Final Results

Newmark Security PLC

15 October 2026

 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse (amendment) (EU Exit) Regulations 2019/310 ("MAR"). With the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

15 October 2026

Newmark Security plc

("Newmark", the "Company" or, together with its subsidiaries, the "Group")

Final Results for the year ended 30 April 2026

Total HCM revenue up 27% to £19.5 million driven by 43% growth in North America

Safetell sale completed and Access Control disposal process has commenced

Newmark Security plc (AIM: NWT), a global leader in secure people-data solutions for human capital management (‘HCM’) systems is pleased to announce its audited results for the year ended 30 April 2026 (‘FY26’).

Financial highlights

• Group revenue for FY26 of £26.4 million, up 15% (FY25: £23.0 million)
• HCM revenue up 27% to £19.5 million (FY25: £15.4 million)
• Revenue from HCM North America up 43% to £14.1 million (FY25: £9.9 million)
• HCM annualised recurring revenues* (“ARR”) increased by 8% year-on-year to £3.9 million as of April 2026 (April 2025: £3.6 million)
• Continuing operations gross profit margin of 40.3% (2025: 42.5%)
• Continuing operations EBITDA up 19% to £3.5 million (2025: £2.9 million)
• Profit after tax up 20% to £1.3 million (2025: £1.1 million)
• Continuing operations earnings per share up 19% to 13.79p (2025: 11.60p)
• Cash generated from operations £0.02 million (2025: £2.2 million)
• Net debt (excluding leases) of £4.8 million (2025: £2.1 million)

Operating highlights

• Signed agreements with three new large HCM channel partners in North America 
• Launched new GT Tablet application and achieved first sales
• Monthly subscriptions for GT Connect and other GT Services as of April 2026 increased by 138% to 97,000 (April 2025: 41,000) driven by new GT Tablet per employee per month subscriptions
• Successful completion of key SOC 2 Type 2 and SOC 1 Type 2 certifications
• Safetell losses in H2 FY26 exacerbated by slippage of orders into FY27
• Safetell disposal completed on 30 September 2026
• Appointments of David Marks and Jonathan Kempster as Non-Executive Directors

*ARR is calculated by annualising revenue recognised in a given month from all clients on deployed HCM subscription contracts

Maurice Dwek, Chairman of Newmark, commented:

"FY26 has been a year of key decisions as well as record revenues. By sharpening our strategic focus decisively onto HCM, we are ensuring that Newmark's considerable talent, resources and ambition are directed to where they will generate the greatest long-term value. The opportunity ahead for HCM is genuinely exciting, and I am confident the team has everything required to seize it.”

Newmark Security plc Marie-Claire Dwek, Chief Executive Officer Paul Campbell-White, Chief Financial Officer	Tel: [phone] www.newmarksecurity.com
Allenby Capital Limited (Nominated Adviser and Broker)	Tel: [phone]
James Reeve (Corporate Finance) Amrit Nahal / Tony Quirke / Lauren Wright (Sales & Corporate Broking)

About Newmark Security plc

Newmark Security plc is a global leader in secure people-data solutions for human capital management (HCM) systems, trusted by leading enterprise and software providers. For nearly 30 years, the firm has delivered technology that captures and manages ‘people flow’ - from identity and access to time and attendance: Bridging the gap between physical and digital workplaces with speed, security, and compliance.

The Company’s integrated hardware and secure cloud software generate actionable workforce data, enabling enterprises to monitor staff efficiently, protect employees, and optimise operational productivity. Its end-to-end technology and service solutions are designed to lower total cost of ownership while providing lifecycle support that drives sustainable ARR growth.

Led by security-tech entrepreneur Marie-Claire Dwek, Newmark is trusted by some of the world's largest retailers, law enforcement agencies and defence organisations, and is supported by enterprise reseller software partners, Oracle, SAP and Workday. With its award-winning technology ‘powering people flow’, Newmark Security remains essential to enterprise security, compliance, and workforce management worldwide.

For more information, please visit: www.newmarksecurity.com

Safe. Seamless. Secure

CHAIRMAN’S STATEMENT

Overview

The year to 30 April 2026 (‘FY26’) has been the most strategically significant in Newmark's recent history – a year in which strong commercial momentum and decisive Board action have together created the platform for a fundamentally more focused, higher-growth Group. The Board has taken a number of decisions to narrow our strategic focus, reduce complexity and position the Group firmly as a technology-led business centred on Human Capital Management ('HCM').

Once again, HCM has been the engine of the Group's performance, with revenues and profits growing; new channel partners signed; achieving the first commercial sales of GT Tablet, our first software-only solution extending HCM beyond fixed hardware; monthly subscriptions more than doubling; and the completion of both SOC 1 and
SOC 2 certifications. The Board is particularly encouraged by the early progress of our Direct-to-End-User ('D2E') strategy, which is now generating its first revenues and building a pipeline commensurate with the scale of the opportunity.

FY26 has also been a year of important strategic clarity for the two other businesses within the Group. Following thorough strategic reviews of both Safetell and Access Control, the Board has reached unanimous conclusions that the sale of these businesses is the best path forward and the Safetell disposal was completed on 30 September 2026.

The decision to sell these businesses reflects the strength of the opportunity in HCM.

Whilst HCM has delivered another year of revenue and profit growth, the Group’s net debt has increased to £4.8 million (2025: £2.1 million).  This is due to a combination of inventory investment, timing of FY26 sales weighted towards the end of Q4 and the need to fund continuing Safetell losses.

Outlook

The Group entered FY27 with a clear strategic focus on HCM as the Group's principal operating business. In FY26, HCM added new tier-1 partners, grew subscription revenues, recorded the first D2E revenues, and expanded its sales pipeline.

On behalf of the Board, I thank all our employees for their dedication and hard work throughout a complex and demanding year, during which the Group again recorded its highest ever HCM revenues.

Maurice Dwek
Chairman

14 October 2026

CHIEF EXECUTIVE OFFICER’S REVIEW

Overview

FY26 has been a landmark year for Newmark, marked by outstanding commercial performance in HCM and the decision to sell the Safetell business and seek a buyer for Access Control. There have been a series of operational and product milestones in HCM that significantly strengthen the Group's competitive position and growth trajectory. Continuing operations revenue for FY26 was £21.9 million, representing 21% growth year-on-year. This has been driven overwhelmingly by HCM, which grew revenues by 27% to £19.5 million, itself driven by a 43% increase from North America to £14.1 million.

Sitting beneath these headline numbers is a broader story of strategic progress: three new Tier-1 HCM partners signed; GT Tablet launched in FY25 and achieving first commercial sales in FY26; total monthly subscriptions growing by 138% year-on-year to 96,578 in April 2026; first revenues from our D2E strategy; and the successful achievement of dual SOC certifications. Together, these developments represent a step-change in the scale and quality of HCM's commercial platform.

Alongside this progress, I want to be clear about Safetell, our physical security installation and services business. Having undertaken a thorough strategic review during FY26, the Board has concluded that a disposal was the best outcome for shareholders, with HCM clearly representing the future of the Group.

Whilst Safetell’s recurring services business continued to grow strongly, the ongoing climate of geopolitical volatility and UK economic uncertainty, particularly in the public sector, resulted in further project delays which became unsustainable. Although the impressive gains of a disciplined multi-year strategic plan created the conditions for Safetell’s long-term success, in FY26, it became clear that the investment in management time and working capital required to grow this division beyond its current scale would be disproportionate relative to the shareholder value it could generate within the context of the wider Group. Global and local events meant that future unpredictability of market conditions for physical security products and installations, made FY26 the right time to make this decision. Having commenced a formal strategic review earlier in FY26 and run a widely marketed process of engaging with prospective buyers over the period, the Board unanimously concluded that a disposal of Safetell was the best course of action, limiting risk for shareholders and bringing strategic clarity for both management and employees. The Board decided that the offer from the Safetell Managing Director represented the best value for shareholders, particularly considering the considerable closure costs if Safetell was shut down.

The disposal completed on 30 September 2026 following a lengthy Government review process required by the National Security and Investment Act.

On Access Control, following persistent delays with our software partner on the Janus C4 Ultra programme, the Board was equally clear that further investment to accelerate progress would divert vital management focus, bandwidth and capital away from an accelerating HCM business at a critical moment in its trajectory. A disposal of the business would therefore be the disciplined and logical decision in the best interests of shareholders, and this process has now commenced.

Performance

Continuing Operations

Continuing operations comprising both HCM and Access Control businesses (the People and Data Management division) delivered £21.9 million of revenue in FY26 (FY25: £18.1 million), growth of 21% year-on-year. This continues a trajectory of accelerating growth from £12.7 million in FY21, representing an average CAGR of approximately 11.5% over that period.  Gross profit margin for FY26 is 40.3%, a 2.2% points decrease on FY25 (42.5%) due to strategic pricing initiatives with key HCM partners.

Full year continuing operations EBITDA is £3.5 million (FY25: £2.9 million), and EBIT is £2.1 million (FY25: £1.7 million), representing growth of 23% year-on-year. These results represent a strong overall performance due to another year of HCM growth.

HCM revenues grew 27% to £19.5 million (FY25: £15.4 million), driven by a 43% increase in North America to £14.1 million (FY25: £9.9 million). H2 FY26 was by some way our strongest second half ever, with H2 HCM revenue up 31% year-on-year, with HCM overall now representing over 81% of revenue from the People and Data Management Division. Recurring revenues from GT Services remain a key growth driver, with HCM Annualised Recurring Revenue ('ARR') reaching £3.9 million (April 2025: £3.6 million). On an underlying basis – excluding the anticipated phasing-out of a large managed services contract in Mexico – ARR grew 26% year-on-year, continuing its double-digit organic trajectory.

As announced, HCM is now the sole focus of our investment within Continuing Operations as it gains share at both customer and market level. Further detailed commentary on HCM performance can be found in the following section – People and Data Management.

Whilst Access Control is also recorded as a Continuing Operation, it is now being held in a process of disposal, with its FY26 performance summarised overleaf.

Access Control revenues for FY26 were £2.4 million (FY25: £2.7 million). As stated, persistent delays from our software partner continued to constrain business growth and held back the division’s ability to bring its next generation product to market. The Board therefore took an early decision to focus all investment within Grosvenor on HCM. Inevitably, this resulted in a slowdown in Access Control revenues as remaining legacy product migrations completed and, where possible, costs were contained.

The process of identifying a suitable buyer has already begun.

Discontinued Operations

Safetell revenues for FY26 were £4.5 million (FY25: £4.9 million). Door Services grew by 36% during the year, continuing its multi-year trajectory. However, gains in services were insufficient to offset delays in products, as approximately £1.2 million of project installations slipped from H2 FY26 into FY27 and beyond due to factors outside the Group's control. This resulted in a material adverse impact on Safetell's profitability and cash generation in the second half and contributed to the increase in Group net debt. The Safetell business continues to be challenged by balancing ongoing fixed costs as it builds-out competitive national service capability, against a backdrop of volatile product-related headwinds from public sector project delays, a tightening retail market, and retail banking which continues to reduce in scale across the UK. As part of an ongoing efficiency drive, £0.5 million of annualised costs were removed from Safetell in FY26 and further cost reductions are being made. Further detailed commentary on Safetell performance can be found in the following section – Physical Security Solutions.

As I have mentioned, external factors in FY26 made it clear that the business now requires a separate plan to develop a national door services business and to leverage the many product innovations it has created, at scale. Within the context of Newmark’s strategic priorities, this would have continued to demand capital and resources from the Group which has consistently proven it can produce a more immediate and scalable impact in accelerating the HCM business.

Financial

The Group's cash position at 30 April 2026 was £0.7 million (30 April 2025: £0.3 million). Group net debt (excluding leases) as at 30 April 2026 was £4.8 million (30 April 2025: £2.1 million). The increase primarily reflects three factors: significant planned inventory investment to support HCM's growth, including component purchases to protect against microchip supply chain risk; the timing of Q4 FY26 sales receipts; and working capital drawn down to fund Safetell during its disposal process.

The Group has actively managed its financing during the year. The CBILS loan – drawn down in August 2020 – completed its final repayment in August 2026, removing a fixed debt obligation from the balance sheet. The overdraft facility was temporarily increased to £1 million in February 2026 to support Safetell and fund component purchases. The US revolving credit facility was increased by $1 million to $3 million in April 2026, and a new £1 million UK supplier invoice financing facility was secured, providing 115-day financing on inventory supplier invoices. All facilities remain with our relationship bank, HSBC.

Amidst global concerns over ongoing changes to US tariffs, it is reassuring to note that the Group continues to see minimal impact, with HCM terminals currently exempt from tariffs because of their classification as data terminals. Inventory and supply levels are being managed effectively in line with revenues, with stock turn ratios remaining well-controlled. Our CFO, Paul Campbell-White, continues to ensure that investment decisions are aligned with strategic goals, exercising sound financial discipline with strong governance and appropriate commercial controls embedded across the Group.

Board and Governance

During FY26, we were pleased to welcome David Marks and Jon Kempster to the Board as Independent Non-Executive Directors. Both bring extensive public company and advisory experience, and the Board is confident they will make a significant contribution to Newmark's development.

In conjunction with Jon's appointment in February 2026, Michel Rapoport stepped down from the Board after many years of service. I would like to extend my sincere personal thanks to Michel for his wise counsel and for the contribution he has made since the Group's founding years. His experience and commitment have been greatly valued.

Following our preparations in 2025, the Company has now successfully achieved both SOC 1 Type 2 and SOC 2 Type 2 certifications, in addition to achieving the ISO 27001 standard for the second year in a row.

We follow the Quoted Companies Alliance Corporate Governance Code (QCA Code) and the details of how the Company applies the QCA Code principles are set out in our Corporate Governance section.

Going Concern

As reported in the financial summary above, the Group has proactively managed its financing arrangements, with the CBILS loan fully repaid in August 2026, the US revolving credit facility increased to $3 million, and a new £1 million supplier invoice financing facility secured. The Board has a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future, supported by the strong and growing cash generation of the HCM business. A full analysis of going concern is included in the notes to the financial statements.

Dividend

The Board is not recommending the payment of a dividend for the year ended 30 April 2026 (FY25: £nil). The Board continues to review its dividend policy as the Group's financial position evolves.

Strategy & Outlook

With the strategic simplification of the Group now well advanced, we enter FY27 with a clear purpose.

HCM has a five-year roadmap, a broader partner network, a product suite spanning hardware and software, and a D2E strategy addressing enterprise opportunities. The investments made in FY26 in people, systems, certifications and partnerships are beginning to contribute.

The outlook for HCM is positive. New partners onboarded in H2 FY26 are beginning to generate pipeline and early orders for FY27. Our D2E strategy is generating RFPs from large multinational companies. GT Tablet is building recurring revenues with the support of a number of partners. And our SOC certifications are supporting engagement with enterprise customers across North America and internationally.

Finally, as I look back on another successful year of record HCM results, I want to thank all our teams across the Group, in North America, the UK and worldwide, for their effort and commitment throughout a year of both achievement and change.

Marie-Claire Dwek
Chief Executive Officer

14 October 2026

OUR DIVISIONS - People and Data Management (continuing operations)

The People and Data Management Division operates through Grosvenor Technology ('GT'), providing enterprise-grade workforce management hardware, software and services to customers across North America, the UK, Europe and the Rest of the World. The Human Capital Management ('HCM') business is the Group's primary growth engine, delivering best-in-class solutions that combine fixed clock devices, a growing software suite, and cloud-connected services.

Revenue information
 

£'000	2026	2025	Increase/ (decrease)	% change
HCM North America	14,131	9,902	4,229	43%
HCM Rest of World	5,357	5,478	(121)	(2%)
Total HCM	19,488	15,380	4,108	27%
Total Access Control	2,379	2,719	(340)	(13%)
Division Total	21,867	18,099	3,768	21%

Performance overview

GT revenues (including Access Control) recorded another consecutive year of growth, up 21% to £21.9 million (FY25: £18.1 million). The constraints and decision to dispose of Access Control is already described in the CEO’s Review, and this brought welcome strategic clarity to FY26 activities.

With full management focus, HCM delivered a landmark year, with revenues growing 27% to £19.5 million (FY25: £15.4 million), the division's strongest ever annual result and representing a five-year revenue CAGR of 15.0% from FY21 (£9.7 million) to FY26. North America – HCM's largest market – grew 43% to £14.1 million (FY25: £9.9 million), with H2 FY26 being the strongest second half in the division's history – H2 HCM revenue was up 31% year-on-year. HCM operating profit for FY26 increased by 38% year-on-year.

This performance was underpinned by the consistent execution of our five-pillar growth strategy, the expansion of our partner network, early traction from new products and services, and the continued conversion of hardware customers to recurring service-based subscriptions

Our consistent GT Business Strategy

GT's growth model is built on five pillars organised across three interconnected strategic layers, each with specific initiatives designed to accelerate performance and build long-term enterprise value. Since FY21, this consistent approach has delivered HCM revenue growth from £9.7 million to £19.5 million, ARR growth from £0.2 million to £3.9 million, and subscription growth from 6,687 to 96,578 monthly subscriptions in April 2026. Each of the three strategic layers is aligned to a specific growth metric: Driving Revenue Growth, Margin Growth, and Scaling Innovation.

Layer One – Driving Revenue Growth: Continue and Displace

Pillar 1. Continue: Our team continues to build and expand strategic HCM partnerships across the industry to open new sales channels and drive growth. We actively seek new partners at all tiers of the market, from global enterprise HCM platforms to specialist regional players, continuously broadening the network through which our hardware and services reach enterprise end-customers. In North America, we continued to drive sales growth – delivering 43% year-on-year growth. Our second half sales performance was by some distance our best to date, with H2 HCM revenue up 31% year-on-year. Three new Tier-1 partners were added during H2, including Legion Technologies, a provider of AI-powered workforce management solutions, through whom HCM has already secured a large new customer. We will be working closely with these new partners through FY27 to establish new sales channels and build pipeline. In the Rest of the World, our largest partner is now recovering following its series of acquisitions; the long-term positive is that these acquisitions have taken our partner into new European territories, presenting a wider network of new opportunities.

Pillar 2. Displace: Demand for the GT4 and lower-cost GT4-Lite devices continues to be strong in North America, with orders for GT4-Lite now helping to displace our main clock competitors. In addition, our R&D team has been hard at work creating a new entrant to our portfolio in this category – the GT1 – designed to further expand our share-of-wallet with a compelling offer at the market entry-level – which we expect to unveil in late 2027. As stated in FY25, these initiatives have been at the heart of our plan to target full share-of-wallet across the market, enabling us to expand key partnerships by offering the complete range of devices at competitive price points, with services attached that drive recurring revenues and long-term customer stickiness. By actively working to displace incumbents with high-quality devices and services, we are increasingly capturing this full share-of-wallet from every partnership.

Layer Two – Margin Growth: Attach and Push

Pillar 3. Attach: GT Services provides a compelling, all-round proposition that adds significant value to our hardware subscriptions in a way that is genuinely difficult for competitors to match. By combining GT Protect (lifetime warranty) and GT Connect (middleware, device management and biometrics-as-a-service) into a unified GT Services offering, we give partners a complete, end-to-end solution that drives customer stickiness and incrementally increases the recurring revenue attached to every device deployment. Direct-to-customer fulfilment from our US and UK logistics centres further deepens this partnership value. As a key pillar of our growth strategy, we continue to build our Customer Experience measurement framework and drive service-led differentiation. In FY26, we appointed a new VP Customer Success, to head up customer experience and success as a core part of the Senior leadership team, enabling us to demonstrate ongoing added value to partners and end-users alike.

Pillar 4. Push: Building on the campaign that began in FY24, we have successfully converted the vast majority of existing HCM customers who previously only purchased hardware, upgrading them to recurring services models through GT Protect and GT Connect. In North America, effectively every customer now has recurring services attached, making a significant and growing contribution to forward revenue visibility. After the successful launch in H1 FY26 of GT Tablet, recurring revenues have continued to grow with the support of our largest US partner, with further customer interest building through our other HCM partnerships.

It is worth noting that whilst the £3.9 million ARR at April 2026 appeared to increase by just 8% year-on-year from £3.6 million in FY25, this growth was achieved despite the anticipated phasing-out of a large managed services contract in Mexico – a customer who had preferred to use an in-country provider for their longer-term operations. On an underlying basis, excluding the loss of this partner, ARR grew 26% year-on-year, continuing its double-digit organic trajectory. The five-year CAGR for ARR from FY21 to FY26 is 92% per annum, confirming that the recurring revenue model is scaling at pace.

Layer Three – Scaling Innovation: Diversify

Pillar 5. Diversify: We continue to invest in selling directly to end-users by partnering with the world's leading HCM platforms - Oracle, Workday and SAP. Through these well-established global market channels, we aim to unlock enterprise customers and larger orders for our GT Time products with a per-employee subscription model. Our agreement with a large North American SAP channel partner delivered its first sales in H2 FY26. With Oracle, we have been building pipeline through our Integrator status achieved in FY25, and RFPs are now being received from large multinationals. Workday certification was achieved during FY26 and pipeline development is progressing. Driven by new GT Tablet per-employee-per-month subscriptions, total monthly subscriptions for GT Connect and other GT Services increased by 138% to 96,578 as of April 2026 (April 2025: 40,635) - a significant jump and endorsement of the strategy. The five-year CAGR for subscriptions from FY21 to FY26 is approximately 71% per annum.

GT Tablet – Extending Beyond Fixed Hardware

The most significant product-related story of FY26 was the success of GT Tablet, our first software-only workforce management solution, launched at the end of FY25. As a complementary solution in our range, GT Tablet extends the Group's HCM capability beyond fixed workplace locations, addressing the growing need to manage remote, dispersed and temporary workforces where physical clock devices cannot be installed. Compatible with any standard Android or iOS tablet device, GT Tablet links through our secure cloud platform, GT Connect, and delivers a subset of the time, attendance and identity capabilities of our fixed clock range, in a fully flexible per-employee-per-month subscription model. This approach protects clock sales and adds extended complementarity into the range, enabling enterprise customers to reach all parts of the organisation and areas they may not previously have considered.

Following its launch on both the Google Play Store and iOS App Store in H1 FY26, GT Tablet has achieved its first commercial sales and is already generating recurring revenue. The per-employee-per-month model is particularly well-suited to the D2E market and has been a major driver of the 138% growth in total monthly subscriptions seen this year. One of our largest North American partners has been actively supporting GT Tablet rollouts with its customer base, and further interest is building across the partnership network.

To address the challenges of supporting a rapidly scaling partner network for a software product across multiple time zones and geographies, we have invested in advanced remote diagnostics capabilities. These enable our technical teams to provide skilled, high-quality support to partners and end-customers across the world when they need it most, ensuring a consistently excellent customer experience at scale.

This investment in remote support capability feeds directly into our three-pronged approach to Research and Development, through which we are using and adapting Artificial Intelligence to create meaningful competitive advantages. Specifically:

(1) Predictive Maintenance: We are developing AI-driven predictive maintenance capabilities that proactively identify potential issues or sources of device failure before they occur. This allows GT to deliver a higher quality of service proactively, reducing downtime for customers and reinforcing the value proposition of GT Protect subscriptions.

(2) Anti-Spoofing Technology: We are testing and advancing techniques that combine hardware and software to create increasingly sophisticated anti-spoofing technologies, giving GT devices a unique competitive advantage

As biometric and identity verification requirements increase in enterprise security environments, these capabilities are becoming an important differentiator.

(3) Agentic AI via GT Connect: We are developing Large Language Model ('LLM') based agentic capabilities within our GT Connect cloud platform, enabling users to query real-time workforce operations using natural language. In time, and with appropriate guardrails and security controls, this will also enable a range of approved device management actions to be initiated via natural language interaction – significantly improving the speed and ease with which administrators can manage large, distributed deployments. This represents a meaningful step forward in making GT Connect a true AI-powered workforce intelligence platform.

These R&D investments are led by our Technical Director, Simon Poole-Anderson, who has developed a comprehensive five-year technology roadmap that puts AI and development scalability at the heart of GT's innovation agenda. This dual mandate – combining Product Management and R&D – is designed to ensure our technical investment remains tightly aligned with commercial opportunity and market demand.

Direct-to-End-User (D2E) Marketplace Strategy

The D2E marketplace provides HCM's most direct channel to large enterprise end-users, through integration with world-leading HCM software platforms. During FY26, we made a series of strategic investments whilst working closely within the Oracle, Workday and SAP ecosystems to build pipeline. Key milestones during the year included: our SAP channel partnership delivering its first sales in H2; RFPs being received from large multinational corporations through our Oracle channel; and our Workday integration achieved ‘Design Approved’ status, enabling active pipeline development that is already gaining early traction. The Board and the management team are encouraged by the quality of companies now engaging with us through these channels, and we expect the work done in FY26 to deliver meaningfully through FY27 and beyond.

Subscriptions and Annualised Recurring Revenue

Monthly subscriptions for GT Connect and other GT Services reached 96,578 as of April 2026 (April 2025: 40,635), an increase of 138% year-on-year. This remarkable growth reflects both the rapid uptake of GT Tablet per-employee subscriptions and the continued conversion of hardware customers to recurring service models. In FY26, GT clocks handled over 24 million monthly transactions.

HCM ARR reached £3.9 million as of April 2026, an underlying increase of 26% year-on-year (reported as 8%, adjusted for the exit of the Mexican managed services contract). With a stated strategy of increasing ARR, we have seen it grow rapidly from £0.2 million in FY21 to £3.9 million in FY26, representing a compound growth rate of approximately 92% per annum over five years.

Security and Compliance

This year, for the first time, GT has successfully completed both SOC 1 Type 2 and SOC 2 Type 2 certifications, as well as achieving ISO 27001 standard for the second year in a row. These independent third-party audits validate the robustness of GT's internal controls, data processing integrity and information security management over a sustained period. In a market where data security and compliance are increasingly board-level priorities for enterprise customers – driven by increasing cyber regulation and AI-related governance requirements – these certifications are a material commercial advantage and a central part of GT's value proposition.

Outlook

The HCM division has a clearly defined multi-year roadmap; a growing and diversified partner network; a broadening product suite spanning hardware, software and AI-enhanced services; and a D2E strategy that is beginning to deliver against the enterprise-scale opportunity we have been building towards.

The Board views the immediate and long-term outlook for HCM as positive, underpinned by an organically invested platform, strong recurring revenue foundations, and a pipeline of commercial opportunities.

OUR DIVISIONS – Physical Security (discontinued operations)

The Physical Security Solutions Division comprises Safetell Limited, which provides physical security installations and services across the UK public and private sectors. Safetell's product and service portfolio encompasses Entrance Control, Automatic Door Services, Physical and Retail Protection Screens, Legacy Services, Supply-Only products and associated physical security solutions.

Disposal

As noted in both the Chairman's Statement and the CEO's Review, the Board concluded during FY26 that a disposal of Safetell is the best outcome for the Group. Following a lengthy sale process, a sale agreement to the Managing Director of Safetell was entered into on 28 July 2026 and the disposal completed on 30 September 2026 following satisfaction of the applicable conditions.

Revenue information
 

£'000	2026	2025	Increase/ (decrease)	% change
Products	1,438	2,194	(756)	(34)%
Service	3,085	2,744	341	12%
Division Total	4,523	4,938	(415)	(8)%

Performance overview

FY26 was a year of real operational progress across several parts of the Safetell business, set against an overall divisional result that fell short of budget due to significant project slippage in the second half of the year. Total division revenue for FY26 is £4.5 million (FY25: £4.9 million), with the mix continuing to shift away from project-based work and towards recurring service revenues, which now represent a clear majority of divisional income.

The most significant adverse development was the slippage of £1.2 million of project installations from H2 FY26 into FY27 and beyond due to factors outside the Group's control – including delays in client building programmes and procurement processes. This had a material adverse impact on both divisional profit and the Group's cash generation in the second half.  Safetell reported an operating loss of £0.9 million in FY26. The full value of the deferred orders remain committed and in-hand, and is expected to be delivered during FY27.

It is important to recognise that despite these results, the Safetell team has made substantial operational progress during FY26. Door Services continued its multi-year growth story. An efficiency programme removed £0.5 million of annualised costs. The pipeline was rebuilt to over £10 million, and Entrance Control began to show real promise as a growth area for the business. These are genuine achievements the operating team should rightly be very proud of.

Strategic Review and Disposal Process

As described by the Chairman, the Board undertook a formal strategic review of Safetell during FY26 and concluded that a disposal represents the best path forward for the Group and its shareholders. The review included a widely marketed process of engagement with a number of prospective buyers.

The disposal will enable the Group to simplify its structure and focus its resources on the larger and higher-growth HCM opportunity, while allowing Safetell to continue operating under new ownership with dedicated support for its customers, employees and future development.

The Board would like to place on record its appreciation for the considerable efforts of the entire Safetell team throughout what has been a demanding period of both operational delivery and strategic change.

FINANCIAL REVIEW

Revenue		2026		2025		Increase/ (decrease)		Percentage change
		£'000		£'000		£'000		%
People and Data Management Division
HCM		19,488		15,380		4,108		27%
Access Control		2,379		2,719		(340)		(13%)
Continuing operations revenue		21,867		18,099		3,768		21%

Continuing operations revenue increased by 21% to £21.9 million (2025: £18.1 million) driven by growth in HCM.  This revenue increase was due to both hardware sales and recurring revenues from Software-as-a-Service (SaaS) and Clock-as-a-Service (ClaaS). HCM hardware revenue increase of 28% to £15.6 million (2025: £12.2 million) was driven by a combination of existing and new customers. HCM recurring revenues increased by £0.7 million to £3.9 million (2025: £3.2 million). Access Control revenues declined by 13% to £2.4 million (2025: £2.7 million) due to ongoing delays with their software partner holding back the ability to bring the new product Janus C4 Ultra to market. Further commentary and discussion can be found in the People and Data Management section.

Gross profit margins have decreased to 40.3% (2025: 42.5%) due to strategic pricing initiatives with key HCM partners and additional freight costs due to increase in volume of products transported to North America and rise in freight prices due to geo-political reasons.

		2026		2025		Increase		Percentage change
		£'000		£'000		£'000		%
Gross Profit		8,808		7,701		1,107		14%
Gross Profit Margin		40.3%		42.5%

Administrative expenses and average employees

Administrative expenses have increased by 12% to £6.7 million (2025: £6.0 million). This has been driven by both inflationary cost rises and investment in strategic initiatives. This investment included increases in headcount, marketing and professional fees. Overall average employees have increased to 70 (2025: 64) driven by growth in Grosvenor’s UK and US operations.  Staff costs (which are included in both cost of sales and administrative expenses) increased by £1.1 million or 18% to £7.4 million (2025: £6.3 million).

Finance costs

Finance costs have increased by 12% year-on-year at £0.21 million (2025: £0.19 million). The impact of the higher borrowings in the second half of FY26 has been partially offset by a full year of lower market interest rates versus prior year.

Profitability

The current year profit from operations was £2.1 million (2025: £1.7 million). The increase in profitability was caused by the increase in gross profits from higher HCM revenues, partially offset by lower gross margins percentages and a rise in administrative expenses.

Profit after tax for the year was £1.3 million (2025:  £1.1 million).  This is after the increase in tax charge which is discussed in more detail below.

Taxation

A continuing operation tax charge of £552,000 (2025: £403,000 charge) was recognised in the year. This resulted from a current tax charge of £555,000 (2025: £398,000) and a deferred tax credit of £3,000 (2025: £4,000 charge).

The current year tax charge comprises a UK corporation tax charge of £403,000 (2025: £288,000) is primarily due to Grosvenor Technology Ltd claiming group relief from Safetell Limited and an Overseas corporation tax charge of £155,000 (2025: £1,000) due to Grosvenor Technology LLC taxable profits.

During FY26 Grosvenor Technology Ltd paid Safetell Ltd for prior year group relief claimed.  The only corporation tax paid outside of the group in FY26 was £33,000 of US corporation tax from Grosvenor Technology LLC (2025: nil).

Earnings per share

Continuing operations basic earnings per share for the year increased by 2.19p to 13.79p (2025: 11.6p). This was due to the increase in profitability in FY26.

Balance sheet

Net assets have increased by £0.6 million to £9.3 million (2025: £8.7 million). Intangible assets decreased by £0.2 million to £4.8 million due to the amortisation of previously capitalised assets such as GT Connect being higher than development cost additions during 2026. Property, plant and equipment decreased during the year by £0.7 million to £1.9 million due to the depreciation of right of use assets such as property leases and the reclassification of Safetell’s assets to assets held for sale. Inventory increased by £1.6 million to £4.0 million despite the reclassification of Safetell’s inventory to assets held for sale.  This is because of the additional memory component purchases required in order to protect future clock revenues from supply shortages and the need to increase overall level of inventory holding as orders rise. Trade and other receivables increased by £1.6 million to £6.1 million primarily due to a rise in trade receivables from the high level of April 2026 HCM sales. Cash and cash equivalents increased by £0.32 million to £0.66 million (2025: £0.34 million) due to the draw down of the new inventory supplier invoice financing facility in April 2026. Trade and other payables decreased by £0.2 million to £3.3 million primarily due to a reduction in accruals due to the reclassification of Safetell liabilities as liabilities directly associated with the assets held for sale. The £2.3 million increase in short term borrowings to £5.1 million was due to the new inventory supplier invoice financing facility and increased use of the US revolving credit facility. Net debt (excluding leases but including discontinued operations) at 30 April 2026 was £4.8 million (30 April 2025: £2.1 million).

Research & Development (R&D)

R&D investment in the People and Data Management division increased by £0.2 million to £0.7 million (2025: £0.5 million). The increase was caused by an update to clock firmware, development of the new GT Tablet software and development of the new GT1 clock.

Cashflow

During the year cash increased by £0.32 million to £0.66 million (2025: £0.34 million). Cash generated from continuing operating activities decreased by £2.2 million to an outflow of £0.4 million (2025: inflow of £1.8 million) despite a £0.2 million increase in profit after tax from continuing operations. This is primarily due to adverse working capital movements from a £2.5 million increase in trade receivables from strong revenues in the last two months of the financial year and a £2.0 million increase in inventory purchases mainly due to additional memory component purchases. Operating cashflows were further impacted by £0.5 million of funding for discontinued operations mainly due to FY26 operating losses from Safetell. Cashflow from investing activities decreased by £0.1 million to £0.9 million primarily due to a lower number of ClaaS clocks purchased year-on-year. In financing, the £2.4 million of bank loans received was from the £1.8 million increase in drawdown of the US revolving credit facility and the new £1 million supplier inventory invoice financing facility partially offset by £0.4 million of repayments from the CBILS loan which ended in August 2026. Invoice financing proceeds were £0.5 million from higher Q4 revenues from the UK People and Data Management business. Lease principal repayments were £0.3 million (2025: £0.3 million). There was also £0.18 million of interest paid on the debt facilities (2025: £0.15 million).

Cashflow forward currency contracts

During the year we executed our foreign exchange strategy by entering into forward contracts. The strategy effectively hedges 75% of excess US Dollars (USD) and reduces the level of volatility compared to using spot rates. The contracts manage our currency mismatch between an increasing USD position from revenues and the existing cost base in both GBP and Euros. The adopted process involved currency forecasting three quarters ahead and taking out tranches of forward contracts for 25% of each of the forecasted quarters relating to our excess USD position.

Discontinued operations

The £0.7 million post tax loss from Safetell (2025: £0.4 million) increased during FY26 as a result of a combination of reduced products revenues, an increase in overheads to due inflationary pressures and a reduced tax credit. Please refer to note 25 of the financial statements for further information on Safetell’s results, assets and cashflows.

CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 30 APRIL 2026

				Restated
		2026		2025
	Note	£'000		£'000
Revenue		21,867		18,099
Cost of sales		(13,059)		(10.398)
Gross profit		8,808		7,701
Administrative expenses		(6,737)		(6,017)
Profit from operations		2,701		1,684
Finance costs		(219)		(194)
Profit before tax		1,852		1,490
Tax charge	3	(552)		(403)
Profit for the year from continuing operations		1,300		1,087
Loss from discontinued operations	5	(716)		(425)
Attributable to:
- Equity holders of the parent		584		662
Earnings per share – continuing operations
- Basic (pence)		13.79		11.60
- Diluted (pence)		13.16		10.95
Loss per share – discontinued operations
- Basic (pence)		(7.59)		(4.54)
- Diluted (pence)		(7.59)		(4.54)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
		2026		2025
		£'000		£'000
Profit for the year		584		662
Foreign exchange on the retranslation of overseas operation		(80)		(162)
Total comprehensive income for the year		504		500
Attributable to:
- Equity holders of the parent		504		500

The notes in the annual report and accounts form part of these financial statements.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 30 APRIL 2026

			2026		2025
ASSETS	Note		£'000		£'000
Non-current assets
Property, plant and equipment			1,946		2,695
Intangible assets			4,835		4,986
Deferred tax	3		141		334
Total non-current assets			6,922		8,015
Current assets
Inventories			4,011		2,392
Trade and other receivables			7,027		5,398
Cash and cash equivalents			663		344
Assets held for sale	5		2,063		-
Total current assets			13,764		8,134
Total assets			20,686		16,149
LIABILITIES
Current liabilities
Trade and other payables			3,059		3,349
Other short-term borrowings			5,124		2,823
Liabilities associated with the assets held for sale	5		1,985		-
Total current liabilities			10,168		6,172
Non-current liabilities
Long term borrowings			727		1,192
Provisions			508		113
Total non-current liabilities			1,235		1,305
Total liabilities			11,403		7,477
TOTAL NET ASSETS			9,283		8,672
Capital and reserves attributable to equity holders of the company
Share capital			4,690		4,687
Share premium			553		553
Merger reserve			801		801
Foreign exchange reserve			(405)		(325)
Retained earnings			3,644		2,956
TOTAL EQUITY			9,283		8,672

The financial statements were approved by the Board of Directors and authorised for issue on 14 October 2026.

Paul Campbell-White

Director

The notes in the annual report and accounts form part of these financial statements.

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 APRIL 2026

					Restated
			2026		2025
			£'000		£'000
Cash flow from operating activities
Profit after tax of continuing operations			1,300		1,087
Adjustments for: Depreciation, amortisation and impairment			1,417		1,242
Finance cost			219		194
Share based payment			132		80
Corporation tax charge			552		403
Operating profit before changes in working capital and provisions			3,620		3,006
(Increase)/decrease in trade and other receivables			(2,463)		(1,111)
(Increase)/decrease in inventories			(2,201)		291
(Decrease)/increase in trade and other payables			887		(16)
Cash generated from operations			23		2,170
Corporation tax paid			(407)		(397)
Cash flow from operating activities – continuing operations			(384)		1,773
Cash flow (used in)/generated from operating activities - discontinued ops.			(503)		29
Net cash (used in)/generated from operating activities			(887)		1,802
Cash flow from investing activities
Acquisition of property, plant and equipment			(251)		(544)
Acquisition of intangible assets			(681)		(452)
Net cash used in investing activities – continuing operations			(932)		(996)
Net cash used in investing activities – discontinued operations			(15)		(10)
Net cash used in investing activities			(947)		(1,006)
Cash flow from financing activities
Bank loans received			2,353		51
Principal paid on lease liabilities			(311)		(315)
Invoice financing proceeds/(repayments)			455		(341)
Interest paid			(179)		(147)
Net cash generated from /(used in) financing activities - continuing ops.			2,318		(752)
Net cash used in investing activities – discontinued operations			(85)		(675)
Net cash generated from/(used in) financing activities			2,233		(1,427)
Increase/(decrease) in cash and cash equivalents			399		(631)
Cash and cash equivalents at beginning of year			344		1,137
Exchange differences on cash and cash equivalents			(80)		(162)
Cash and cash equivalents at end of year			663		344

The notes in the annual report and accounts form part of these financial statements.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

	Share capital		Share premium		Merger reserve		Foreign exchange reserve		Retained earnings		Amounts attributable to owners of the parent		Non-controlling interest		Total equity
	£'000		£'000		£'000		£'000		£'000		£'000		£'000		£'000
At 1 May 2025	4,687		553		801		(325)		2,956		8,672		-		8,672
Profit for the year	-		-		-		-		584		584		-		584
Other comprehensive income	-		-		-		(80)		-		(80)		-		(80)
Total comprehensive income for the year	-		-		-		(80)		584		504		-		504
Transactions with owners
Shares issued	3		-		-		-		-		3		-		3
Share based payment	-		-		-		-		104		104		-		104
Total transactions with owners	3		-		-		-		104		107		-		107
As at 30 April 2026	4,690		553		801		(405)		3,644		9,283		-		9,283
	Share capital		Share premium		Merger reserve		Foreign exchange reserve		Retained earnings		Amounts attributable to owners of the parent		Non-controlling interest		Total equity
	£'000		£'000		£'000		£'000		£'000		£'000		£'000		£'000
At 1 May 2024	4,687		553		801		(163)		2,206		8,084		40		8,124
Profit for the year	-		-		-		-		662		662		-		662
Other comprehensive income	-		-		-		(162)		-		(162)		(40)		(202)
Total comprehensive income for the year	-		-		-		(162)		662		500		(40)		460
Transactions with owners
Share based payment	-		-		-		-		88		88		-		88
As at 30 April 2025	4,687		553		801		(325)		2,956		8,672		-		8,672

The notes in the annual report and accounts form part of these financial statements.

NOTES TO THE FINANCIAL STATEMENTS

1. Accounting policies

Newmark Security  (the “Company”) is a public limited company, limited by shares, registered number 03339998 in England & Wales. The consolidated financial statements of the Company comprise the Company and its subsidiaries (together referred to as the “Group”).  The registered office of the Group is 91 Wimpole Street, London, W1G 0EF.  The principal place of business of Grosvenor Technology Limited is Unit S, The Fulcrum Centre, Vantage Way, Poole, Dorset, UK, BH12 4NU.

The financial statements are for the year ending 30 April 2026 (2025:  year ended 30 April 2025).

Basis of preparation

The primary economic environment in which the Group operates is the UK and therefore the consolidated financial statements are presented in pounds sterling (‘£’) to the nearest round thousand (£’000) unless otherwise stated.

The consolidated financial statements have been prepared on a historical cost basis.

The principal accounting policies adopted in the preparation of the financial statements are set out below. The policies have been consistently applied to all the years presented, unless otherwise stated. These consolidated financial statements have been prepared in accordance with UK adopted international accounting standards (“IFRS”) in conformity with the requirements of the Companies Act 2006.

The preparation of financial statements in conformity with IFRSs requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of income and expenses, and assets and liabilities. These judgements and assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the result of which form the basis of making the judgements about carrying values of assets and liabilities. Actual results may differ from these estimates.

These estimates and underlying assumptions are reviewed on an ongoing basis. Any revisions to the accounting estimates are recognised in the period in which the revision is made.

There were a number of amendments to standards which became effective during the period, but none of which had a significant impact on the accounting policies of the group in the year.

No new standards that are not yet effective have been early adopted or are expected to have a material impact on the Group’s profit or loss.

Going concern

In adopting the going concern basis for preparing the financial statements, the Directors have conducted an assessment of the Group’s ability to continue as a going concern for a period of at least twelve months from the date of approval of the accounts (the ‘review period’). Based on the Group’s latest trading, future expectations of business performance and associated cash flow forecasts, the Directors are confident that the Company and the Group will be able to continue trading throughout the review period.

To support the going concern conclusion, the Directors have developed working capital models covering the period from the date of signing of these financial statements through to 30 April 2028. The business plan supporting this evaluation is based on the Board-approved budget for the year ending 30 April 2027. The Directors’ assessment also considered the Group’s existing debt levels, liquidity position, and its ongoing ability to generate cash through operating activities.

As of 30 April 2026, the Group had total net debt for continuing and discontinued operations of £4.8 million (2025: net debt of £2.1 million), which included the balance of the group’s loan borrowings, customer invoice facility and overdrafts of £5.51 million (2025: £2.47 million), offset by cash and cash equivalents of £0.66 million (2025: £0.34 million).

The Group’s Q1 FY27 revenues and operating cashflows are above budget and prior year.  The Group has also securred a signficant order from its largest customer which is due to be delivered before the end of FY27.

The Directors’ base case forecast assumes HCM revenue growth at a similar rate as achieved in FY26  and an increase overall cash operating generation arising from the disposal of the Safetell business, an increase in HCM operating profits and an improvement in working capital from the unwind of inventory balances.

Under the base case forecast, the Group is expected to remain within its available facilities throughout the going concern assessment period and maintain minimum liquidity headroom of £0.48 million.

The Directors also considered a severe but plausible downside scenario reflecting significantly lower than expected revenue growth, gross margins remaining broadly consistent with current year levels and working capital movements in line with historical trends. In developing this scenario, the Directors considered management actions available to mitigate the cash flow impact of lower sales volumes, including delaying planned recruitment and cutting marketing spend. Under this scenario, the Group is expected to remain within its available facilities and maintain adequate liquidity and headroom throughout the going concern assessment period.

The Group's customer invoice financing facility, supplier inventory invoice financing facility and US revolving credit facility are uncommitted facilities and are due for renewal during the going concern assessment period. The Directors have therefore specifically considered the continued availability and renewal of these facilities as part of their going concern assessment. In reaching their conclusion, the Directors considered the Group’s current trading performance, forecast cash generation, long-standing relationship with its lenders, historical experience of renewing similar facilities and ongoing discussions with its banking providers. The Directors have a reasonable expectation that these facilities will continue to be available throughout the going concern assessment period.

Whilst the Directors acknowledge that continued access to, and renewal of, the Group’s uncommitted facilities represents a key judgement within the going concern assessment, they have concluded that the Group has adequate resources to continue in operational existence for the going concern assessment period.

Accordingly, the Directors continue to adopt the going concern basis of accounting in preparing these financial statements.

2. Segment information

Description of the types of products and services from which each reportable segment derives its revenues

The Group has two main reportable segments:

•             People and Data Management division – This division is involved in the design, manufacture and distribution of access-control systems (hardware and software) and the design, manufacture and distribution of HCM hardware only, for time-and-attendance, shop-floor data collection, and access control systems. This division contributed 83% (2025: 74%) of the Group’s revenue.

•             Physical Security Solutions division (previously called the Asset Protection division) – This division is involved in the design, manufacture, installation and maintenance of fixed and reactive security screens, reception counters, cash management systems and associated security equipment. This division contributed 17% (2025: 26%) of the Group’s revenue.

Factors that management used to identify the Group’s reportable segments

The Group’s reportable segments are strategic business units that offer different products and services. The two divisions are managed separately as each involves different technology, and sales and marketing strategies. Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.

Segment assets and liabilities exclude group company balances.

		Continuing operations -  People and Data Management division		Discontinued operations - Physical Security Solutions division		Total
		2026		2026		2026
		£'000		£'000		£'000
Revenue from external customers		21,867		4,523		26,390
Finance cost		170		88		258
Depreciation		573		261		834
Amortisation		832		-		832
Segment profit/(loss) before income tax		3,719		(1,002)		2,717
Reportable segment assets		17,499		2,063		19,562
Reportable segments liabilities		8,741		1,985		10,726

		Continuing operations -  People and Data Management division		Discontinued operations - Physical Security Solutions division		Total
		2025		2025		2025
		£'000		£'000		£'000
Revenue from external customers		18,099		4,938		23,037
Finance cost		150		93		243
Depreciation		459		246		705
Amortisation		701		-		701
Segment profit/(loss) before income tax		3,001		(847)		2,154
Reportable segment assets		11,983		1,414		13,397
Reportable segments liabilities		4,733		1,711		6,444

Reconciliation of reportable segment revenues, profit or loss, assets and liabilities to the Group’s corresponding amounts:

		2026		Restated 2025
		£'000		£'000
Revenue
Total revenue for reportable segments		21,867		18,099
Profit or loss before income tax expense
Total profit or loss for reportable segments		3,719		3,001
Parent company salaries and related costs		(759)		(719)
Other parent company costs		(672)		(493)
Profit before income tax expense		2,287		1,790
Corporation taxes		(552)		(403)
Profit after income tax expense		1,735		1,387
Assets
Total assets for reportable segments		17,499		13,397
Parent company assets	*	1,124		2,752
Assets held for sale		2,063		-
Group's assets		20,686		16,149
Liabilities
Total liabilities for reportable segments		8,741		6,444
Parent company liabilities		677		1,033
Liabilities directly associated with the assets held for sale		1,985		-
Group's liabilities		11,403		7,477

*PLC bank overdraft is set off against other group cash balances and has therefore been included within the asset line owing to an offsetting arrangement that is in place with HSBC.

Geographical information:							Non-current assets by location of assets
									2026				2025
									£'000				£'000
UK									5,655				6,355
USA									1,126				1,326
									6,781				7,681

3. Tax and Deferred tax

		2026		Restated 2025
		£'000		£'000
Current tax
UK corporation tax on profit for the year		403		288
Overseas corporation tax		155		1
Adjustment to provision in prior periods		(3)		110
		555		398
Deferred tax
Origination and reversal of temporary differences		(32)		117
Effect of change in corporation tax rate		36		7
Adjustment to provision in prior periods		(7)		(120)
		(3)		4
Total tax charge		552		403

The reasons for the differences between the actual tax credit for the year and the standard rate of corporation tax in the UK applied to profits for the year are as follows:

		2026		Restated 2025
		£'000		£'000
Profit before tax		2,287		1,790
Expected tax credit based on the standard rate of corporation tax in the UK of 25.0% (2025: 25%)		572		448
Research and development allowances		(63)		(59)
Effects on profits on items not taxable or deductible for tax purposes		24		(25)
Movement in deferred tax not recognised		30		63
Remeasurement of deferred tax for changes in tax rate		2		(2)
Fixed asset differences		5		(1)
Income not taxable for tax purposes		-		(11)
Adjustments in respect of prior period		(3)		109
Adjustments in respect of prior period (deferred tax)		(7)		(120)
Other permanent differences		(8)		-
Total tax (credit)/charge		552		403

The Group has the following tax losses, subject to agreement by HMRC Inspector of Taxes, available for offset against future trading profits as appropriate:

		2026		Restated 2025
		£'000		£'000
Management expenses and loan relationship deficits		207		207
Trading losses		1,809		3,221
		2,016		3,428
		2026		Restated 2025
A deferred tax asset has not been recognised for the following:		£'000		£'000
Management expenses and loan relationship deficits		207		207
Trading losses		-		317
		207		524

Deferred tax

Deferred tax is calculated in full on temporary differences under the liability method using a tax rate of 25% (2025: 25%).

Details of the deferred tax liability, and amounts (charged)/credited to the consolidated income statement are as follows:

		Total			Fixed Assets	Other temporary and deductible differences	Available losses
Asset/(liability)
At 1 May 2025		334			(605)	132	807
Income statement (charge)/credit		(193)			40	121	(354)
At 30 April 2026		141			(565)	253	453
Asset/(liability)
At 1 May 2024		303			(643)	78	868
Income statement (charge)/credit		(31)			38	54	(61)
At 30 April 2025		334			(605)	132	807

Deferred tax assets have been recognised in respect of available losses which are expected to be matched against future trading profits. Management reviews the estimate mid-year and assesses whether latest projections impact the level of recognised deferred tax. Management allow for a fluctuation in projections and apply a level of cautiousness to recognition so that it allows for profit fluctuations.

There are unrecognised deferred tax assets as listed above, which have not been recognised due to the uncertainty of the timing of future profits.

4. Dividends

The Directors are not proposing a dividend for 2026 (2025: nil pence).

5. Discontinued operations

Prior to 30 April 2026, the Board committed to a plan to dispose of Safetell Limited, which comprises the Group's Physical Security Solutions division, and an active programme to locate a buyer had commenced. Accordingly, the assets and liabilities of Safetell Limited were classified as held for sale at 30 April 2026 and its results have been presented as discontinued operations.

Subsequent to the reporting date, the Company entered into a binding share purchase agreement on 28 July 2026 for the disposal of Safetell Limited, with completion occurring on 30 September 2026.

Following the classification of Safetell Limited as held for sale, management assessed the recoverability of the related assets and liabilities in accordance with IFRS 5. No impairment was required on remeasurement to fair value less costs to sell.

The loss from discontinued operations for the year was £0.7 million (2025: £0.4 million). The major classes of assets and liabilities classified as held for sale at 30 April 2026 are presented below.

		2026		2025
		£'000		£'000
Revenue		4,523		4,938
Cost of Sales		(2,937)		(3,254)
Gross profit		1,586		1,684
Administrative expenses		(2,500)		(2,438)
Loss from operations		(914)		(754)
Finance costs		(88)		(93)
Loss before tax		(1,002)		(847)
Tax credit		286		422
Loss from discontinued operations		(716)		(425)

Assets and liabilities of division held for sale

		2026
		£'000
Tangible assets		473
Deferred tax		110
Inventory		399
Trade and other receivables		1,081
Assets held for sale		2,063
Trade and other payables		835
Short and long-term borrowings		1,033
Provisions		117
Liabilities held for sale		1,985

		2026		2025
		£'000		£'000
Net cash (used in)/generated from operating activites		(503)		29
Net cash used in investing activities		(15)		(10)
Net cash used in financing activities		(85)		(675)
Net cashflows for the year		(603)		(656)

The results of discontinued operations and the assets and liabilities classified as held for sale have been presented on a consolidated basis. Accordingly, intercompany transactions and balances between Safetell and other Group entities, including management charges, have been eliminated on consolidation and are not reflected in the amounts presented. In addition, the Group's bank overdraft facility is held in the name of Newmark plc and will be retained by the continuing Group following disposal of Safetell. Accordingly, the overdraft has been excluded from liabilities directly associated with assets classified as held for sale.

6. Subsequent events

Subsequent to the reporting date, the Company entered into a binding share purchase agreement on 28 July 2026 for the disposal of Safetell Limited, with completion occurring on 30 September 2026.

 

END