisions for impairment. Investments in subsidiaries are reviewed for impairment annually or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. The recoverability of investments is dependent on value-in-use calculations of the Future Build and Advantage NRG businesses and achieving the revenue growth and EBITDA within these forecasts, the actuality of which is not certain. The sensitivities to these cash flows are considered in the impairment of intangible assets (See Note 15).

4 Earnings per share

	Year ended 30 September	Year ended 30 September

	2025	2024
	£000	£000
Basic and diluted

Profit from continuing operations	595	1,636
Loss from discontinued operations	(662)	(3,307)
(Loss) from all operations	(67)	(1,671)

Basic and diluted weighted average number of shares in issue	79,595,150	64,062,371


Basic and diluted profit/(loss) pence per share:

Continuing operations	0.75	2.55
Discontinued operations	(0.83)	(5.16)
Loss from all operations	(0.08)	(2.61)

The Group has share options and warrants in issue as disclosed in Note 26. There are very few share options in issue that are below the average share price during the year, so after due consideration we are happy the potential shares arising are not dilutive.

5 Segmental reporting

The Group's management have identified three continuing operating segments: Labour supply, Civil projects, and Other services. The segments are monitored by the Group's chief operating decision makers and strategic decisions are made based on the segments' operating results.

Segment information for the year ended 30 September 2025 is as follows:

Continuing Operations

	Labour supply	Civil projects	Other	Total
	£000	£000	£000	£000
Revenue (all from external customers)	106,936	13,554	755	121,245
Cost of sales	(91,566)	(11,038)	(435)	(103,039)
Gross profit	15,370	2,516	320	18,206
Administrative expenses	(3,197)	(1,402)	(477)	(5,076)

Operating profit/(loss) from segments	12,173	1,114	(157)	13,130
Administrative expenses
not attributable to segments				(11,284)
Profit from operations				1,846
Finance income				163
Finance costs				(1,459)
Fair value gains				302
Profit before tax				852

Segment information for the year ended 30 September 2024 was as follows:

Continuing operations

	Labour supply	Civil projects	Other	Total
	£000	£000	£000	£000
Revenue (all from external customers)	84,125	17,535	274	101,934
Cost of sales	(72,985)	(13,819)	(157)	(86,961)
Gross profit	11,140	3,716	117	14,973
Administrative expenses	(2,215)	(1,514)	(364)	(4,093)

Operating profit/(loss) from segments	8,925	2,202	(247)	10,880
Administrative expenses
not attributable to segments				(7,508)
Profit from operations				3,372
Finance income				59
Finance costs				(1,184)
Profit before tax				2,247

Other services include digital products, health trailer services, Academy training.

6 Revenue

The total turnover of the Group has been derived from activities wholly undertaken in the United Kingdom, being the operation of construction and engineering contracts, and other services. The Groups revenue from each activity is shown below and is all derived in the United Kingdom.

	2025	2024
	£000	£000
Labour supply	106,786	84,125
Civil projects	13,704	17,535
Total from construction services	120,490	101,660
Other	755	274
	121,245	101,934

The Group derives its income from three main activities, all of which are linked to the principal activity of the delivery of construction and civil engineering services, being the provision of labour and services provided under construction and/or civil engineering contracts. These are referred to internally as 'Labour supply' and 'Civil projects' and "Other", which relates to the Training Academy.

Significant customers

In the year ended 30 September 2025 one customer represented 54% (£65.1m) of revenue (2024 one customer 41% (£49.2m)), and another customer represented 11% (£13.0m) of revenue (2024 one customer 9% (£11.1m). These customers were primarily labour supply customers. No other customers represented more than 8% of revenue in either year.

Contracts with customers

The Group has contract assets relating to revenue earned from the supply of labour and construction services. Due to the nature of this revenue, balances defined as contract assets will vary and depend on the number, timing and nature of the contracts in progress at the balance sheet date. The relevant balances are shown as contract assets in note 19. The decrease in contract assets compared to the prior year represents the decreased level of activity at the year end.

Contract balances

The nature of the Group's revenue recognition is such that the only contract balances arising relate to accrued income, which is shown as a contract asset. The balance at 30 September 2025 was £2.6m (2024: £3.0m).

Significant changes in contract assets

The Group has many contracts for services underway at any point in time, and these are a mix of large and small contracts, generally with monthly invoicing. The level of contract assets therefore fluctuates depending on the mix of contracts and the stage of contract completion at the balance sheet date by reference to costs incurred to date.

7 Fair value gains

30 September 2025

30 September 2024

£000

Reduction in deferred contingent consideration

302

The forecast valuation of the Future Build acquisition required a Group goodwill impairment charge in FY2025.

This impairment is necessary as the current forecast results are not sufficient to avoid the charge.

8 Profit from operations

Operating profit is stated in the income statement after charging:

	Year ended 30 September
		2025	2024
		£000	£000
Depreciation - owned assets	17	147	108
Depreciation - right-of-use assets	17	875	833
Loss on disposal of fixed assets	17	41	209
Goodwill Impairment	15	595	-
Amortisation of intangibles		294	33
Research and development costs		80	6

9 Auditors' remuneration

No non-audit services have been provided in the year.

	Year ended 30 September
		2025	2024
		£000	£000
Fees payable to the current auditors for the audit of the group financial statements including subsidiaries		305	121

In addition to the above, the suction excavator business for the 4 months ending January 2025 was audited by another auditor to the above for £20,000.

10 Staff costs

Group

The aggregate employee benefit expenses were as follows:

	Year ended 30 September
		2025	2024
		£000	£000
			Restated
Wages and salaries		64,571	43,358
Social security costs		8,068	5,066
Defined contribution pension costs		1,096	671
		73,735	49,095

During the preparation of the financial statements for the year ended 30 September 2025, it was identified that Wages and salaries were not presented inclusive of holiday pay accruals. In order to align the Group and Company accounts, a reclassification adjustment to increase Wages and salaries by £3,262k has been debited, with an equal credit to Cost of Sales. This does not have an impact on the face of the financial statements.

The average monthly number of employees for the Group during the year was as follows:

	Year ended 30 September
		2025	2024
		£000	£000

Site based operatives		923	635
Administrative and Managerial		142	123
		1,165	758

Company

The aggregate employee benefit expenses were as follows:

	Year ended 30 September
		2025	2024
			Restated
		£000	£000
Wages and salaries		57,399	42,054
Social security costs		7,376	4,983
Defined contribution pension costs		1,083	646
		65,858	47,683

The average monthly number of employees for the Company during the year was as follows:

	Year ended 30 September
		2025	2024
		£000	£000


Site based operatives		869	633
Administrative and Managerial		117	102
		986	735

11 Key management remuneration

Key management of the Group are the directors. Remuneration paid to the directors (statutory and non-statutory) of the Group by the Group is set out below:

	Year ended 30 September
		2025	2024
		£000	£000
Salaries and benefits		1,775	1,283
Pension contributions		80	81
		1,855	1,364

During the year retirement benefits were accruing to 2 directors (2024: 2) in respect of defined contribution pension schemes.

Amounts paid to the highest paid director were as follows:

	Year ended 30 September
		2025	2024
		£000	£000
Salaries and benefits		626	394
Pension contributions		10	10
		636	404

12 Finance income and expense

Finance income	£000	£000
Interest on: - Bank deposits	163	59
Total finance income	163	59
Finance expense
Lease finance costs	236	201
Finance charge unwinding on deferred contingent consideration	189	-
Interest on loans measured at amortised cost	164	49
Invoice discounting interest	870	934
Total finance expense	1,459	1,184

13 Income taxes

	Year ended 30 September
		2025	2024
		£000	£000
Current tax:
UK corporation tax		411	-
Adjustments to prior periods		-	53
Total current tax charge		411	53

Deferred tax:
Origination and reversal of timing differences		105	349
Adjustments in respect of prior periods		(259)	209
		(154)	558

Tax charge on profit on ordinary activities		257	611

Tax on profit on ordinary activities for the year is lower than the standard rate of corporate tax in the UK of 25%, (2024: 25%).

The differences are reconciled below:

	Year ended 30 September
Continuing operations		2025	2024
		£000	£000
Profit on ordinary activities before taxation		853	2,247

Tax at the UK rate of 25% (2024: 25%)		213	562
Effect of:
Expenses not deductible for tax purposes		275	(122)
Fixed asset differences on assets not eligible for capital allowances		57	8
Adjustments in respect of prior periods		(274)	262
Transfer of trade		-	(93)
Group relief		7	(6)
Deferred tax recognised in OCI		(18)	-
Deferred tax movement not recognised		(3)	-
Total tax charge		257	611

14 Deferred tax

Group

Deferred tax balances are analysed as follows:

Deferred tax balances before offset	30 September 2025	30 September 2024
	£000	£000
Deferred tax liability	(1,999)	(869)
Deferred tax asset	56	119
Total deferred tax liability	(1,943)	(750)

Deferred tax balances after offset	30 September 2025	30 September 2024
	£000	£000
Deferred tax asset	-	-
Deferred tax liability	(1,943)	(750)

Company

Deferred tax balances are analysed as follows:

Deferred tax balances before offset	30 September 2025	30 September 2024
	£000	£000
Deferred tax liability	(556)	(768)
Deferred tax asset	5	4
Total deferred tax liability	(551)	(764)

Deferred tax balances after offset	30 September 2025	30 September 2024
	£000	£000
Deferred tax asset	-	-
Deferred tax liability	(551)	(764)

The amounts reflect the differences between the carrying and tax amounts of the following balance sheet headings as at each year end.

Credits/(charges) during each year are as follows:

		Short term	Fixed asset
	Tax	temporary	temporary	Business
	losses	differences	differences	combinations	Total
	£000	£000	£000	£000	£000

At 1 October 2023 asset/(liability)	3,602	73	(3,833)	-	(158)
Discontinuing operations	(3,163)	-	3,230	-	67

Under provision charged to profit and loss	(439)	(41)	271	-	(209)

Tax credit/(charge) in respect of current year	115	(28)	(437)	-	(350)

Deferred tax on business combinations	-	-	-	(100)	(100)

At 30 September 2024 asset/(liability)	115	4	(769)	(100)	(750)

Under provision charge to profit and loss	-	-	259	-	259

Tax credit/charge in respect of current year	(64)	1	(60)	18	(105)

Deferred tax on business Combinations	-	-	-	(1,347)	(1,347)

At 30 September 2025 asset/(liability)	51	5	(570)	(1,429)	(1,943)

Deferred tax

Company

All balances represent deferred tax liabilities. There are no deferred tax assets.

The amounts reflect the differences between the carrying and tax amounts of the following balance sheet headings as at each year end.

Credits/(charges) during each year are as follows:

15 Intangible assets

Group

	Brand value	Customer contracts	Goodwill	Total
	£000	£000	£000	£000

Cost
As at October 1 2023	-	-	-	-
Arising on business combinations	399	-	1,956	2,355
As at October 1 2024	399	-	1,956	2,355
Arising on business combinations	3,415	2,097	9,578	15,090
At 30 September 2025	3,814	2,097	11,534	17,445

Amortisation/Impairment
As at October 1 2023	-	-	-	-
Charge	33	-	-	33
As at October 1 2024	33	-	-	33
Charge	154	140	-	294
Impairment	-	-	595	595
At 30 September 2025	187	140	595	922

Net book value
At 30 September 2024	366	-	1,956	2,322
At 30 September 2025	3,627	1,957	10,939	16,523

Goodwill arose on the acquisitions of Hercules (White Collar) Ltd and Advantage NRG Ltd.

In relation to Advantage NRG Ltd the directors have utilised the provisions of IFRS 3 in respect of determining fair values on business combinations provisionally and will adjust goodwill accordingly in the year ended 30 September 2026 for any amounts arising from the finalisation of those fair values within 12 months of the respective acquisitions.

Company

The Company purchased the assets only from QTT in June of 2025. The cost (including an amount of deferred contingent consideration) was £175,000. This has all been treated as purchased goodwill and will undergo annual impairment reviews in the years ahead.

Impairment testing

The carrying value of goodwill related to the acquisition of Hercules (White Collar) Limited was reduced from £1.96m to £1.36m following the application of the impairment test as required under IAS 36, Impairment of Assets.

The goodwill was tested in a cash-generating unit (CGU) comprising the acquired company only. The recoverable amount of the CGU was measured by reference to its value in use. An initial 5-year explicit forecast was prepared and growth after that was restricted to 4.5% and declined over the remaining 10-year expected life.

The key assumptions driving the forecast were revenue growth and gross profit margins. There was a substantial change in the nature of the business because of the increase in employers' National Insurance contributions in the October 2024 UK Government Budget.

This resulted in actual and forecast recruitment of permanent staff reducing significantly whilst actual and forecast recruitment in contract staff has increased. The financial impact has been an increase in forecast revenue growth

to 10-20% (2024 5-10%) but a decrease in forecast gross profit margin to 31-35%. Overall, actual and forecast EBITDA have reduced significantly from those a year ago. The discount rate applied to the forecast cash flows was 19.1% (2024 18.9%).

16 Business combinations

In June 2025, the Company acquired 100% of the issued share capital of Advantage NRG Ltd.

It also purchased the assets of QTT Ltd but this was immaterial (initial consideration £100k) so not disclosed here.

Advantage NRG contributed £9.2m revenue and £1.9m profit after tax to the group's profit on continuing operations for the period between the date of acquisition and the balance sheet date.

The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are as set out in the table below:

	Fair Value

	£000
Assets and liabilities acquired
Tangible assets	255
ROU Assets	114
Financial Assets	5,684
Financial liabilities	(3,434)
Lease liabilities	(122)

Intangible assets - brand value	5,512
Deferred tax provision	(1,347)

Total identifiable assets	6,662

Goodwill	9,403

Total consideration	16,065

Satisfied by:
Contingent consideration	3,346
Cash consideration	12,719

	16,065
Cash flow analysis:
Cash consideration	12,719
Less: cash and cash equivalent balances acquired	(933)

Net cash outflow arising on acquisition	11,786

In October 2025 (post year-end) Hercules PLC purchased a 70% shareholding in Lyons Power services Ltd. Hercules is keen to enter the electrical commissioning market, which is where Lyons operates. The consideration was for £351k in cash. Under IFRS 3 to the extent practicable financial disclosures should be made, the exercise to assess the financial implications remains ongoing.

17 Tangible assets

Group	Plant and machinery	Fixtures & office equipment	Right-of-use assets	Assets under construction	Motor vehicles	Total
	£000	£000	£000	£000	£000	£000
Cost
At 1 October 2023	378	708	23,246	78	498	24,908
Discontinued operations	(144)	(26)	(14,028)		(272)	(14,470)
Arising on business combinations	-	3	-	-	-	3
Additions	11	219	1,982	180	-	2,392
Disposals	-	-	(2,080)	(78)	(173)	(2,331)
At 30 September 2024	245	904	9,120	180	53	10,502
Arising on business combinations	-	230	124	-	190	544
Additions	26	200	920	-	8	1,154
Disposals	(15)	-	(1,131)	(180)	(88)	(1,414)
At 30 September 2025	256	1,334	9,033	-	163	10,786

Depreciation
At 1 October 2023	90	404	3,464	-	151	4,109
Charge for the year	16	83	833	-	9	941
Discontinued operations	(12)	(4)	(1,541)	-	(66)	(1,623)
Disposals	-	-	(279)	-	(76)	(355)
At 30 September 2024	94	483	2477	-	18	3,072
Arising on business combinations	-	33	10	-	131	174
Charge	16	38	875	-	93	1,022
Disposals	(6)		(946)	-	(64)	(1,016)
At 30 September 2025	104	554	2,416	-	178	3,252

Net book value
At 30 September 2025	152	695	6,617	-	70	7,534
At 30 September 2024	151	421	6,643	180	35	7,430
At 30 September 2023	288	304	19,782	78	347	20,799

Certain right-of-use assets are pledged as security on the lease agreements to which they relate.

Disposals during FY2025

Cost	1,414
Capital WIP written off	(180)
	1,234
Depreciation	(1,016)
Net Book Value	218
Proceeds	(177)
Loss on disposal	(41)

Company	Plant and machinery	Fixtures & office equipment	Rights of-use assets	Assets under construction	Motor vehicles	Total
	£000	£000	£000	£000	£000	£000
Cost
At 1 October 2023	378	708	23,246	78	498	24,908
Additions	11	201	393	180	-	785
Disposals	(144)	(34)	(16,166)	(78)	(444)	(16,866)
At 30 September 2024	245	875	7,473	180	54	8,827
Additions	25	196	854	-	8	1,083
Disposals	(15)	-	(1,007)	(180)	(18)	(1,220)
At 30 September 2025	255	1,071	7,320	-	44	8,690

Depreciation
At 1 October 2023	90	404	3,464	-	151	4,109
Charge for the year	16	79	663	-	9	767
Disposals	(12)	(4)	(1,840)	-	(144)	(2,000)
At 30 September 2024	94	479	2,287	-	16	2,876
Charge	16	92	701	-	4	813
Disposals	(6)	-	(821)	-	(8)	(835)
At 30 September 2025	104	571	2,167	-	12	2,854

Net book value
At 30 September 2025	151	500	5,153	-	32	5,836
At 30 September 2024	151	396	5,186	180	38	5,951
At 30 September 2023	288	304	19,782	78	347	20,799

Disposals during FY2025

Cost	1,220
Capital WIP written off	(180)
	1,050
Depreciation	(835)
Net Book Value	216
Proceeds	(177)
Loss on disposal	(39)

18 Investments

Company

	As at 30 September 2025	As at 30 September 2024
	£000	£000
At 1 October 2024 Hive down from Company	2,570 -	- 2,088
New investments in the year Capital contribution	15,541 -	2,570 2,504
Impairment charge	(668)	(2,000)
Disposal group assets held-for-sale	-	(2,592)
At 30 September 2025	16,443	2,570

Details of undertakings

Details of the investments in which the Group holds 20% or more of the nominal value of any class of share capital are given below. All subsidiaries are 100% owned in both current and prior year unless otherwise stated. See disclosure below table for registered addresses of UK entities.

Undertaking	Country	Holding	Company number
Subsidiary undertakings
Hercules (White Collar) Limited*	England and Wales	Ordinary	07235347
Hercules (Training) Limited	England and Wales	Ordinary	14975482
Advantage NRG Ltd	England and Wales	Ordinary	07529509

The registered address for all subsidiaries registered in England and Wales is, Hercules Court, Broadway Lane, South Cerney, Cirencester, GL7 5XZ.

*Hercules PLC owns 60% of the share capital in Hercules (White Collar) Limited at 30 September 2025. However, in the accounts they are treated as 100%, due to the partnership agreement having put and call share options for the minority shareholding, and this is treated as deferred contingent consideration.

19 Trade and other receivables

Group
	As at 30 September 2025	As at 30 September 2024
Amounts falling due within one year:	£000	£000

Trade receivables	13,506	11,080
Other receivables	128	-
Contract assets	2,544	2,957
Prepayments and accrued income	6,614	5,445
	22,792	19,482

Company
	As at 30 September 2025	As at 30 September 2024
Amounts falling due within one year:	£000	£000

Trade receivables	9,689	10,842
Other receivables	4	14
Contract assets	2,537	2,957
Prepayments and accrued income	4,551	5,324
	16,781	19,137

Expected Credit Loss Provision

Trade and other receivables and contract assets above are stated net of expected credit loss ('ECL') provisions where necessary, which are calculated using the simplified approach grouping trade receivables and contract assets on the basis of their shared credit risk characteristics.

Trade receivables are regularly reviewed for bad and doubtful debts. The Group's policy is to include a provision for impairment based on estimated credit losses. This includes an assessment where relevant of forward-looking information on macroeconomic factors that may affect the ability of customers to settle receivables. Trade receivables are written off where there is no reasonable expectation of recovery, for example where the customer has entered insolvency proceedings or where a customer has failed to make contractual payments for an extended

period. As part of this assessment, the Group also considers the likelihood of any credit losses occurring in future based on previous experience and knowledge of the respective customers.

Trade and other receivables are all current and any fair value difference is not material. Trade and other receivables are assessed for impairment based upon the expected credit losses model. In order to manage credit risk, the Directors set limits for customers based on a combination of payment history and third-party credit references. Credit limits are reviewed on a regular basis in conjunction with debt ageing and collection history.

The Group believe the credit risk attached to its customer base is minimal, however at 30 September 2025 an amount of £52k was included as an ECL provision (FY 2024 £17k). This was based on an analysis of customers and debt ageing.

In addition to any provisions required for ECL, the Group also includes a provision against trade receivables and

contract assets for disputed items. During the year ended 30 September 2025 the Group recorded a debit to the income statement of £129k in respect of changes in the dispute provision (2024: credit of £72k).

As at 30 September 2025 the balance of the dispute provision was £227k (2024: £98k).

In addition to this, a further £205k was provided for in relation to possible future commercial contract repayments.

The maturity analysis of trade receivables (stated gross of provisions) is shown below:

	< 1 month	1-2 months	2-3 months	> 3 months	Total
	£	£	£	£	£

30 September 2025	11,139	3,376	674	(1,683)	13,506

30 September 2024	5,162	4,939	1,546	(567)	11,080

The expected credit loss rate on all ageing columns above has been assessed as being immaterial.

20 Trade and other payables

Group
	As at 30 September 2025	As at 30 September 2024
Amounts falling due within one year:	£000	£000

Trade payables	950	969
Social security and other taxes	5,643	5,301
Other payables	7,074	4,554
Accrued expenses	3,704	931
	17,371	11,755

Company
	As at 30 September 2025	As at 30 September 2024
Amounts falling due within one year:	£000	£000

Trade payables	873	888
Social security and other taxes	4,731	5,217
Other payables	6,003	4,534
Accrued expenses	1,546	887
	13,153	11,526

Trade payables are all current and any fair value difference is not material.

21 Loans and borrowings

Group
	As at 30 September 2025	As at 30 September 2024
	£000	£000
Included within current liabilities
IGF Invoice Discounting Facility	6,121	7,295
Included within non-current liabilities
Wasdell Holdings Ltd Loan	6,000	-

Company
	As at 30 September 2025	As at 30 September 2024
	£000	£000
Included within current liabilities
IGF Invoice Discounting Facility	6,121	7,295
Included within non-current liabilities
Wasdell Holdings Ltd Loan	6,000	-

The Group and Company

The IGF Facility is a revolving facility with a 3-year term, is secured on trade receivables and attracts interest at a rate of 2.75% over base rate. The facility is currently capped at £16m but can be increased as the business grows.

The Loan from Wasdell Holdings Ltd commenced June 2025 and runs until June 2028. It is an interest only loan (8%) but can be repaid at any time with any number of payments. This was provided (at "arm's length") by Wasdell Holdings Ltd ("Wasdell"), a related party (the Company's Non-executive Director Martin Tedham is the owner of Wasdell).

22 Leases

The Group leases certain vehicles, properties and items of plant and machinery. With the exception of short-term leases and leases of low value underlying assets, each lease is reflected on the balance sheet as a right-of-use asset (Note 17) and a lease liability.

The Group had recognised 66 vehicle leases in 2024 (2024 - 43), 10 plant and machinery leases (2024 - 57) and 5 property leases (2024 - 6)

All future cashflows are included. The property leases are subject to rent reviews every five years. The nature of the rent reviews is such that annual rentals are adjusted to prevailing market rates unless that would lead to a reduction. In accordance with IFRS 16, any future increases in annual rentals arising from rent reviews are not included in the calculation of the lease liabilities. Any future increases in annual rentals will result in prospective adjustments to the lease liabilities at the point of the rent review.

Amounts recognised in the Statement of Financial Position relating to leases, categorised by underlying type of asset, are:

Group

	Leasehold property £000	Plant and machinery £000	Motor vehicles £000	Total £000
Net book value
At 1 October 2023	4,986	12,723	2,073	19,782
New leases recognised in the year	1,575	-	407	1,982
Discontinued operations	(1,320)	(11,004)	(164)	(12,488)
Leases terminated in the year	(1,130)	(587)	(84)	(1,801)
Depreciation charge for the year	(329)	(94)	(410)	(833)
At 30 September 2024	3,782	1,038	1,822	6.642
New leases recognised in the year	139	494	411	1044
Leases terminated in the year	(11)	(182)	(1)	(194)
Depreciation charge for the year	(331)	(106)	(438)	(875)
At 30 September 2025	3,579	1,244	1,794	6,617

Maturity analysis

	As at 30 September 2025	As at 30 September 2024
	£000	£000

Due within one year	1,221	1,455
Due within two to five years	1,959	1,998
Due after five years	3,083	3,099
Future finance charges	(1,255)	(1,179)
	5,008	5,373

The face of the balance sheet of the group has been restated as the current and non-current balances had been transposed within the FY24 accounts. The notes to the financial statements have not been amended as they were presented correctly in FY2024.

Amounts recognised in the Statement of Comprehensive Income

The statement of comprehensive income shows the following amounts relating to leases:

	2025	2024
	£000	£000

Depreciation charge of right of use asset	1,639	833
Interest expenses (within finance costs)	236	250
	1,875	1,083

Amounts recognised in the Statement of Cash Flows

The statement of cash flows shows the following amounts relating to leases:

	2025	2024
	£000	£000

Net cash outflows	1,430	1,522

Low value leases and short-term leases

The Group has no leases for which the low value or short-term exemptions of IFRS 16 has been applied.

Company

	Leasehold property £000	Plant and machinery £000	Motor vehicles £000	Total £000
Net book value
At 1 October 2023	4,986	12,723	2,073	19,782
New leases recognised in the year	10	-	382	392
Discontinued operations	(1,320)	(11,004)	(164)	(12,488)
Leases terminated in the year	(1,136)	(587)	(114)	(1,837)
Depreciation charge for the year	(178)	(94)	(391)	(663)
At 30 September 2024	2,362	1,038	1,786	5,186
New leases recognised in the year	25	494	343	862
Leases terminated in the year	(11)	(182)	(1)	(194)
Depreciation charge for the year	(182)	(106)	(413)	(701)
At 30 September 2025	2,194	1,244	1,715	5,153

Maturity analysis


	As at 30 September 2025	As at 30 September 2024
	£000	£000

Due within one year	886	1,055
Due within two to five years	1,330	1,422
Due after five years	1,810	2,004
Future finance charges	(542)	(601)
	3,484	3,880

Amounts recognised in the Statement of Comprehensive Income

The statement of comprehensive income shows the following amounts relating to leases:

	2025	2024
	£000	£000

Depreciation charge of right of use asset	701	663
Interest expenses (within finance costs)	134	147
	835	810

Amounts recognised in the Statement of Cash Flows

The statement of cash flows shows the following amounts relating to leases:


	2025	2024
	£000	£000

Net cash outflows	1,215	1,259

Low value leases and short-term leases

The Company has no leases for which the low value or short-term exemptions of IFRS 16 has been applied.

23 Financial instruments

Group
	As at 30 September 2025	As at 30 September 2024
Financial assets held at amortised cost:	£000	£000

Trade receivables	13,506	11,080
Other receivables	128	-
Cash and cash equivalents	7,247	6,393

	20,881	17,473

Group
	As at 30 September 2025	As at 30 September 2024
Financial liabilities held at amortised cost:	£000	£000

Bank borrowings	12,121	7,295
Trade payables	950	969
Other payables	7,074	4,554
Accrued expenses	3,704	931
Lease liabilities	5,008	5,373

	28,857	19,122

Financial instruments continued

Company
	As at 30 September 2025	As at 30 September 2024
Financial assets held at amortised cost:	£000	£000

Trade receivables	9,689	10,842
Other receivables	4	14
Cash and cash equivalents	4,760	6,163

	14,453	17,019

Company
	As at 30 September 2025	As at 30 September 2024
Financial liabilities held at amortised cost:	£000	£000

Bank borrowings	12,121	7,295
Trade payables	873	888
Other payables	6,003	4,534
Accrued expenses	1,546	887
Lease liabilities	3,484	3,880

	24,027	17,484

24 Financial Risk management

The Group uses various financial instruments. These primarily include bank borrowings, cash and various items, such as trade receivables and trade payables that arise directly from its operations. The main purpose of these financial instruments is to finance the Group's operations.

The existence of these financial instruments exposes the Group to a number of financial risks, which are described in more detail below.

a) Market risk

Market risk encompasses three types of risk, being currency risk, interest rate risk and price risk.

Exposure to interest rate risk is considered further below. There is no exposure to currency risk as the Group operates entirely with the United Kingdom and all transactions are denominated in Pounds Sterling.

Interest rate risk is limited to interest paid on the Group's variable rate bank borrowings and interest received on cash deposits. Due to the relatively low level of borrowings and the low rates of interest on cash deposits, the impact of any changes in interest rate is not considered significant.

A change in interest rates of 1% would add additional cost of between £65,000 and £100,000 per year depending on the likely average level of the use of the invoice discounting facility.

b) Liquidity risk

The Group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs by closely managing its cash balance. The Group has significant levels of cash reserves available and continues to generate profit before taxation. In this context, liquidity risk is therefore considered to be low.

The Group's borrowing facilities are continually monitored against forecast requirements and timely action is taken to put in place, renew or replace credit lines.

A new invoice discounting facility was implemented in November 2023, with an initial cap of £15m (now increased to £16m). The only relevant covenant is the Group needs to keep a minimum headroom of £0.5m.

The Group acquires items of property, plant, and equipment on lease agreements where appropriate to assist in managing liquidity risk by avoiding the depletion of cash on large capital purchases. The Group also manages its liquidity needs by carefully monitoring cash outflows due on a day-to-day basis.

The Group's financial liabilities comprise bank borrowings, trade payables, other payables, accruals, amounts due to related parties and lease liabilities. The maturity of lease liabilities is disclosed in note 22 above. All other financial liabilities are expected to be settled within 12 months of the balance sheet date.

Where the balances are due within 12 months the contractual undiscounted cash flow is considered to be their carrying value as the impact of discounting is not significant.

c) Interest rate risk

d) Credit risk

The Group's principal financial assets are cash and trade receivables. Credit risk is also attached to contract assets that represent accrued income. The credit risk associated with cash is limited, as the counterparties have high credit ratings assigned by international credit-rating agencies. The credit risk associated with trade receivables is minimal as invoices are based on contractual agreements with long-standing customers. Debt levels with all customers are closely monitored, and a process involving informal and then formal communications is used where payments are delayed. New customers are carefully assessed using the usual credit risk agencies.

Credit losses in the last two years incurred by the Group have consequently been immaterial.

Notwithstanding the lack of historical credit losses, the Group maintains a provision against receivables. However, this is not necessarily linked to credit risk, and the ageing of receivables is not the most relevant indicator to determine the potential impairment of a receivable. The nature of the Group's operations is such that misunderstandings or minor disagreements may arise during contracts, which may sometimes require an adjustment to be made to achieve settlement.

Further details regarding expected credit losses can be found in note 19.

Capital management

The Group's capital comprises total equity and net debt. The Group's capital management objectives are:

- To ensure its ability to trade as a going concern; and

- To provide an adequate return to shareholders.

The Group monitors capital based on the carrying amount of equity and net debt. Adjustments are made as necessary based on the Directors' assessment of the needs of the business and external factors such as the Group's industry and the wider economy. The Group has traded profitably and therefore generally levels of debt have been low. More recently a revolving credit facility has been increased to assist with working capital.

The Group's gearing has therefore reduced considerably. The group raised further equity in September/October of 2024 from several key new strategic investors.

The Directors are able to maintain and adjust the capital structure by adjusting dividends, issuing new shares or selling assets to reduce debt.

A summary of the Group's gearing is shown below.

	30 September 2025	30 September 2024
	£000	£000

Total equity	12,194	11,708
Net debt	9,882	6,275
Total capital	22,876	17,983
Gearing ratio (net debt / capital)	45%	35%

25 Share capital

Issued capital

	As at 30 September 2025	As at 30 September 2024
Allotted, called up and fully paid	£000	£000
Ordinary shares of 0.01p each	79	75

Basic and diluted weighted average number of shares in issue

79,619,628

64,062,371

Share rights

The ordinary shares have attached to them full voting, dividend and capital distribution rights (including on winding up). They do not confer any right of redemption.

In October 2024, another tranche of 4,467,215 new ordinary shares of 0.1p each were issued by the Group:

Gross consideration of £2,211k, which amounted to £2,037k after issue costs.

Share premium represents the amount raised on the proceeds of share issues in excess of the par value of those shares, net of issue costs.

The share-based payment reserve represents the accumulated entries to equity arising from the recognition of share-based payments in accordance with IFRS 2.

Retained earnings represent the accumulated profits and losses of the Group, less distributions, and similar items, since its incorporation.

26 Share based payments

Since the Company's flotation on the AIM Market of the London Stock Exchange on 4 February 2022, a number of share options and warrants have been granted to employees and others. During the year a further 300,000 options were issued as set out further below.

The number of options and warrants granted is shown in the table below.

	Options		Warrants
	Number	Weighted average exercise price	Number	Weighted average exercise price

At 1 October 2024	3,425,754	48.8p	716,379	50.5p
Issued on 7 March 2025	300,000	45.0p	-	-
At 30 September 2025	3,725,754	48.5	716,379	50.5p

Options

The weighted average remaining contractual life of the share options outstanding at 30 September 2025 was 1 year and 10 months. The options have a fixed exercise price based on the market price at the time of grant.

The options may be exercised between 4 February 2027 and 7 March 2030. No specific criteria is involved other than to be on the payroll for the period up to the start of the expected life of the options (see below). Any option holder leaving the employment of the Group before then forfeits the options. The issue of these options is not part of the remuneration package for the individuals concerned.

The fair value of the options is estimated at the grant date using a Black-Scholes option-pricing model that uses assumptions noted in the table below. All options were valued using the following assumptions:

Date of grant of option	7 March 2025	14 Feb 2024	4 Feb 2023	4 Feb 2022
Expected life of options (years)	5 years	5 years	5 years	5 years
Exercise price	45.0p	35.4p	56.5p	50.5p
Market value of share at date of grant	47.5p	35.4p	56.5p	50.5p
Risk free rate	4.14%	3.97%	3.15%	1.43%
Expected share price volatility	37%	57%	42%	20%
Expected dividend yield	2.2%	2.5%	6.31%	3.36%
Fair value per option	14.40p	14.31p	9.20p	5.18p
Total fair value of options	£35,000	£56,000	£27,000	£121,000
Charged to profit and loss in year	£23,508	£7,760	£6,747	£24,298

Expected life of options

The expected life of the options was estimated based on the average of the minimum and maximum life under the option agreements respective.

Risk free rate

A risk-free rate of 4.14% (2024 options: 3.97%) was assumed in the option pricing model, based on the yield from dividend strip government bonds with a similar life to the options issued as close as possible to date of grant.

Dividend yield

This is based on the level of dividends paid by Hercules PLC since testing.

Exercise price

The exercise price was fixed at the market price at the date of grant.

Volatility

Volatility was based on the share price of Hercules PLC. The Directors consider this the most appropriate method of assessing expected volatility as there is no comparable listed Group from which to draw data. Taking into account factors such as liquidity and performance, this is expected to be a reasonable reflection of the expected volatility throughout the expected life of the options.

The cost relating to each tranche that has been charged to profit and loss and was included in staff costs. The total fair value of the options as shown above is being spread over the vesting period of 5 years in each case.

Warrants

The weighted average remaining contractual life of the warrants outstanding at 30 September 2025 was 9 months. The warrants have a fixed exercise price based on the market price at the date of the Company's flotation on the Alternative Investment Market.

The warrants may be exercised at either 4 February 2026 or 11 February 2027.

The fair value of the warrants is estimated at the grant date using a Black-Scholes option-pricing model that uses assumptions noted in the table below.

Date of grant of warrant	4 Feb 2022	11 Feb 2025

Expected life of options (years)	5 years	2 years
Exercise price	50.5p	50.5p
Market value of share at date of grant	50.5p	53.0p
Risk free rate	1.43%	4.14%
Expected share price volatility	20.0%	37%
Expected dividend yield	3.36%	2.20%
Fair value per option	3.29p	8.54p
Total fair value of options	£24,000	£25,000
Charged to profit and loss in year	£4,902	£7,760

Expected life of warrants

The estimate for the expected life of the warrants is based on the warrant's contractual life.

Risk free rate

Risk free rates assumed in the option pricing mode are based on the yield from dividend strip government bonds with a similar life to the options issued as close as possible to date of grant.

Dividend yield

This is based on the level of dividends paid by Hercules PLC in the year.

Exercise price

The exercise price was fixed at the market price at the date of grant, being 50.5p.

Volatility

Volatility was assumed to be 20% on average for the first tranche of warrants issued. The directors based this assumption on the share price of Hercules PLC throughout the year. Taking into account factors such as liquidity and performance, this was expected to be a reasonable reflection of the expected volatility throughout the expected life of the options. The volatility for the second tranche of warrants issued (Feb 2025) is based on the Company's share price history since flotation in February 2022.

The cost that has been charged to profit and loss in respect of share options was £23,508, and £7,760 in respect of share warrants. The charges were included within administrative expenses.

27 Defined contribution pension scheme

The Group operates a defined contribution pension scheme. The pension cost charge for the year represented contributions payable by the Group to the scheme and amounted to £906k (2024: £553k). Contributions totalling £36k (2024: £55k) were payable to the scheme at the end of the year and are included in other payables.

28 Related party transactions

Ultimate controlling party

The ultimate Parent Company is Hercules PLC.

At 30 September 2024 Hercules Real Estate Ltd held 47.7% of the shares, as such there was no overall controlling party. At 30 September 2025 Hercules Real Estate Ltd held 44.5% of the shares.

Key management personnel compensation

Key management personnel remuneration has been set out in note 11 to the financial statements.

Transactions between key shareholder and subsidiary

The following transactions occurred between Hercules Real Estate Limited ('HRE') and Hercules PLC, and Wasdell Holdings and Hercules PLC.


	2025	2024
	£000	£000
Lease payments (PLC to HRE)	194	565
Lease liability between PLC and HRE as at 30 September	2,307	5,152
Loan Interest payments paid to Wasdell by PLC	145	-

Outstanding balances arising from sales/purchases of goods and services

The £6m loan made by Hercules PLC's non-executive Director, Martin Tedham, who is a related party owning more than 10% in the Company's shares is still outstanding transactions at 30 September 2025.

29 Capital commitments

At 30 September 2025, the Group had orders committed to a value of £125k (2024: £159k).

30 Post Balance Sheet Events

Due to our continuing acquisition activity and investments into our systems to support the continued growth of the business, no final dividend will be paid in respect of FY 2025 (1.12p FY2024). The Board will keep the Company's dividend policy under review.

The Board of Advantage NRG agreed to pay a Dividend of £2.5m to the Company 26 January 2026.

The Company acquired 70% of Lyons Power Services Ltd in October 2025, in a partnership arrangement similar to that which the Group has with Future Build Recruitment Ltd.

31 Discontinued Operations and Assets Held for Sale

The Company sold its suction excavator services business in February 2025. This disposal meets the definition of a discontinued operation as stipulated by IFRS 5.

The results of the Suction excavator services discontinued operation are presented below:

	At Disposal	2024
	£000	£000
Assets
Tangible assets	9,276	10,016
Inventories	74	71
Trade & Other receivables	1,348	1,445
Cash & cash equivalents	328	301
Assets held for sale	11,026	11,833

Liabilities
Deferred tax	94	(67)
Trade & other payables	(268)	(293)
Borrowings	-	125
Lease liabilities	(8,842)	(9,365)

Liabilities held for sale	(9,016)	(9,600)

Net assets held for sale	2,010	2,233

Disposed of	(2,010)	-

Book Value	-	2,233


The post-tax loss on disposal of the discontinued operation was determined as follows:

Book value on sale	2,010
Inter-group profit elimination	(147)
Proceeds of sale	(1,789)
Net loss on sale	(74)

Trading Loss during the period October 2024 to January 2025	(588)

Loss for the year from selling discontinued operations after tax	(662)	(3,307)

32 Ultimate parent and controlling party

There is deemed to be no controlling party of Hercules PLC.

At 30 September 2024 Hercules Real Estate Ltd held 47.7% of the shares, as such there was no overall controlling party. At 30 September 2025 Hercules Real Estate Ltd held 44.5% of the shares.

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Hercules Plc (HERC)

Friday, 22nd May 2026

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