Interim Results
Summary by AI BETAClose X
11 September 2025
Lords Group Trading plc
('Lords', the 'Company' or the 'Group')
Interim Results
'Strong growth in Merchanting and continued strategic progress'
Lords (AIM:LORD), a leading distributor of building materials in the UK, today announces its unaudited Interim Results for the six months ended 30 June 2025 ('H1 2025' or the 'Period').
H1 2025 Highlights
· Group revenue up 8.4% to £232.1m (H1 2024: £214.2m) and like-for-like1 revenue up 7.0%
o Merchanting division continues to grow with revenue up 12.6% to £117.7m (H1 2024: £104.6m) and divisional Adjusted EBITDA2 up 8.6% to £8.2m
o Plumbing and Heating ('P&H') grew revenue by 2.4% to £112.2m (H1 2024: £109.6m) and delivered divisional Adjusted EBITDA2 of £3.9m (H1 2024: £4.2m, before the benefit of £0.8m from CHMM3 which subsequently reversed in H2 2024)
· Acquisition of the UK's largest online-only retailer of construction products, Construction Materials Online ('CMO'), in June 2025 for a cash consideration of £1.8m
· Completed sale and leaseback of four trading sites in April 2025 for gross proceeds of £13.1m to provide additional liquidity to leverage growth opportunities as the market recovers
· Strategic progress continues with three new Merchanting branches opened in 2025 to date
· Group Adjusted EBITDA2 in line with pre-CHMM3 H1 2024 at £12.1m (H1 2024: £12.6m)
· Net debt reduced by £15.4m to £20.9m (30 June 2024: £36.3m) since June 2024
· Interim dividend maintained at 0.32 pence per share (H1 2024: 0.32 pence per share)
|
|
H1 2025 |
H1 2024 |
Change
|
|
Revenue |
£232.1m |
£214.2m |
+8.4% |
|
Adjusted EBITDA2 |
£12.1m |
£12.6m |
(3.9)% |
|
Adjusted EBITDA margin |
5.2% |
5.9% |
(70)bps |
|
Adjusted operating profit |
£6.2m |
£7.1m |
(12.7)% |
|
Adjusted diluted earnings per share |
1.35p |
1.57p |
(14.0)% |
|
Dividend per share |
0.32p |
0.32p |
- |
|
Operating profit |
£3.7m |
£4.5m |
(17.4)% |
|
Diluted earnings per share |
0.14p |
0.39p |
(64.1)% |
|
Net debt 4 |
£20.9m |
£36.3m |
+42.3% |
Percentages are based on underlying, not rounded, figures.
1 Like-for-like sales is a measure of growth in sales, adjusted for new, divested and acquired locations such that the periods over which the sales are being compared are consistent.
2 Adjusted EBITDA is EBITDA (defined as earnings before interest, tax, depreciation, amortisation and impairment charges) inclusive of property gains and losses but excluding exceptional items, and share-based payments.
3 CHMM is the Clean Heat Market Mechanism which was introduced in January 2024 and subsequently withdrawn which resulted in a benefit of £0.8m to Adjusted EBITDA in H1 2024 which reversed in H2 2024.
4 Net debt excluding leases.
5 Company compiled consensus expectations of Adjusted EBITDA for the year ended 31 December 2025 as at the date of this announcement show an average of £24.8m and a range between £24.7m and £25.1m.
Shanker Patel, Chief Executive Officer of Lords, commented:
"The Group has demonstrated strong revenue growth in the first half of 2025 as we continue to increase market share, despite a highly competitive RMI market in the South-East and the recent UK interest rate reductions not yet boosting consumer confidence.
"The strategic acquisition of the leading online-only retailer, CMO, the opening of three additional Merchanting branches and the strengthening of the Group's balance sheet through £13.1m of property disposals during the period ensure that the Group is well-positioned for a future recovery in the market. Ahead of this, we will continue to focus on operational excellence, customer service, and working capital management. Additionally, we will carefully consider further opportunities to increase the Group's market share both organically and through selective, value-added acquisitions.
"Whilst trading in the second half of 2025 to date has not seen any sustained improvement in the RMI market, and with the seasonally significant trading period ahead, performance continues in line with market expectations5 for full year Group Adjusted EBITDA."
- Ends -
FOR FURTHER ENQUIRIES:
|
Lords Group Trading plc |
Via Burson Buchanan |
|
Shanker Patel, Chief Executive Officer |
Tel: +44 (0) 20 7466 5000 |
|
Stuart Kilpatrick, Chief Financial Officer |
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Cavendish Capital Markets Limited (Nominated Adviser and Joint Broker) |
Tel: +44 (0)20 7220 0500 |
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Ben Jeynes / Hamish Waller (Corporate Finance) |
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Julian Morse / Henry Nicol / Matt Lewis (Sales and ECM) |
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Berenberg (Joint Broker) Matthew Armitt / Harry Nicholas / Detlir Elezi
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Tel: +44 (0)20 3207 7800 |
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Burson Buchanan |
Tel: +44 (0) 20 7466 5000 |
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Henry Harrison-Topham / Stephanie Whitmore / Abby Gilchrist |
Notes to editors:
Lords is a specialist distributor of building, plumbing, heating and DIY goods. The Group principally sells to local tradesmen, small to medium sized plumbing and heating merchants, construction companies and retails directly to the general public. The Group operates through the following three divisions:
· Merchanting: supplies building materials and DIY goods through its network of merchant businesses and online platform capabilities. It operates both in the 'light side' (Building Materials and Timber) and 'heavy side' (Civils and Landscaping), through 32 locations in the UK.
· Plumbing and Heating: a specialist distributor in the UK of plumbing and heating products to a UK network of independent merchants, installers and the general public. The division offers its customers an attractive proposition through a multi-channel offering, operating in 16 locations enabling nationwide next-day delivery service.
· Digital: CMO Superstores provides an online route to market from nine specialist websites for construction and plumbing & heating customers.
Lords was established 40 years ago as a family business with its first retail unit in Gerrards Cross, Buckinghamshire. Since then, the Group has grown to a business operating from 48 sites.
Chief Executive Officer's Review
On behalf of the Board, I am pleased to report the Group's unaudited Interim Results for the six months ended 30 June 2025.
Overview
The Group further increased its market share and delivered strong revenue growth of 8.4% in the first half of 2025, despite there being no substantive improvement in the Repairs, Maintenance and Improvement ('RMI') market, which represents approximately 80% of our activities. During the period, Lords has continued to drive long term growth through margin accretive organic initiatives, adding new products and new locations, and through selective and strategically significant acquisitions.
In January 2025, we increased our George Lines brand to five locations, with a new branch opening near Maidstone, Kent. In May 2025, we opened a combined Lords Builders Merchants and Advance Roofing branch following the opportunity to take over a site in Bicester and we expanded our Dry Lining and Insulation brand, AW Lumb, to three branches with a new two-and-a-half-acre site in Mansfield.
The Group has completed two strategic acquisitions in the last 12 months. Ultimate Renewables focusses on the design and delivery of renewable energy solutions in the plumbing and heating sector. On 6 June 2025, following a pre-pack administration, Lords acquired part of the formerly AIM listed business, CMO Group Limited ('CMO'), the UK's largest online-only retailer of construction products. Lords acquired the construction materials and plumbing activities while CMO's tiles business was simultaneously sold to a third party. The intellectual property and nine specialist websites acquired broadens our customers' route to market by increasing our digital capabilities, and with CMO's business model, provides the opportunity to leverage our stakeholder relationships and logistical infrastructure.
We also completed a sale and leaseback programme in the last 12 months realising c. £17m of proceeds which significantly enhanced the Group's balance sheet strength and also supports our strategy of scaling the business through organic growth and selective acquisitions.
Results
Revenue in the first half of 2025 increased by 8.4% to £232.1m (H1 2024: £214.2m). Like-for-like ('LFL') revenue, which adjusts for branches or businesses not part of the Group in the whole of the current or comparator period, was 7.0% ahead.
Gross profit increased but margins were slightly lower, partly due to product mix and partly due to the continuing challenging RMI market. Despite inflationary pressures in relation to employment costs, property and transport, overheads remained tightly controlled as we invested in new branches and businesses. Adjusted earnings before interest, tax, depreciation and amortisation ('Adjusted EBITDA') for the first half of 2025 was £12.1m (H1 2024: £12.6m). However, the first half of 2024 benefitted by c. £0.8m from the Clean Heat Market Mechanism ('CHMM') which reversed in the second half of 2024 due to delays in Government regulations. Adjusting for the positive effects of the CHMM in H1 2024, Adjusted EBITDA was £0.3m ahead of H1 2024.
Merchanting
Merchanting has performed well since the fourth quarter of 2024, delivering double digit LFL revenue growth. Our businesses more closely aligned to new build, such as Civils and Dry Lining, have performed particularly well. In the first half of 2025, revenue increased by 12.6% to £117.7m (H1 2024: £104.6m).
LFL revenue in the first half of 2025 increased by 11.5% with strong performance from AW Lumb, Advance Roofing and Hevey, Northampton. New branches added £2.4m of revenue to H1 2025.
Gross profit increased by 5.7% to £30.4m (H1 2024: £28.7m) and despite increased overheads due to new branch openings and additional costs of employment, Adjusted EBITDA increased by 8.6% to £8.2m (2024: £7.6m).
As reported previously, Steve Durdant-Hollamby joined as Chief Operating Officer of Merchanting in November 2024 to strengthen the management team and his experience in major building material companies spanning across merchanting and manufacturing has already begun to benefit the division.
Plumbing and Heating
Plumbing and Heating ('P&H') revenue increased by 2.4% to £112.2m (H1 2024: £109.6m) with LFL revenue 2.8% ahead. As previously reported, ahead of boiler price increases on 1 April 2024, our wholesale business, APP, experienced strong volumes in the first quarter, particularly in March, which was followed by destocking in the second quarter. Overall, APP increased boiler volumes by 6.8% in H1 2025 and maintained market share at c. 11%.
As reported last year, the introduction in January 2024 of CHMM and subsequent withdrawal a few months later, given the timing of claims and adjustments, the H1 2024 result benefitted by c. £0.8m which reversed in the second half. Adjusted EBITDA in H1 2024 would have been £4.2m excluding CHMM, which is £0.3m higher than H1 2025 at £3.9m (H1 2024: £5.0m).
Mr Central Heating, our digitally led P&H trade counter business, experienced a more challenging six months with revenue 13% lower than H1 2024. We have sought to address this by strengthening the management of this brand in the second half. Our spares and trade counters business, DH&P, performed well and increased LFL sales by 4.6% in the period. Ultimate Renewables has performed in line with expectations since joining the Group in October 2024 and revenue in renewables was 57% ahead of H1 2024.
On 2 September 2025, Matthew Webber joined the Group as Chief Operating Officer for our P&H division. Matthew brings a wealth of experience with over 20 years in the Heating, Ventilation, and Air Conditioning systems ('HVAC') sector. His background spans both supplier/manufacturer roles and merchant businesses, with a strong emphasis on the plumbing and heating industry. His leadership experience and industry insight will be instrumental in shaping the next phase of growth for our P&H division.
Neil Lake will transition into the role of Group Business Development Director, where he will work with our Group Operating Board in driving continued growth and innovation across Lords. Neil has played a key role in leading our P&H division since joining the Group through the acquisition of DH&P and will continue to maintain significant influence within the P&H division, supporting Matthew in his new role.
Digital
On 6 June 2025, Lords acquired the trade, assets and intellectual property of CMO for a consideration of £1.8m, inclusive of a property valued at £1.2m. The acquisition was part of a pre-pack administration process where the construction materials and plumbing and heating businesses were acquired by Lords and CMO's tiles business was sold to a third party.
Originally formed in 2008, CMO was a disruptor to the traditional building materials market, with the majority of its sales being dispatched directly from the supplier, reducing the stock availability requirement from traditional local merchants. CMO's experience in web-based sales and their intellectual property, combined with Lords distribution network broadens our customer base and channels to market. We welcome our new CMO colleagues to the Group and look forward to continue working closely together in the coming months.
Prior to its acquisition, CMO was operating in a highly leveraged environment which caused credit insurers to reduce their exposure leading to greater challenges to deliver customers' orders and higher levels of refunds where web orders could not be delivered. The CMO team have worked diligently since joining the Group on product availability and lead times from suppliers to increase revenue and reduce refunds.
In the three weeks post-acquisition, CMO made a small loss but is expected to contribute positively in the second half as it aims to recover weekly revenue to levels achieved prior to supply chain challenges, it begins to leverage off Lords' product range and procurement capability and establishes an efficient cost model for medium term growth.
Strategic developments
In the last 12 months, we have continued to drive accretive organic growth, through new branch openings and new product lines, particularly in Plumbing and Heating. We have completed two small but highly strategic acquisitions and significantly improved our balance sheet, converting c. £17.0m of property into cash.
We continue to believe that there is a significant consolidation opportunity to combine independent merchants and distributors within the fragmented UK building supplies sector where Lords has less than 1% market share. With CMO joining the Group, we now have over 1,000 colleagues, who deliver excellent customer service and have worked hard to deliver operational efficiencies to offset the operating cost pressures that all UK businesses have faced in 2025.
Outlook
The Group has demonstrated strong revenue growth in the first half of 2025 as we continue to increase market share, despite a highly competitive RMI market in the South-East and the recent UK interest rate reductions not yet boosting consumer confidence.
The strategic acquisition of the leading online-only retailer, CMO, the opening of three additional Merchanting branches and the strengthening of the Group's balance sheet through £13.1m of property disposals during the period ensure that the Group is well-positioned for a future recovery in the market. Ahead of this, we will continue to focus on operational excellence, customer service, and working capital management. Additionally, we will carefully consider further opportunities to increase the Group's market share both organically and through selective, value-added acquisitions.
Whilst trading in the second half of 2025 to date has not seen any sustained improvement in the RMI market, and with the seasonally significant trading period ahead, performance continues in line with market expectations for full year Group Adjusted EBITDA.
Shanker Patel
Chief Executive Officer
11 September 2025
Financial Review
The Group has made significant progress with the support of its stakeholders over the last 12 months to continue to drive growth, tightly manage costs and working capital, complete two strategically important acquisitions and significantly reduce its net debt with the sale and leaseback of five operating properties.
Financial performance
In the first half of 2025, the Group delivered an 8.4% increase in revenue to £232.1million (H1 2024: £214.2m). Gross profit increased by 3.6% to £44.8m (H1 2024: £43.2m) and gross margin was 90 basis points lower at 19.3% (H1 2024: 20.2%), mainly due to product mix as volumes of lower margin products increased. Operating expenses increased by £2.0m to £34.4m (H1 2024: £32.4m) but £1.2m of the increase relates to businesses acquired and new branches, leaving a £0.8m like-for-like change.
In line with our FY 2024 results, we have re-presented our income statement in H1 2024 to align our disclosure with listed peers in the sector and separately show property gains of £1.7m (H1 2024: £1.7m) on the face of the income statement. In H1 2025, the property gain relates to the sale and leaseback of four operating properties for gross proceeds of £13.1m and in H1 2024, the Group received a lease surrender premium in relation to Merchanting's Park Royal site.
Adjusted EBITDA was £12.1m (H1 2024: £12.6m). In the first half of 2024, our Plumbing and Heating division received c. £0.8m of benefit from the introduction and subsequent reversal of the CHMM, which reversed in the second half of 2024. Adjusted EBITDA in H1 2025 was marginally ahead of pre-CHMM H1 2024.
Divisional performance
|
Merchanting |
H1 2025 |
H1 2024 |
% change |
|
Revenue (£m) |
117.7 |
104.6 |
+12.6% |
|
Gross profit (£m) |
30.4 |
28.7 |
+5.7% |
|
Adjusted EBITDA before property gains |
6.5 |
5.9 |
+11.2% |
|
Adjusted EBITDA (£m) |
8.2 |
7.6 |
+8.6% |
|
Adjusted EBITDA margin (%) |
7.0% |
7.3% |
(30)bps |
Merchanting performed strongly in the first half of 2025 with revenue 12.6% ahead of H1 2024, gross profit up 5.7% and Adjusted EBITDA up 8.6%. Adjusted EBITDA margin was slightly lower at 7.0% as the majority of revenue growth was from our lower margin Civils and Dry Lining brands.
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Plumbing and Heating |
H1 2025 |
H1 2024 |
% change |
|
Revenue (£m) |
112.2 |
109.6 |
+2.4% |
|
Gross profit (£m) |
13.9 |
14.5 |
(3.8)% |
|
Adjusted EBITDA (£m) |
3.9 |
5.0 |
(21.0)% |
|
Adjusted EBITDA margin (%) |
3.5% |
4.5% |
(100)bps |
Revenue increased in Plumbing and Heating by 2.4% to £112.2m (H1 2024: £109.6m) as boiler volumes increased by 6.8%. Our wholesale revenue increased by 11% in the period but plumbing merchanting was weaker, which resulted in gross margin decreasing by 80 basis points. Overheads were tightly controlled and 1.1% higher on an LFL basis after adjusting for businesses acquired.
Adjusted EBITDA was £3.9m (H1 2024: £5.0m) but as mentioned above, H1 2024 included c. £0.8m of profit from CHMM that reversed in the second half as claims were settled following the market disruption.
Digital revenues were £2.2m in H1 2025 representing the period since CMO was acquired on 6 June 2025. As expected, the business made a small loss as it addressed supply chain issues under its previous ownership structure.
Operating profit, profit before tax and earnings per share
Adjusted operating profit was £6.2m (H1 2024: £7.1m) and is after an increase of £0.4m in depreciation and amortisation from right-of-use assets following the sale and leasebacks. Adjusting items of £2.5m (H1 2024: £2.6m) were similar to H1 2024 and mainly relate to amortisation of acquired intangible assets and business acquisition costs.
Net finance costs were 7.4% lower at £3.1m (H1 2024: £3.4m) as net borrowings excluding leases reduced and base rates were lower, partly offset by increased lease interest following the property sale and leasebacks.
Adjusted profit before tax was £3.1m (H1 2024: £3.7m) and after adjusting items, statutory profit before tax for the period was £0.6m (H1 2024: £1.1m). Adjusted diluted earnings per share was 1.35 pence per share (H1 2024: 1.57 pence per share) with the prior year benefiting from CHMM in the first half, which reversed in H2 2024. Statutory diluted earnings per share was 0.14 pence per share (H1 2024: 0.39 pence per share).
Tax
Income tax in the first half of 2025 was a charge of £0.2m (H1 2024: £0.4m) reflecting an effective tax rate of 28.4% (H1 2024: 32.0%).
Dividend
The Board is recommending an unchanged interim dividend of 0.32 pence per ordinary share (H1 2024: 0.32 pence per ordinary share), which will be paid on 10 October 2025 to shareholders on the register at the close of business on 18 September 2025. The Company's ordinary shares will therefore be marked ex-dividend on 19 September 2025.
Cash flow
In the last 12 months, the Group has reduced net debt, excluding leases, by £15.4m to £20.9m (30 June 2024: £36.3m). Operating cash conversion, the ratio of operating cash flow (excluding property proceeds) to Adjusted operating profit was 97% in the 12 months ended 30 June 2025.
In the first half of 2025, cash generated from operations increased by £4.3m to £9.7m (H1 2024: £5.4m) as the typically seasonal outflow in working capital was limited to £0.2m (H1 2024: £6.7m) with strong working capital management leading to improvements in debtor and creditor days.
The net inflow from investing activities was £9.9m (H1 2024: outflow of £3.0m) which comprised inflows of £13.8m (H1 2024: £0.2m) from the sale and leasebacks, interest and a business disposal, net of outflows on current and prior year acquisitions of £2.5m (H1 2024: £0.6m). Capital expenditure of £1.5m (H1 2024: £2.6m) largely related to new branches established in Maidstone, Bicester and Mansfield.
Debt financing and liquidity
The Group has syndicated banking facilities comprising a £50.0m revolving credit facility ('RCF'), committed until 5 April 2027 and a £25.0m receivables financing facility. Due to its substantial headroom the Group reduced the RCF from £75.0m to £50.0m in the first half of the year. At 30 June 2025 headroom was £37.3m (H1 2024: £47.5m) within its debt facilities at the period end, and the Group had further accessible cash of £16.6m (H1 2024: £11.9m).
Balance sheet
|
Summary balance sheet |
30 June 2025 £m |
30 June 2024 £m |
|
Tangible assets |
9.0 |
20.5 |
|
Working capital |
39.5 |
41.7 |
|
Operating capital employed |
48.5 |
62.2 |
|
Deferred consideration |
(1.4) |
(2.8) |
|
Other net assets |
89.9 |
74.7 |
|
Leases |
(67.2) |
(47.7) |
|
Net debt |
(20.9) |
(36.3) |
|
Net assets |
48.9 |
50.1 |
Working capital at 30 June 2025 was £2.2m lower than prior period comparator at £39.5m (30 June 2024: £41.7m) and the ratio of working capital to sales was 8.7% at 30 June 2025 compared to 9.0% at 31 December 2024. The reduction reflects the continued focus on inventory optimisation across the Group and improved collection of receivables.
Net assets increased by £1.3m to £48.9m (30 June 2024: £50.1m) since 31 December 2024. Property, plant and equipment has reduced from £20.5m at 30 June 2024 to £9.0m reflecting the sale and leaseback of freehold properties, which is offset by an increase in right-of-use assets leaving non-current assets similar to prior year at £108.0m (30 June 2024: £108.2m). Lease liabilities in respect of right-of-use assets were £67.2m (30 June 2024: £47.7m). Deferred consideration of £1.4m at the period end (30 June 2024: £2.8m) mainly relates to AW Lumb acquired in March 2022.
Stuart Kilpatrick
Chief Financial Officer
11 September 2025
Consolidated statement of comprehensive income
For the six months ended 30 June 2025
|
|
|
|
|
|
|
|||
|
|
|
30 June |
30 June |
31 December |
||||
|
|
|
2025 |
2024 |
2024 |
||||
|
|
|
(unaudited) |
(unaudited) re-presented* |
(audited) |
||||
|
|
Note |
£'000 |
£'000 |
£'000 |
||||
|
Revenue |
|
232,109 |
214,150 |
436,684 |
||||
|
Cost of sales |
|
(187,322) |
(170,929) |
(351,452) |
||||
|
Gross profit |
|
44,787 |
43,221 |
85,232 |
||||
|
Operating expenses |
|
(34,424) |
(32,378) |
(64,640) |
||||
|
Adjusted EBITDA before property gains |
|
10,363 |
10,843 |
20,592 |
||||
|
Property gains |
|
1,714 |
1,722 |
1,812 |
||||
|
Adjusted EBITDA
|
16 |
12,077 |
12,565 |
22,404 |
||||
|
Depreciation and amortisation |
|
(5,888) |
(5,478) |
(12,007) |
||||
|
Adjusted operating profit |
16 |
6,189 |
7,087 |
10,397 |
||||
|
Adjusting items |
6 |
(2,480) |
(2,599) |
(6,112) |
||||
|
Operating profit |
|
3,709 |
4,488 |
4,285 |
||||
|
Finance income |
|
276 |
142 |
320 |
||||
|
Finance expense |
7 |
(3,407) |
(3,523) |
(7,214) |
||||
|
Profit / (loss) before taxation |
|
578 |
1,107 |
(2,609) |
||||
|
Taxation |
8 |
(164) |
(355) |
824 |
||||
|
Profit / (loss) for the period |
|
414 |
752 |
(1,785) |
||||
|
|
|
|
|
|
||||
|
Attributable to: |
|
|
|
|
||||
|
Owners of the parent company |
|
237 |
651 |
(1,970) |
||||
|
Non-controlling interests |
|
177 |
101 |
185 |
||||
|
|
|
414 |
752 |
(1,785) |
||||
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|
|
|
|
|
||||
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Earnings per share |
|
|
|
|
||||
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Basic earnings per share (pence) |
9 |
0.14 |
0.39 |
(1.19) |
||||
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Diluted earnings per share (pence) |
9 |
0.14 |
0.39 |
(1.19) |
||||
The results for the period arise solely from continuing activities.
The condensed consolidated financial statements should be read in conjunction with the accompanying notes.
* - In line with our FY 2024 results, we have re-presented our income statement for H1 2024 to align our disclosure with listed peers in the sector and separately show property gains of £1.7m on the face of the income statement.
Consolidated statement of financial position
As at 30 June 2025
|
|
|
30 June |
30 June |
31 December |
|
|
|
2025 |
2024 |
2024 |
|
|
|
(unaudited) |
(unaudited) |
(audited) |
|
|
Note |
£'000 |
£'000 |
£'000 |
|
Non-current assets |
|
|
|
|
|
Intangible assets |
10 |
43,219 |
44,845 |
44,284 |
|
Property, plant and equipment |
11 |
9,021 |
20,479 |
14,081 |
|
Right-of-use assets |
12 |
55,337 |
42,510 |
52,654 |
|
Other receivables |
|
243 |
192 |
236 |
|
Investments |
|
130 |
180 |
130 |
|
|
|
107,950 |
108,206 |
111,385 |
|
Current assets |
|
|
|
|
|
Inventories |
|
48,093 |
47,323 |
49,252 |
|
Trade and other receivables |
|
71,238 |
69,195 |
76,215 |
|
Cash and cash equivalents |
|
16,631 |
11,881 |
10,312 |
|
|
|
135,962 |
128,399 |
135,779 |
|
Total assets |
|
243,912 |
236,605 |
247,164 |
|
Current liabilities |
|
|
|
|
|
Trade and other payables |
|
(81,990) |
(79,649) |
(88,238) |
|
Borrowings |
13 |
(17,261) |
(9,851) |
(11,946) |
|
Lease liabilities |
14 |
(8,414) |
(7,663) |
(8,310) |
|
Current tax liabilities |
|
(892) |
(568) |
- |
|
|
|
(108,557) |
(97,731) |
(108,494) |
|
Non-current liabilities |
|
|
|
|
|
Trade and other payables |
|
(343) |
(2,638) |
(1,540) |
|
Borrowings |
13 |
(19,764) |
(37,686) |
(30,119) |
|
Lease liabilities |
14 |
(58,779) |
(40,010) |
(51,732) |
|
Other provisions |
|
(1,917) |
(1,427) |
(1,581) |
|
Deferred tax |
|
(5,665) |
(7,019) |
(6,082) |
|
|
|
(86,468) |
(88,780) |
(91,054) |
|
Total liabilities |
|
(195,025) |
(186,511) |
(199,548) |
|
Net assets |
|
48,887 |
50,094 |
47,616 |
|
Equity |
|
|
|
|
|
Share capital |
|
831 |
829 |
829 |
|
Share premium |
|
28,530 |
28,412 |
28,412 |
|
Merger reserve |
|
(9,980) |
(9,980) |
(9,980) |
|
Share-based payment reserve |
|
1,849 |
1,127 |
1,459 |
|
Retained earnings |
|
25,662 |
27,976 |
25,078 |
|
Equity attributable to owners of the parent company |
|
46,892 |
48,364 |
45,798 |
|
Non-controlling interests |
|
1,995 |
1,730 |
1,818 |
|
Total equity |
|
48,887 |
50,094 |
47,616 |
Consolidated statement of changes in equity
For the six months ended 30 June 2025
|
|
|
|
|
|
|
|
|
|
|
|
Called up share capital |
Share premium |
Merger reserve |
Share‑ based payments reserve |
Retained earnings |
Equity attributable to owners of parent company |
Non- controlling interests |
Total equity |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
As at 1 January 2025 |
829 |
28,412 |
(9,980) |
1,459 |
25,078 |
45,798 |
1,818 |
47,616 |
|
Profit for the financial period and total comprehensive income |
- |
- |
- |
- |
237 |
237 |
177 |
414 |
|
Share-based payments |
- |
- |
- |
390 |
- |
390 |
- |
390 |
|
Share capital issued |
2 |
118 |
- |
- |
- |
120 |
- |
120 |
|
Put and call options over non-controlling interests |
- |
- |
- |
- |
347 |
347 |
- |
347 |
|
As at 30 June 2025 (unaudited) |
831 |
28,530 |
(9,980) |
1,849 |
25,662 |
46,892 |
1,995 |
48,887 |
|
|
Called up share capital |
Share premium |
Merger reserve |
Share‑ based payments reserve |
Retained earnings |
Equity attributable to owners of parent company |
Non- controlling interests |
Total equity |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
As at 1 January 2024 |
828 |
28,293 |
(9,980) |
1,009 |
29,386 |
49,536 |
1,629 |
51,165 |
|
Profit for the financial period and total comprehensive income |
- |
- |
- |
- |
651 |
651 |
101 |
752 |
|
Share-based payments |
- |
- |
- |
303 |
- |
303 |
- |
303 |
|
Exercise of share-based-payments |
- |
- |
- |
(185) |
185 |
- |
- |
- |
|
Share capital issued |
1 |
119 |
- |
- |
- |
120 |
- |
120 |
|
Put and call options over non-controlling interests |
- |
- |
- |
- |
(44) |
(44) |
- |
(44) |
|
Dividends paid |
- |
- |
- |
- |
(2,202) |
(2,202) |
- |
(2,202) |
|
As at 30 June 2024 (unaudited) |
829 |
28,412 |
(9,980) |
1,127 |
27,976 |
48,364 |
1,730 |
50,094 |
|
|
Called up share capital |
Share premium |
Merger reserve |
Share‑ based payments reserve |
Retained earnings |
Equity attributable to owners of parent company |
Non- controlling interests |
Total equity |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
As at 1 January 2024 |
828 |
28,293 |
(9,980) |
1,009 |
29,386 |
49,536 |
1,629 |
51,165 |
|
(Loss)/profit for the financial period and total comprehensive (expense)/income |
- |
- |
- |
- |
(1,970) |
(1,970) |
185 |
(1,785) |
|
Share-based payments |
- |
- |
- |
753 |
- |
753 |
- |
753 |
|
Exercise of share-based-payments |
- |
- |
- |
(303) |
303 |
- |
- |
|
|
Share capital issued |
1 |
119 |
- |
- |
- |
120 |
- |
120 |
|
Put and call options over non-controlling interests |
- |
- |
- |
- |
92 |
92 |
- |
92 |
|
Acquisition of non-controlling interests |
- |
- |
- |
- |
- |
- |
4 |
4 |
|
Dividends paid |
- |
- |
- |
- |
(2,733) |
(2,733) |
- |
(2,733) |
|
As at 31 December 2024 (audited) |
829 |
28,412 |
(9,980) |
1,459 |
25,078 |
45,798 |
1,818 |
47,616 |
Consolidated statement of cash flows
For the six months ended 30 June 2025
|
|
|
|
|
|
|
30 June |
30 June |
31 December |
|
|
2025 |
2024 |
2024 |
|
|
(unaudited) |
(unaudited) |
(audited) |
|
|
£'000 |
£'000 |
£'000 |
|
Cash flows from operating activities |
|
|
|
|
Profit/(loss) before taxation |
578 |
1,107 |
(2,609) |
|
Adjusted for: |
|
|
|
|
Depreciation of property, plant and equipment |
1,051 |
1,195 |
2,321 |
|
Amortisation of intangible assets |
1,907 |
1,814 |
3,667 |
|
Amortisation of right-of-use assets |
4,608 |
4,283 |
9,355 |
|
Impairment of right-of-use assets |
- |
- |
1,463 |
|
Profit on disposal of property, plant and equipment |
(1,680) |
- |
(285) |
|
Profit on sale of business |
- |
- |
(385) |
|
Share-based payments |
390 |
301 |
753 |
|
Finance income |
(276) |
(142) |
(320) |
|
Finance expense |
3,407 |
3,523 |
7,214 |
|
Operating cash flows before movements in working capital |
9,985 |
12,081 |
21,174 |
|
Decrease in inventories |
1,800 |
1,969 |
184 |
|
Decrease in trade and other receivables |
5,299 |
11,984 |
5,908 |
|
Decrease in trade and other payables |
(7,339) |
(20,611) |
(9,933) |
|
Cash generated by operations |
9,745 |
5,423 |
17,333 |
|
Corporation tax (paid) / received |
(132) |
127 |
(521) |
|
Net cash inflow from operating activities |
9,613 |
5,550 |
16,812 |
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
Purchase of intangible assets |
(230) |
(454) |
(1,150) |
|
Business acquisitions (net of cash acquired) |
(1,975) |
- |
(607) |
|
Deferred consideration paid |
(480) |
(550) |
(716) |
|
Purchase of property, plant and equipment |
(1,225) |
(2,184) |
(2,802) |
|
Proceeds on disposal of property, plant and equipment |
12,832 |
58 |
3,909 |
|
Cash received on sale of business |
685 |
- |
|
|
Interest received |
276 |
142 |
320 |
|
Net cash inflow / (outflow) from investing activities |
9,883 |
(2,988) |
(1,046) |
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
Principal paid on lease liabilities |
(4,765) |
(3,753) |
(8,381) |
|
Interest paid on lease liabilities |
(1,665) |
(1,325) |
(2,761) |
|
Dividends |
- |
(2,202) |
(2,733) |
|
Purchase of non-controlling interest of Hevey |
- |
(1,063) |
(1,594) |
|
Proceeds from borrowings |
36,900 |
20,891 |
33,648 |
|
Repayment of borrowings |
(41,940) |
(21,100) |
(39,405) |
|
Bank interest paid |
(1,270) |
(1,548) |
(3,210) |
|
Interest paid on invoice discounting facilities |
(437) |
(392) |
(829) |
|
Net cash outflow from financing activities |
(13,177) |
(10,492) |
(25,265) |
|
|
|
|
|
|
Net increase / (decrease) in cash and cash equivalents |
6,319 |
(7,930) |
(9,499) |
|
Cash and cash equivalents at the beginning of the period |
10,312 |
19,811 |
19,811 |
|
Cash and cash equivalents at the end of the period |
16,631 |
11,881 |
10,312 |
Notes to the financial statements
For the six months ended 30 June 2025
1. General information
Lords Group Trading plc ('Lords', the 'Company' or the 'Group') is a public limited company incorporated in England and Wales. The registered office is 2nd Floor, 12-15 Hanger Green, London W5 3EL. Lords is a specialist distributor of building, plumbing, heating and DIY goods. The Group principally sells to local tradesmen, small to medium sized plumbing and heating merchants, construction companies and retails directly to the general public.
2 Basis of preparation
These condensed consolidated interim financial statements for the six months ended 30 June 2025 have been prepared in accordance with IAS 34 "Interim Financial Reporting" as adopted for use in the United Kingdom. They do not include all of the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's most recent audited consolidated financial statements for the year ended 31 December 2024 (the "Annual Financial Statements") which have been prepared in accordance with UK-adopted International Accounting Standards. The Annual Financial Statements constitute statutory accounts as defined in section 434 of the Companies Act 2006 and a copy of these statutory accounts has been delivered to the Registrar of Companies. The auditor's report on the Annual Financial Statements was not qualified, did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report and did not contain statements under section 498(2) or (3) of the Companies Act 2006.
The accounting policies adopted in the preparation of the interim financial statements are consistent with those applied in the preparation of the Group's consolidated financial statements for the year ended 31 December 2024 and the corresponding interim reporting period.
These condensed consolidated interim financial statements have been prepared on a going concern basis and under the historical cost convention.
These interim financial statements are presented in Pounds Sterling (£), which is also the functional currency of the Company. These interim financial statements have been approved by the Board of Directors.
3.Accounting policies
Going concern
The Group is well funded with strong support from stakeholders. The Group operates strong cash flow management and forecasting enabling cash receipts and payments to be balanced in accordance with trading levels. The Board of Directors has completed a rigorous review of the Group's going concern assessment and its cash flow liquidity which included:
· The Group's cash flow forecasts and revenue projections for all subsidiaries;
· Reasonably possible changes in trading performance, including a number of downside scenarios;
· Reviewing the committed facilities available to the Group and the covenants thereon; and
· Reviewing the Group's policy towards liquidity and cash flow management.
The Group has banking facilities of £75.0m available to it until 5 April 2027 and on 30 June 2025 had headroom against the facilities of £37.3m and cash of £16.6m.
After reviewing the Group's forecasts and risk assessments and making other enquiries, the Board has formed the judgement at the time of approving the interim financial statements that there is a reasonable expectation that the Group and its subsidiaries have adequate resources to continue in operational existence until at least 5 April 2027.
Taxation
Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual profit or loss.
4. Critical accounting judgements and estimates
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The preparation of financial information in compliance with UK-adopted International Accounting Standards requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement and use assumptions in applying the Group's accounting policies. The resulting accounting estimates calculated using these judgements and assumptions will, by definition, seldom equal the related actual results but are based on historical experience and expectations of future events. Management believe that the estimates utilised in preparing the financial information are reasonable.
Key accounting estimates and judgements
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
In preparing the condensed consolidated interim financial statements, the Board considers both quantitative and qualitative factors in forming its judgements, and related disclosures, and are mindful of the need to best serve the interests of its stakeholders and to avoid unnecessary clutter borne of the disclosure of immaterial items. In making this assessment the Board considers the nature of each item, as well as its size, in assessing whether any disclosure omissions or misstatements could influence the decisions of users of the condensed consolidated interim financial statements.
4.1 Key accounting judgements
Assessment of who has the risk and reward of ownership of non-controlling interests with put and call options
A key area of judgement applied in the preparation of these financial statements is determining whether the risk and rewards of ownership reside with the non-controlling interests or the Group when an acquisition has put and call options.
Where the pricing is at a variable price, the Group assesses the risks and rewards reside with the non-controlling interests. This is because the exposure to any increase or decrease in the value of the business resides with the non-controlling interest, as they will either retain the investment indefinitely (if neither party exercises) or they can recover the fair value of the business through the exercise price.
Where the exercise price is a fixed amount (or an amount that varies only for the passage of time), then the risks and rewards reside with the Group. This is because once the put and call become exercisable, one party will be incentivised to exit because they benefit from doing so.
4.2 Key accounting estimates and assumptions
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below.
Inventories
The Group carries significant levels of inventory and key judgements are made by management in estimating the level of provisioning required for slow-moving inventory. Provision estimates are forward looking and are formed using a combination of factors including historical experience, management's knowledge of the industry, Group discounting and sales pricing. Management uses a number of internally generated reports to monitor and continually reassess the adequacy and accuracy of the inventory provision.
In arriving at their conclusion, the Directors consider inventory ageing and turn analysis.
Impairment of goodwill, intangible assets, tangible assets and right-of-use assets
Under IAS 36, at the end of each reporting period the Group is required to assess whether there is any indication that an asset may be impaired. For impairment testing purposes, the Group has determined that each branch is a separate cash-generating unit ('CGU') on the basis that each branch has distinct assets at each location which are able to generate cash inflows. No indicators of impairment have been found to exist as at 30 June 2025.
5. Segmental analysis
The Group operates through the following three divisions:
· Merchanting: supplies building materials and DIY goods through its network of merchant businesses and online platform capabilities. It operates both in the 'light side' (Building Materials and Timber) and 'heavy side' (Civils and Landscaping), through 32 locations in the UK.
· Plumbing and Heating: a specialist distributor in the UK of heating and plumbing products to a UK network of independent merchants, installers and the general public. The division offers its customers an attractive proposition through a multi-channel offering. The division operates over 16 locations enabling nationwide next day delivery service.
· Digital: CMO Superstores provides an online route to market from nine specialist websites for construction and plumbing & heating customers.
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker ('CODM'). The CODM, who is responsible for allocating resources and assessing performance of the Operating segments, has been identified as the Board of Directors of the Group. The Group will provide information to the CODM on the basis of products and services; being the sale and distribution of plumbing and heating goods, the sale and distribution of all other merchanting services and digital sales.
All of the Group's revenue was generated from the sale of goods in the UK for both periods. No one customer makes up 10% or more of revenue in any period.
|
|
Plumbing and Heating |
Merchanting |
Digital |
Total |
|
Six months to 30 June 2025 |
£'000 |
£'000 |
£'000 |
£'000 |
|
Revenue |
112,194 |
117,692 |
2,223 |
232,109 |
|
Gross profit |
13,945 |
30,365 |
477 |
44,787 |
|
Operating expenses |
(10,008) |
(23,846) |
(570) |
(34,424) |
|
Adjusted EBITDA before property gains |
3,937 |
6,519 |
(93) |
10,363 |
|
Property gains |
- |
1,714 |
- |
1,714 |
|
Adjusted EBITDA |
3,937 |
8,233 |
(93) |
12,077 |
|
Depreciation and amortisation |
(1,737) |
(4,151) |
- |
(5,888) |
|
Adjusted operating profit |
2,200 |
4,082 |
(93) |
6,189 |
|
Adjusting items |
(945) |
(1,535) |
- |
(2,480) |
|
Operating profit |
1,255 |
2,547 |
(93) |
3,709 |
|
Finance income |
|
|
|
276 |
|
Finance costs |
|
|
|
(3,407) |
|
Profit before taxation |
|
|
|
578 |
|
Taxation |
|
|
|
(164) |
|
Profit for the period |
|
|
|
414 |
|
|
|
|
|
|
|
Additions to non-current assets |
94 |
8,825 |
35 |
8,954 |
|
|
Plumbing and Heating |
Merchanting |
Total |
|
Six months to 30 June 2024 |
£'000 |
£'000 |
£'000 |
|
Revenue |
109,596 |
104,554 |
214,150 |
|
Gross profit |
14,492 |
28,729 |
43,221 |
|
Operating expenses |
(9,511) |
(22,867) |
(32,378) |
|
Adjusted EBITDA before property gains |
4,981 |
5,862 |
10,843 |
|
Property gains |
- |
1,722 |
1,722 |
|
Adjusted EBITDA |
4,981 |
7,584 |
12,565 |
|
Depreciation and amortisation |
(1,600) |
(3,878) |
(5,478) |
|
Adjusted operating profit |
3,381 |
3,706 |
7,087 |
|
Adjusting items |
(808) |
(1,791) |
(2,599) |
|
Operating profit |
2,573 |
1,915 |
4,488 |
|
Finance income |
|
|
142 |
|
Finance costs |
|
|
(3,523) |
|
Profit before taxation |
|
|
1,107 |
|
Taxation |
|
|
(355) |
|
Profit for the period |
|
|
752 |
|
|
|
|
|
|
Additions to non-current assets |
1,452 |
2,102 |
3,554 |
|
|
Plumbing and Heating |
Merchanting |
Total |
|
Year to 31 December 2024 |
£'000 |
£'000 |
£'000 |
|
Revenue |
222,385 |
214,299 |
436,684 |
|
Gross profit |
27,916 |
57,316 |
85,232 |
|
Operating expenses |
(19,891) |
(44,749) |
(64,640) |
|
Adjusted EBITDA before property gains |
8,025 |
12,567 |
20,592 |
|
Property gains |
- |
1,812 |
1,812 |
|
Adjusted EBITDA |
8,025 |
14,379 |
22,404 |
|
Depreciation and amortisation |
(3,356) |
(8,651) |
(12,007) |
|
Adjusted operating profit |
4,669 |
5,728 |
10,397 |
|
Adjusting items |
(1,396) |
(4,716) |
(6,112) |
|
Operating profit |
3,273 |
1,012 |
4,285 |
|
Finance income |
|
|
320 |
|
Finance costs |
|
|
(7,214) |
|
Profit before taxation |
|
|
(2,609) |
|
Taxation |
|
|
824 |
|
Profit for the period |
|
|
(1,785) |
|
|
|
|
|
|
Additions to non-current assets |
4,968 |
13,943 |
18,911 |
6. Adjusting items
Adjusting items include share-based payments, exceptional items that are unlikely to recur or are outside normal business trading and items relating to business acquisitions, including the amortisation of acquired intangible assets.
|
|
|
30 June |
30 June |
31 December |
|
|
|
2025 |
2024 |
2024 |
|
|
|
(unaudited) |
(unaudited) |
(audited) |
|
|
|
£'000 |
£'000 |
£'000 |
|
Share-based payments |
|
390 |
301 |
753 |
|
Restructuring |
|
- |
305 |
826 |
|
Profit on disposal of business |
|
- |
- |
(385) |
|
Costs of business combinations |
|
412 |
179 |
119 |
|
Adjusting items within EBITDA |
|
802 |
785 |
1,313 |
|
Amortisation of acquired intangible assets |
|
1,678 |
1,814 |
3,336 |
|
Impairment of right of use assets |
|
- |
- |
1,463 |
|
Adjusting items within operating profit |
|
2,480 |
2,599 |
6,112 |
|
Unwind of deferred consideration and put/call options |
|
46 |
- |
248 |
|
Adjusting items within profit before taxation |
|
2,526 |
2,599 |
6,360 |
|
Tax on adjusting items |
|
(515) |
(650) |
(1,310) |
|
Adjusting items after tax |
|
2,011 |
1,949 |
5,050 |
Adjusting items in the first half of 2025 largely relate to business combinations with £1.7m (H1 2024: £1.8m) in relation to amortisation of acquired intangibles, £0.4m of costs in relation to current and prior year acquisitions or deferred consideration. Share-based payments amounted to £0.4m (H1 2024: £0.3m).
7. Finance expense
|
|
30 June |
30 June |
31 December |
|
|
2025 |
2024 |
2024 |
|
|
(unaudited) |
(unaudited) |
(audited) |
|
|
£'000 |
£'000 |
£'000 |
|
Bank loans and overdrafts |
1,255 |
1,719 |
3,313 |
|
Invoice discounting facilities |
437 |
392 |
829 |
|
Unwinding of deferred consideration and put/call options |
16 |
54 |
248 |
|
Interest on dilapidation provision |
34 |
33 |
64 |
|
Lease liabilities |
1,665 |
1,325 |
2,760 |
|
|
3,407 |
3,523 |
7,214 |
8. Taxation
Income tax in the first half of 2025 was a charge of £0.2m (H1 2024: £0.4m) representing an effective tax rate of 28.4% (H1 2024: 32.0%).
9. Earnings per share
|
|
30 June |
30 June |
31 December |
|
|
2025 |
2024 |
2024 |
|
|
(unaudited) |
(unaudited) |
(audited) |
|
Earnings attributable to the equity holders of the parent (£'000) |
237 |
651 |
(1,970) |
|
Basic earnings per share from continuing activities (pence) |
0.14 |
0.39 |
(1.19) |
|
Diluted earnings per share from continuing activities (pence) |
0.14 |
0.39 |
(1.19) |
|
|
|
|
|
|
Weighted average number of shares |
166,093,657 |
165,641,697 |
165,763,977 |
|
Dilutive share options |
918,935 |
472,046 |
813,859 |
|
Diluted weighted average number of shares |
167,012,592 |
166,113,743 |
166,577,836 |
Adjusted earnings per share have been calculated using earnings attributable to shareholders of the parent company, Lords Group Trading plc, adjusted for the after-tax effect of adjusting items (see note 6).
|
|
30 June |
30 June |
31 December |
|
|
2025 |
2024 |
2024 |
|
|
(unaudited) |
(unaudited) |
(audited) |
|
|
£'000 |
£'000 |
£'000 |
|
Earnings attributable to the equity holders of the parent (£'000) |
237 |
651 |
(1,970) |
|
Add back: |
|
|
|
|
Adjusting items |
2,011 |
1,949 |
5,050 |
|
Adjusted earnings |
2,248 |
2,600 |
3,080 |
|
Adjusted basic earnings per share |
|
|
|
|
Earnings from continuing activities (pence) |
1.35 |
1.57 |
1.85 |
|
Adjusted diluted earnings per share |
|
|
|
|
Earnings from continuing activities (pence) |
1.35 |
1.57 |
1.85 |
10. Intangible assets
|
|
Software |
Customer relationships |
Trade names |
Goodwill |
Total |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
Six months ended 30 June 2025 (unaudited) |
|
|
|
|
|
|
Opening net book value |
2,423 |
20,562 |
2,269 |
19,030 |
44,284 |
|
Additions |
230 |
- |
- |
- |
230 |
|
Disposals |
(8) |
- |
- |
- |
(8) |
|
Acquired through business combinations |
- |
113 |
- |
507 |
620 |
|
Amortisation charge |
(229) |
(1,506) |
(172) |
- |
(1,907) |
|
Closing net book value |
2,416 |
19,169 |
2,097 |
19,537 |
43,219 |
|
At 30 June 2025 |
|
|
|
|
|
|
Cost |
3,805 |
34,835 |
3,741 |
19,537 |
61,918 |
|
Accumulated amortisation and impairment |
(1,389) |
(15,666) |
(1,644) |
- |
(18,699) |
|
Net book value |
2,416 |
19,169 |
2,097 |
19,537 |
43,219 |
|
|
|
|
|
|
|
|
Six months ended 30 June 2024 (unaudited) |
|
|
|
|
|
|
Opening net book value |
1,604 |
23,550 |
2,617 |
18,434 |
46,205 |
|
Additions |
454 |
- |
- |
- |
454 |
|
Amortisation charge |
(160) |
(1,481) |
(173) |
- |
(1,814) |
|
Closing net book value |
1,898 |
22,069 |
2,444 |
18,434 |
44,845 |
|
At 30 June 2024 |
|
|
|
|
|
|
Cost |
2,897 |
34,722 |
3,741 |
18,434 |
59,794 |
|
Accumulated amortisation and impairment |
(999) |
(12,653) |
(1,297) |
- |
(14,949) |
|
Net book value |
1,898 |
22,069 |
2,444 |
18,434 |
44,845 |
|
|
|
|
|
|
|
|
Year ended 31 December 2024 (audited) |
|
|
|
|
|
|
Opening net book value |
1,604 |
23,550 |
2,617 |
18,434 |
46,205 |
|
Additions |
1,150 |
- |
- |
- |
1,150 |
|
Acquired through business combinations |
- |
- |
- |
596 |
596 |
|
Amortisation charge |
(331) |
(2,988) |
(348) |
- |
(3,667) |
|
Closing net book value |
2,423 |
20,562 |
2,269 |
19,030 |
44,284 |
|
At 31 December 2024 |
|
|
|
|
|
|
Cost |
3,593 |
34,722 |
3,741 |
19,030 |
61,086 |
|
Accumulated amortisation and impairment |
(1,170) |
(14,160) |
(1,472) |
- |
(16,802) |
|
Net book value |
2,423 |
20,562 |
2,269 |
19,030 |
44,284 |
11. Property, plant and equipment
|
|
Land and buildings |
Land and building leasehold improvements |
Plant and Equipment |
Total |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
|
Six months ended 30 June 2025 (unaudited) |
|
|
|
|
|
Opening net book value |
6,504 |
4,107 |
3,470 |
14,081 |
|
Additions |
4 |
874 |
359 |
1,237 |
|
Acquired through business combinations |
- |
1,200 |
50 |
1,250 |
|
Disposals |
(6,464) |
- |
(32) |
(6,496) |
|
Depreciation charge |
(44) |
(334) |
(673) |
(1,051) |
|
Closing net book value |
- |
5,847 |
3,174 |
9,021 |
|
At 30 June 2025 |
|
|
|
|
|
Cost |
- |
11,029 |
10,820 |
21,849 |
|
Accumulated depreciation and impairment |
- |
(5,182) |
(7,646) |
(12,828) |
|
Net book value |
- |
5,847 |
3,174 |
9,021 |
|
|
|
|
|
|
|
Six months ended 30 June 2024 (unaudited) |
|
|
|
|
|
Opening net book value |
12,975 |
3,064 |
4,194 |
20,233 |
|
Additions |
- |
724 |
775 |
1,499 |
|
Disposals |
- |
- |
(58) |
(58) |
|
Depreciation charge |
(125) |
(421) |
(649) |
(1,195) |
|
Closing net book value |
12,850 |
3,367 |
4,262 |
20,479 |
|
At 30 June 2024 |
|
|
|
|
|
Cost |
13,539 |
8,195 |
10,632 |
32,366 |
|
Accumulated depreciation and impairment |
(689) |
(4,828) |
(6,370) |
(11,887) |
|
Net book value |
12,850 |
3,367 |
4,262 |
20,479 |
|
|
|
|
|
|
|
Year ended 31 December 2024 (audited) |
|
|
|
|
|
Opening net book value |
12,975 |
3,064 |
4,194 |
20,233 |
|
Additions |
21 |
1,100 |
1,431 |
2,552 |
|
Reclassification |
(20) |
761 |
(741) |
- |
|
Disposals |
(6,311) |
(10) |
(89) |
(6,410) |
|
Acquired through business combinations |
- |
10 |
17 |
27 |
|
Depreciation charge |
(161) |
(818) |
(1,342) |
(2,321) |
|
Closing net book value |
6,504 |
4,107 |
3,470 |
14,081 |
|
At 31 December 2024 |
|
|
|
|
|
Cost |
7,076 |
8,955 |
10,474 |
26,505 |
|
Accumulated depreciation and impairment |
(572) |
(4,848) |
(7,004) |
(12,424) |
|
Net book value |
6,504 |
4,107 |
3,470 |
14,081 |
12. Right-of-use-assets
|
|
Leasehold |
Plant and |
|
|
|
property |
equipment |
Total |
|
|
£'000 |
£'000 |
£'000 |
|
Six months ended 30 June 2025 (unaudited) |
|
|
|
|
Opening net book value |
42,996 |
9,658 |
52,654 |
|
Additions |
7,437 |
60 |
7,497 |
|
Amortisation charge |
(2,940) |
(1,668) |
(4,608) |
|
Disposals |
(206) |
- |
(206) |
|
Closing net book value |
47,287 |
8,050 |
55,337 |
|
At 30 June 2025 |
|
|
|
|
Cost |
73,528 |
17,880 |
91,408 |
|
Accumulated amortisation and impairment |
(26,241) |
(9,830) |
(36,071) |
|
Net book value |
47,287 |
8,050 |
55,337 |
|
Six months ended 30 June 2024 (unaudited) |
|
|
|
|
Opening net book value |
39,252 |
8,112 |
47,364 |
|
Additions |
360 |
1,241 |
1,601 |
|
Lease modifications |
(2,172) |
- |
(2,172) |
|
Amortisation charge |
(2,405) |
(1,878) |
(4,283) |
|
Closing net book value |
35,035 |
7,475 |
42,510 |
|
At 30 June 2024 |
|
|
|
|
Cost |
53,575 |
14,645 |
68,220 |
|
Accumulated amortisation and impairment |
(18,540) |
(7,170) |
(25,710) |
|
Net book value |
35,035 |
7,475 |
42,510 |
|
Year ended 31 December 2024 (audited) |
|
|
|
|
Opening net book value |
39,252 |
8,112 |
47,364 |
|
Additions |
7,675 |
6,684 |
14,359 |
|
Acquired through business combinations |
134 |
93 |
227 |
|
Lease modifications |
2,519 |
(997) |
1,522 |
|
Impairment |
(1,463) |
- |
(1,463) |
|
Amortisation charge |
(5,121) |
(4,234) |
(9,355) |
|
Closing net book value |
42,996 |
9,658 |
52,654 |
|
At 31 December 2024 |
|
|
|
|
Cost |
67,357 |
18,550 |
85,907 |
|
Accumulated amortisation and impairment |
(24,361) |
(8,892) |
(33,253) |
|
Net book value |
42,996 |
9,658 |
52,654 |
13. Cash and borrowings
|
|
|
30 June |
30 June |
31 December |
|
|
|
2025 |
2024 |
2024 |
|
|
|
(unaudited) |
(unaudited) |
(audited) |
|
|
|
£'000 |
£'000 |
£'000 |
|
Current |
|
|
|
|
|
Bank loans |
|
17,261 |
9,851 |
11,946 |
|
Non-current |
|
|
|
|
|
Bank loans |
|
19,764 |
37,686 |
30,119 |
|
Total borrowings |
|
37,025 |
47,537 |
42,065 |
|
Cash at bank |
|
(16,631) |
(11,881) |
(10,312) |
|
Capitalised debt costs |
|
547 |
664 |
605 |
|
|
|
20,941 |
36,320 |
32,358 |
The Group has available banking facilities totalling £75.0m, consisting of:
· An invoice financing facility of £25.0m attracting an interest rate of UK base rate + 1.4%.
· A revolving credit facility committed until 5 April 2027 of £50.0m attracting an interest rate of SONIA + margin with fixed tiers between 2.00% and 2.80% based on leverage.
14. Lease liabilities
|
|
|
|
|
£'000 |
|
At 1 January 2025 |
60,042 |
|
Additions |
12,156 |
|
Lease modifications |
(240) |
|
Interest expense |
1,665 |
|
Lease payments |
(6,430) |
|
At 30 June 2025 (unaudited) |
67,193 |
|
At 1 January 2024 |
51,768 |
|
Additions |
1,689 |
|
Lease modifications |
(2,031) |
|
Interest expense |
1,325 |
|
Lease payments |
(5,078) |
|
At 30 June 2024 (unaudited) |
47,673 |
|
At 1 January 2024 |
51,768 |
|
Additions |
15,205 |
|
Acquired through business combination |
219 |
|
Lease modifications |
1,231 |
|
Interest expense |
2,761 |
|
Lease payments |
(11,142) |
|
At 31 December 2024 (audited) |
60,042 |
15. Dividends
A final dividend for the year ended 31 December 2024 of £864,281 was paid to shareholders on 4 July 2025. An interim dividend for 2025 of 0.32 pence per share will be paid on 10 October 2025 to shareholders on the register at the close of business on 18 September 2025.
16. Alternative Performance Measures
Income Statement
|
|
30 June |
30 June |
31 December |
|
|
2025 |
2024 |
2024 |
|
|
£'000 |
£'000 |
£'000 |
|
Operating profit |
3,709 |
4,488 |
4,285 |
|
Depreciation and amortisation |
7,566 |
7,292 |
15,343 |
|
Impairment charge |
- |
- |
1,463 |
|
EBITDA |
11,275 |
11,780 |
21,091 |
|
Exceptional items |
412 |
484 |
560 |
|
Share-based payments |
390 |
301 |
753 |
|
Adjusted EBITDA |
12,077 |
12,565 |
22,404 |
|
Less: Property gains |
(1,714) |
(1,722) |
(1,812) |
|
Adjusted EBITDA excluding property gains |
10,363 |
10,843 |
20,592 |
|
|
30 June |
30 June |
31 December |
|
|
2025 |
2024 |
2024 |
|
|
£'000 |
£'000 |
£'000 |
|
Operating profit |
3,709 |
4,488 |
4,285 |
|
Amortisation of acquired intangible assets |
1,678 |
1,814 |
3,336 |
|
Impairment charge |
- |
- |
1,463 |
|
Exceptional items |
412 |
484 |
560 |
|
Share-based payments |
390 |
301 |
753 |
|
Adjusted operating profit |
6,189 |
7,087 |
10,397 |
|
|
30 June |
30 June |
31 December |
|
|
2025 |
2024 |
2024 |
|
|
£'000 |
£'000 |
£'000 |
|
Profit/(loss) before tax |
578 |
1,107 |
(2,609) |
|
Exceptional items |
412 |
484 |
560 |
|
Share-based payments |
390 |
301 |
753 |
|
Impairment charge |
- |
- |
1,463 |
|
Amortisation of intangible assets |
1,678 |
1,814 |
3,336 |
|
Unwind of deferred consideration and put/call options |
46 |
- |
248 |
|
Adjusted profit before tax |
3,104 |
3,706 |
3,751 |
Balance Sheet and Cash Flow
|
|
30 June |
30 June |
31 December |
|
|
2025 |
2024 |
2024 |
|
|
£'000 |
£'000 |
£'000 |
|
Short-term borrowings |
(17,216) |
(9,851) |
(11,946) |
|
Long-term borrowings |
(19,764) |
(37,686) |
(30,119) |
|
Cash and cash equivalents |
16,631 |
11,881 |
10,312 |
|
Less: Capitalised debt costs |
(547) |
(664) |
(605) |
|
Net debt |
(20,941) |
(36,320) |
(32,358) |
|
Operating cash conversion |
30 June |
30 June |
31 December |
|
|
2025 |
2024 |
2024 |
|
|
£'000 |
£'000 |
£'000 |
|
Net cash generated by operating activities |
9,613 |
5,550 |
16,812 |
|
Exceptional items |
412 |
484 |
560 |
|
Adjusted cash generated by operating activities |
10,025 |
6,034 |
17,732 |
|
|
|
|
|
|
Adjusted EBITDA |
12,077 |
12,565 |
22,404 |
|
Working capital movement |
(240) |
(6,658) |
(3,841) |
|
Net capital expenditure |
11,377 |
(2,580) |
(43) |
|
Lease payments |
(6,430) |
(5,078) |
(11,142) |
|
Operating cash flow |
16,784 |
(1,751) |
7,378 |
|
Net tax and interest paid |
(1,563) |
(1,671) |
(4,240) |
|
Free cash flow |
15,221 |
(3,422) |
3,138 |
|
|
|
|
|
|
Adjusted operating profit |
6,189 |
7,087 |
10,397 |
|
Operating cash conversion |
271.2% |
- |
71.0% |
17. Post balance sheet events
On 31 July 2025, the Group purchased the non-controlling interest in Condell for total consideration of £140,099.
- ENDS -
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