Prior to publication, the information contained within this announcement was deemed by the Company to constitute inside information as stipulated under the UK Market Abuse Regulation. With the publication of this announcement, this information is now considered to be in the public domain.
11 November 2026
PipeHawk plc
("PipeHawk", "Company" or the "Group")
Final results for the year ended 30 June 2026
Highlights
- Group turnover was £1.8 million (2025: £3.7 million)
- Group operating loss of £834,000 (2025: operating profit £118,000)
- Loss before taxation for the financial year of £283,000 (2025: loss £310,000)
Chairman’s statement for the year ended 30 June 2026
I can report that the Group’s turnover for the financial year ended 30 June 2026 (the “Financial Year” or “2025/26 FY”) was £1.8 million (2025: £3.7 million). The Group reported an operating loss in the Financial Year of £834,000 (2025: operating profit £118,000), a loss before taxation for the Financial Year of £283,000 (2025: loss £310,000) and a loss after taxation of £182,000 (2025: loss £259,000). The loss per share for the Financial Year was 0.50p (2025: loss per share 0.71p).
It was another very challenging year which saw the Group suffer the demise of Adien Ltd ultimately due to the economic climate. In addition, Thomson Engineering Design Ltd (“TED”) also experienced a very difficult year, which saw a decline in turnover as a result of continued UK and global economic and political uncertainty. However, I am pleased to say that TED has bounced back at the beginning of the current financial year ending 30 June 2027. Consequently, the board of directors of PipeHawk (the “Board” or the “Directors”) believes that TED is in a position to potentially have a very good 2027 calendar year.
Returning to the Financial Year, against the backdrop of continued market uncertainty and the approach of a buyer for Utsi Electronics Ltd (“Utsi”), the Board took the decision to simplify the Group and refocus on TED.
During the Financial Year, the Group sold Utsi, and the old TED premises, at prices which the Board believed reflected a premium for the strategic value that these acquisitions gave to the respective purchasers. Prior to the sale of Utsi, we also transferred the Wessex slip testing activities out of Utsi and into TED as a separate division, as well as taking the opportunity to tidy up and dispose of dormant companies with historic, non-group provisions.
As a result of the above sale of Utsi during the Financial Year, the Group’s consolidated statements of comprehensive income, financial position and cashflow for the Financial Year contain financial information on the Group’s discontinued and continuing operations.
With the Group restructured and TED looking good for the next calendar year, the Group is actively considering potential acquisition opportunities to enhance shareholder value.
Thomson Engineering Design Ltd
Despite the outlook being positive at this time last year, domestic and global events have placed everything on hold such that certain expected orders were delayed. Consequently, TED’s turnover fell in the Financial Year by 65% to £616k (2025 £1,773k), resulting in a post-tax loss of £219k (2025 post-tax profit of £156k).
TED took the downturn in business as an opportunity to focus on its research and development activities to design and test more advanced and efficient rail handling appliances; one of these, the RT23 Rail Threader, has now received product acceptance approval from Network Rail and another is expected before the end of the current financial year. We anticipate that sales of these products will commence in the 2027 calendar year.
The orders that were on hold during last year are now starting to be placed and the management accounts for the first quarter of the current year show a return to profitability. Accordingly, we view the future with confidence.
Utsi Electronics Ltd
For Utsi, the Financial Year had started positively, with Utsi receiving a number of small to medium sized orders and a variety of enquiries to quote, with these offering valuable potential over the coming months. Completing those orders on time however, proved to be difficult, due to supply chain vagaries and discontinuance/obsolescence of certain components which required identifying work arounds. Thus, the continuing raw material shortages, fluctuating parts costs and stretched supply chains once again elongated Utsi’s delivery timeframes, shrunk its profit margins and placed future repeat orders potentially at risk. Despite this, Utsi continued to innovate and remain relevant and competitive with our overall product offerings.
However, with on time delivery and future support being key components of most tender enquiries, without adequate forward funding Utsi’s future potential would have remained limited. With this foremost in our minds, an initial approach from an overseas group, interested in a potential long term distribution agreement for our products, quickly developed into forward funding discussions and ultimately culminated in the Group receiving a formal offer to purchase Utsi from the Group, thereby ensuring a continuity of supply for the products of most interest to them. The disposal of Utsi was announced on 24 December 2025 and was subject to other conditions to completion customary for a transaction of this nature as well as formal clearance under the National Security and Investment Act 2021 (“NSIA Clearance”). NSIA Clearance was received at the end of May 2026 and the sale of Utsi was completed at the end of June 2026.
Adien Ltd (“Adien”)
Adien had a difficult first six months with turnover down from £855,000 to £712,000. However, this remained ahead of the £673,000 turnover reported for the first half of 2025. As stated in my Chairman’s Statement in the 2025 Annual Report the project pipeline at that time had become somewhat difficult to navigate. However, we had succeeded in doing so and entered 2026 with a full order book with all looking very promising for the rest of 2026. Sadly, heavy snow and rain in December 2025 and January 2026 affected our ability to get on site, and then a significant bad debt meant that the company was under severe financial pressure. On 13 March 2026, the Group announced that it was informed, amongst other matters, that the board of directors of Adien had concluded that Adien was insolvent and accordingly the painful process of putting Adien into liquidation was commenced. I pay tribute to all the employees and directors of the company who had worked extremely hard to come through the last few difficult years since Covid. The Directors believe that if the NSIA Clearance in connection with the sale of Utsi had been given more quickly, then funds received from that sale would have potentially enabled Adien to survive.
Financial position
The Group continues to be in a net liability position and is still reliant on my continuing financial support.
My letter of support dated 16 November 2025 was renewed on 6th October 2026 to provide the Group with financial support until 31 December 2027. Loans due to me, other than those covered by the CULS (as defined below) agreement, are unsecured and accrue interest at an annual rate of Bank of England base rate plus 2.15%.
The Company’s £1.0 million convertible unsecured loan stock issued to me (the "CULS") was renewed on 10th November 2026 and extended on identical terms, such that the CULS are now repayable on 13 August 2030 (the “2026 Amendment”). It remains the case that I may elect to convert the CULS into ordinary shares, at any time prior to 13 August 2030. Interest remains payable at a rate of 10 per cent. per annum on the principal amount outstanding until converted, prepaid or repaid, calculated and compounded on each anniversary of the issue of the CULS. The conversion price of the CULS remains at 5 pence per share. On conversion of any CULS, any unpaid interest shall be paid within 20 days of such conversion.
The entry by the Company into the 2026 Amendment, namely a further extension of the CULS repayment date to 13 August 2030, is deemed to be a related party transaction pursuant to Rule 13 of the AIM Rules for Companies. The Company's current director independent of the 2026 Amendment, being Timothy Williams, considers, having consulted with the Company's nominated adviser, Allenby Capital, that the terms of the 2026 Amendment are fair and reasonable insofar as the Company's shareholders are concerned.
In addition to the loans I have provided to the Company in previous years, I have deferred a certain proportion of fees and the interest due on loans I have provided until the Company is in a suitably strong position to make the full payments. During the Financial Year, the deferred element of fees and interest amounted to £256,000 and the aggregate amount of deferred fees and interest outstanding to me as at the end of the Financial Year amounted to approximately £2.5 million in total, all of which has been recognised as a liability in the Company’s accounts.
Strategy & Outlook
The Group remains committed to creating sustainable earnings-based growth and focusing on the expansion of its business with forward-looking products and services. PipeHawk acts responsibly towards its shareholders, business partners, employees, society and the environment in each of its business areas.
PipeHawk is committed to technologies and products that unite the goals of customer value and sustainable development. Despite wider current market conditions, the Group is currently performing well, and I remain optimistic in my outlook for the Group.
Gordon Watt
Executive Chairman
Date: 10 November 2026
Independent auditor’s report for the year ended 30 June 2026
“Qualified Opinion
We have audited the financial statements of PipeHawk plc (the Parent Company) and its subsidiaries (the Group) for the year ended 30 June 2026, which comprise the Parent Company statement of financial position, Parent Company statement of cash flow, Parent Company statement of changes in equity, consolidated statement of comprehensive income, consolidated statement of financial position, consolidated statement of changes in equity, consolidated statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework applied in their preparation is applicable law and UK-adopted international accounting standards, including International Financial Reporting Standards (IFRS).
In our opinion, except for the possible effects of the matter described in the Basis for Qualified Opinion section of our report, the financial statements:
• give a true and fair view of the state of the Group’s and Parent Company’s affairs as at 30 June 2026 and of the Group’s financial performance and cash flows for the year then ended;
• have been properly prepared in accordance with UK-adopted international accounting standards; and
• have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We were unable to obtain sufficient appropriate audit evidence in respect of the financial information relating to Utsi Electronics Limited (Utsi), Adien Limited (Adien) and Wessex Precision Instruments Limited (Wessex) for the period up to their disposal/liquidation. Specifically, we were unable to obtain adequate supporting documentation to verify the net assets of Utsi derecognised on disposal and certain financial information relating to Adien prior to liquidation, together with the related disclosures.
Consequently, we were unable to determine whether any adjustments were necessary to:
The information was unavailable because, following the disposal and liquidation of these subsidiary entities, the Group did not retain access to complete accounting records and supporting documentation necessary to substantiate the net assets disposed of, the financial performance of the entities prior to disposal, and the resulting gains recognised.
Alternative audit procedures could not provide sufficient appropriate audit evidence because we were unable to obtain independent third-party evidence to support the underlying asset and liability balances and complete accounting records for the relevant periods were not available.
Accordingly, we were unable to determine whether any adjustments were necessary to the amounts recognised in the consolidated statement of comprehensive income, consolidated statement of financial position, consolidated statement of cash flows and the related disclosures. The possible effects of this matter on the consolidated financial statements are considered to be material but not pervasive.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Group and Parent Company in accordance with the ethical requirements relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.
Material uncertainty related to going concern
We draw attention to Note 1.3 in the financial statements, which explains that the Group and Parent Company are reliant on continued financial support from the Executive Chairman, Gordon G. Watt, to meet their obligations as they fall due. Mr Watt has provided a renewed pledge to make funding available to the Group, if required, for a period of at least twelve months from the date of approval of the financial statements.
The directors have prepared cash flow forecasts covering the going concern assessment period and have concluded that the Group and Parent Company will have sufficient resources to continue in operational existence. However, the ability of the Group and Parent Company to continue as a going concern remains dependent on the continued availability of financial support from Mr Watt. Accordingly, a material uncertainty exists which may cast significant doubt on the Group's and Parent Company's ability to continue as a going concern.
Our opinion is not modified in respect of this matter.
The responsibilities of the directors and the auditor with respect to going concern are described in the relevant sections of this report.
Other Information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether it is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated.
If we identify material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work performed, we conclude that there is a material misstatement of the other information, we are required to report that fact.
As described in the Basis for Qualified Opinion section, we were unable to obtain sufficient appropriate audit evidence in respect of the financial information relating to Adien, Wessex and Utsi following their disposal/ liquidation. Consequently, we were unable to determine whether the other information is materially misstated in respect of this matter. We have nothing to report in respect of the other information apart from this matter.
Responsibilities of Directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group’s and Parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless they either intend to liquidate the Group or Parent Company or to cease operations, or have no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Group’s and Parent Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but it is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
We obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Group to provide a basis for an opinion on the consolidated financial statements. We are responsible for the direction, supervision and review of the group audit and remain solely responsible for our audit opinion. The limitation on evidence obtained in respect of Adien, Wessex and Utsi is described in the Basis for Qualified Opinion section.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
• we identified the laws and regulations applicable to the Group and Parent Company through discussions with directors and other management, and from our commercial knowledge of the computer component manufacturing and supply sector
• we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Group and Parent Company, including the Companies Act 2006 and taxation legislation;
• we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
• identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the Group’s and Parent Company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
• performed analytical procedures to identify any unusual or unexpected relationships;
• tested journal entries to identify unusual transactions; and
• investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
• agreeing financial statement disclosures to underlying supporting documentation;
• reading the minutes of meetings of those charged with governance;
• enquiring of management as to actual and potential litigation and claims.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Report on Other Legal and Regulatory Requirements
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
• except for the possible effects of the matter described in the Basis for Qualified Opinion section of our report, the information given in the strategic report and the report of the directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
• the strategic report and the report of the directors have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
Except for the possible effects of the matter described in the Basis for Qualified Opinion section of our report, in light of the knowledge and understanding of the Group and Parent Company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report.
In respect of the matter described in the Basis for Qualified Opinion section of our report, we have not obtained all the information and explanations we require for our audit. Apart from this matter, we have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
• adequate accounting records have not been kept or
• the Parent Company financial statements are not in agreement with the accounting records and returns; or
• certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.
Use of our report
This report is made solely to the members of PipeHawk plc, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Signed by:
Sam Perkin FCA (Senior Statutory Auditor)
For and on behalf of Sedulo Audit Limited
Chartered Accountants
Statutory Auditor
St Paul’s House
23 Park Square
Leeds
West Yorkshire
LS1 2ND
United Kingdom
Date: 10 November 2026”
Enquiries:
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PipeHawk plc Gordon Watt (Chairman)
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Tel. No. 01594 826 611 |
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Allenby Capital Limited (Nomad and Broker) |
Tel. No. 020 3328 5656 |
David Hart / Vivek Bhardwaj
For further information on the Company and its subsidiaries, please visit: www.pipehawk.com
Consolidated statement of comprehensive income
For the year ended 30 June 2026
|
|
Note |
|
30 June 2026
Discontinued operations
£’000 |
30 June 2026
Continuing operations
£’000 |
|
30 June 2026
Total
£’000 |
30 June 2025
Discontinued operations
£’000 |
30 June 2025
Continuing operations
£’000 |
30 June 2025
Total
£’000 |
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Revenue |
2 |
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1,175 |
628 |
1,803 |
|
1,970 |
1,773 |
3,743 |
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Staff costs |
5 |
|
(813) |
(624) |
(1,437) |
|
(1,040) |
(634) |
(1,674) |
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Operating costsOther operating income |
|
|
(557) - |
(713) 70 |
(1,270) 70 |
|
(921) - |
(1,030)
|
(1,951) - |
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Operating (loss) / profit |
4 |
|
(195) |
(639) |
(834) |
|
9 |
109 |
118 |
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(Loss / profit before interest, taxation and exceptional items |
|
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(195) |
(639) |
(834) |
|
9
|
109 |
118 |
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Finance costsProfit on sale of UtsiExceptional gain on disposal of Adien & Wessex
|
3 |
|
(31) 657 277 |
(352) - - |
(383) 657 277 |
|
(56) - - |
(372) - - |
(428) - - |
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Loss before taxation |
|
|
708 |
(991) |
(283) |
|
(47) |
(263) |
(310) |
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Taxation credit / (charge) |
7 |
|
-
|
101
|
101
|
|
32 |
19 |
51
|
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Loss for the year attributable to equity holders of the parent
Other comprehensive income – Revaluation reserve
Total comprehensive Loss for the year attributable to equity holder of the parent |
|
|
708
-
708 |
(890)
-
(890) |
(182)
-
(182) |
|
(15)
93
78 |
(244)
48
(196) |
(259)
141
(118) |
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Earnings and loss per share |
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Earnings/(loss) per share (pence) from operations- basic and diluted
|
8 |
1.03 |
(0.53) |
(0.50) |
|
(0.04) |
(0.67) |
(0.71)
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The notes form an integral part of these financial statements.
Consolidated statement of financial position
at 30 June 2026
|
|
Note |
30 June 2026 £’000 |
|
30 June 2025 £’000 |
Assets |
|
|
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
Property, plant and equipment |
9 |
12 |
|
553 |
Right of use assets |
10 |
467 |
|
187 |
Goodwill |
11 |
- |
|
- |
|
|
|
479 |
|
740 |
|
|
|
|
|
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Current assets |
|
|
|
|
Inventories |
13 |
119 |
|
105 |
Current tax assets |
|
58 |
|
51 |
Trade and other receivables |
14 |
443 |
|
728 |
Cash and cash equivalents |
|
196 |
|
15 |
|
|
|
816 |
|
899 |
|
|
|
|
|
|
Total assets |
|
1,295 |
|
1,639 |
|
|
|
|
|
|
|
|
|
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|
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Equity and liabilities |
|
|
|
|
|
|
|
|
|
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Equity |
|
|
|
|
Share capital |
18 |
363 |
|
363 |
Share premiumRevaluation reserve |
|
5,316 - |
|
5,316 141 |
Retained earnings |
|
(12,252) |
|
(12,211) |
|
|
|
(6,573) |
|
(6,391) |
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
BorrowingsTrade and other payables |
16 15 |
4,037 - |
|
3,663 - |
|
|
|
4,037 |
|
3,663 |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
BorrowingsTrade and other payables |
16 15 |
3,362 469 |
|
3,401 966 |
|
|
|
3,831 |
|
4,367 |
|
|
|
|
|
|
|
Total equity and liabilities |
|
1,295 |
|
1,639 |
The notes form an integral part of these financial statements.
Consolidated statement of cash flow
For the year ended 30 June 2026
|
|
Note |
30 June 2026 £’000 |
|
30 June 2025 £’000 |
|
Cash flows from operating activities |
|
|
|
|
|
Operating (loss) / profit |
|
(639) |
|
109 |
|
|
|
|
|
|
|
Adjustments for: |
|
|
|
|
|
Utsi inter-company write off on disposal Impairment of right of use assets Depreciation |
|
423 - 96 |
|
- - 108 |
|
|
|
(120) |
|
217 |
|
|
|
|
|
|
|
(Increase) / decrease in inventories |
|
(78) |
|
(13) |
|
Decrease / (increase) in receivables |
|
(218) |
|
(43) |
|
(Decrease) / increase in liabilities |
|
(295) |
|
51 |
|
|
|
(711) |
|
212 |
|
|
|
|
|
|
|
Interest paid |
|
(99) |
|
(113) |
|
Corporation tax received Cash generated/(consumed) by discontinued operations |
|
63 248 |
|
45 (27) |
|
Net cash (used in) / generated from operating activities |
|
(499) |
|
117 |
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
Disposal / (acquisition) of subsidiary |
|
657 |
|
- |
|
Disposal / (Purchase) of fixed assets Net cash used in investing activities in discontinued operations |
|
470 - |
|
(15) (3) |
|
|
|
|
|
|
|
Net cash generated / (used in) investing activities |
|
1,127 |
|
(18) |
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
(Repayments) / proceeds from borrowings |
|
(344) |
|
(20) |
|
Repayments of loan Proceeds of loan |
|
(118) 368 |
|
(242) 165 |
|
Repayment of leases Net cash in financing activities in discontinued operations |
|
(91) (262) |
|
(91) 9 |
|
|
|
|
|
|
|
Net cash (used in) / generated from financing activities |
|
(447) |
|
(179) |
|
|
|
|
|
|
|
Net increase / (decrease) in cash and cash equivalents |
|
181 |
|
(59) |
|
|
|
|
|
|
|
Cash and cash equivalents at the beginning of year Net cash on cash and cash equivalents in discontinued operations |
|
1 14 |
|
148 (74) |
|
|
|
|
|
|
|
Cash and cash equivalents at the end of year |
|
196 |
|
15 |
The notes form an integral part of these financial statements.
Statement of changes in equity
For the year ended 30 June 2026
|
CONSOLIDATED |
Share capital |
Share premium account |
Retained earnings |
Revaluation Reserve |
Total |
|
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
|
|
|
|
|
|
|
|
As at 1 July 2024 |
363 |
5,316 |
(11,952) |
- |
(6,273) |
|
|
|
|
|
|
|
|
Loss for the year
Revaluation gain / (loss) |
-
- |
-
- |
(259)
- |
-
141 |
(259)
141 |
|
|
|
|
|
|
|
|
Total comprehensive income |
- |
- |
(259) |
141 |
(118) |
|
As at 30 June 2025 |
363 |
5,316 |
(12,211) |
141 |
(6,391) |
|
|
|
|
|
|
|
|
Loss for the year
Transfer of revaluation reserve |
- - |
- - |
(182) 141 |
- (141) |
(182) - |
|
|
|
|
|
|
|
|
Total comprehensive income
|
-
|
-
|
(41)
|
(141)
|
(182)
|
|
As at 30 June 2026 |
363 |
5,316 |
(12,252) |
- |
(6,573) |
|
|
|
|
|
|
|
|
PARENT |
Share capital |
Share premium account |
Retained earnings |
|
Total |
|
|
£’000 |
£’000 |
£’000 |
|
£’000 |
|
|
|
|
|
|
|
|
As at 1 July 2024 |
363 |
5,316 |
(12,304) |
|
(6,625) |
|
|
|
|
|
|
|
|
Loss / for the year |
- |
- |
(9) |
|
(9) |
|
|
|
|
|
|
|
|
Total comprehensive loss |
- |
- |
(9) |
|
(9) |
|
|
|
|
|
|
|
|
As at 30 June 2025 |
363 |
5,316 |
(12,313) |
|
(6,634) |
|
|
|
|
|
|
|
|
Profit for the year |
- |
- |
405 |
|
405 |
|
|
|
|
|
|
|
|
Total comprehensive income
|
-
|
-
|
405
|
|
405
|
|
As at 30 June 2026 |
363 |
5,316 |
(11,908) |
|
(6,229) |
|
|
|
|
|
|
|
The share premium account reserve arises on the issuing of shares. Where shares are issued at a value that exceeds their nominal value, a sum equal to the difference between the issue value and the nominal value is transferred to the share premium account reserve.
The notes form an integral part of these financial statements.
Notes to the financial statements
For the year ended 30 June 2026
PipeHawk plc (the “Company” or the “Group”) is a public limited company incorporated in the England and Wales under the Companies Act 2006. The addresses of its registered office and principal place of business are disclosed in the company information section on page 1. The principal activities of the Company and its subsidiaries (the Group) are described on page 7.
The financial statements are presented in pounds sterling, the functional currency of all companies in the Group. In accordance with section 408 of the Companies Act 2006 a separate statement of comprehensive income for the parent Company has not been presented.
The financial statements have been prepared in accordance with UK-adopted international accounting standards (IAS) The principal accounting policies are set out below.
Adoption of new and revised standards
A number of new standards and amendments to standards and interpretations have been issued but are not yet effective and, in some cases, have not yet been adopted by the UK. The directors do not expect that the adoption of these standards will have a material impact on the financial statements of the Company and Group in future periods.
The directors have reviewed the Parent Company and Group's funding requirements for the next twelve months which show positive anticipated cash flow generation, prior to any repayment of loans advanced by the Executive Chairman. The preparation of cash flow forecasts for the Group requires estimates to be made of the quantum and timing of cash receipts from future commercial revenues and the timing of future expenditure. The board consider that the challenging political, economic and financial backdrop in the UK presents uncertainties for the group to achieve its revenue growth forecasts. The directors have obtained a renewed pledge from G G Watt to provide ongoing financial support including additional funding if required for a period of at least twelve months from the approval date of the Group and Parent Company accounts. The directors therefore have a reasonable expectation that the entity has adequate resources to continue in its operational exercises for the foreseeable future. It is on this basis that the directors consider it appropriate to adopt the going concern basis of preparation within these financial statements. However, a material uncertainty exists regarding the ability of the Group and Parent Company to remain a going concern without the continuing financial support of the Executive Chairman. The financial statement does not include adjustments which would arise in the event of not being a going concern.
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control is achieved where the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the consolidated statement of comprehensive income from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by other members of the Group. All intra-group transactions, balances, income and expenses are eliminated in full on consolidation.
Acquisitions of subsidiaries and businesses are accounted for using the acquisition method. The cost of the business combination is measured as the aggregate of the fair values (at the date of exchange) of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree. The acquiree’s identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 Business combinations.
Goodwill arising on acquisition is recognised as an asset and initially measured at cost, being the excess of the cost of the business combination over the Group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised.
Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less any accumulated impairment losses.
For the purpose of impairment testing, goodwill is allocated to each of the Group’s cash-generating units expected to benefit from the synergies of the combination. Cash-generating units to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an indication that the unit may be impaired.
If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not reversed in a subsequent period.
On disposal of a subsidiary, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.
Revenue from the sale of goods and services are recognised as control transfers to the customer in accordance with the principles of IFRS 15 as follows:
Identify the contract with the customer
A legally enforceable contract is entered into with a customer for the construction of a piece of equipment, or for the design and preparation of complete software and hardware test solutions and the provision of specialist surveying.
Identify the performance obligation
The performance obligation for the sale of goods is the construction and delivery of the specified equipment as per the contractual agreement and is satisfied over time as the work progresses.
The performance obligation for the sale of services is the design and preparation of complete software and hardware test solutions and the provision of specialist surveying as per the contractual agreement and is satisfied over time as the work progresses and control transfers to the customer.
Determine transaction price
The transaction price is the amount of consideration the Company expected to be entitled to in exchange for transferring the promised equipment to the customer. This includes fixed contract prices, and where applicable, estimated variable consideration, which is only included to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur.
Allocate the transaction price
A revenue contract contains a single performance obligation with no separately satisfiable obligations. Therefore, the contract value is the transaction price.
Recognise revenue
Revenue is recognised over time as control passes to the customer. Revenue invoices are raised to the customer on a stage of completion basis, or on shorter term projects invoices are issued on completion. Where this results in a timing difference between revenue invoiced and revenue allowed a resulting contract asset or contract liability is recognised on the balance sheet.
Contract asset: When the company has incurred actual direct costs beyond the point of which revenue invoices have been raised, a contract asset is recognised for the amount of actual direct costs in excess of total revenue invoices raised.
Contract liabilities: When the company has invoiced the customer at a stage of completion beyond the point of which actual direct costs have been incurred, a contract liability is recognised for the amount which aggregate revenue invoices raised exceeds the amount of actual direct costs incurred.
.
Property is valued on a fair value basis, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. Depreciation is charged so as to write off the cost of assets over their estimated useful lives, using the straight-line method. The estimated useful lives, residual values and depreciation method are reviewed at each year end, with the effect of any changes in estimate accounted for on a prospective basis. Assets held under leases are depreciated over their expected useful lives on the same basis as owned assets or, where shorter, the term of the relevant lease. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised within the Statement of Comprehensive Income.
The principal annual rates used to depreciate, plant and equipment are:
Equipment, fixtures and fittings 20% / 25% - Straight line
Motor vehicles 25% - Straight line
Inventories are stated at the lower of cost and net realisable value. Costs, including an appropriate portion of fixed and variable overhead expenses, are assigned to inventories by the method most appropriate to the particular class of inventory, with the majority being valued on a first-in-first-out basis. Net realisable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale.
Work in progress is valued at cost, which includes expenses incurred on behalf of clients and an appropriate proportion of directly attributable costs on incomplete assignments. The value of work in progress is reduced where appropriate to provide for irrecoverable costs
.
The Group's financial assets consist of cash and cash equivalents and trade and other receivables. The Group's accounting policy for each category of financial asset is as follows:
Financial assets held at amortised cost
Trade receivables and other receivables are classified as financial assets held at amortised cost. They are initially recognised at fair value plus transaction costs that are directly attributable to their acquisition or issue and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment.
Impairment provisions are recognised based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment, the amount of such a provision being the difference between the net carrying amount and the present value of the future expected cash flows associated with the impaired receivable. For receivables, which are reported net, such provisions are recorded in a separate allowance account with the loss being recognised within administrative expenses in the statement of comprehensive income. On confirmation that the receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision.
The Group’s financial assets held at amortised cost comprise other receivables and cash and cash equivalents in the statement of financial position.
Derecognition of financial assets
The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire; or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs.
Financial liabilities
Financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs. Financial liabilities are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis.
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period.
Derecognition of financial liabilities
The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or they expire.
The leases liability is initially measured at the present value of the remaining lease payments, discounted using the individual entities incremental borrowing rate. The lease term comprises the non-cancellable period of the contract, together with periods covered by an option to extend the lease where the Group is reasonably certain to exercise that option based on operational needs and contractual terms. Subsequently, the lease liability is measured at amortised cost by increasing the carrying amount to reflect interest on the lease liability, and reducing it by the lease payments made. The lease liability is remeasured when the Group changes its assessment of whether it will exercise an extension or termination option.
Right-of-use assets are initially measured at cost, comprising the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date, lease incentives received and initial direct costs. Subsequently, right-of-use assets are measured at cost, less any accumulated depreciation and any accumulated impairment losses, and are adjusted for certain remeasurement of the lease liability.
Depreciation is calculated on a straight-line basis over the length of the lease. The Group has elected to apply exemptions for short-term leases and leases for which the underlying asset is of low value. For these leases, payments are charged to the income statement on a straight-line basis over the term of the relevant lease. Right-of-use assets are presented within non-current assets on the face of the statement of financial position, and lease liabilities are shown separately on the statement of financial position in current liabilities and non-current liabilities depending on the maturity of the lease payments.
Under IFRS16, right-of-use assets will be tested for impairment in accordance with IAS36 Impairment of Assets.
Payments associated with short-term leases are recognised on a straight-line basis as an expense in the profit or loss. Short term leases are leases with a lease term of 12 months or less.
Pension contributions are charged to the statement of comprehensive income in the period in which they fall due. All pension costs are in relation to defined contribution schemes.
Equity-settled share-based payments to employees and others providing similar services are measured at the fair value of the equity instruments at the grant date. Details regarding the determination of the fair value of equity-settled share-based transactions are set out in note 18.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group’s estimate of equity instruments that will eventually vest. At each statement of financial position date, the Group revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in profit or loss over the remaining vesting period, with a corresponding adjustment to reserves.
Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange ruling at 30 June. Transactions in foreign currencies are recorded at the rates ruling at the date of the transactions, and processed through the profit & loss account.
Income tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the consolidated statement of comprehensive income because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the year end date.
Deferred tax
Deferred tax is recognised on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the statement of financial position liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences, and deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.
Deferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at each statement of financial position date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the year end date. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.
Current and deferred tax for the year
Current and deferred tax are recognised as an expense or income in the statement of comprehensive income, except when they relate to items credited or debited directly to equity, in which case the tax is also recognised directly in equity.
At each year end date, the Group reviews the carrying amounts of its property, plant and equipment to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable
amount of the cash-generating unit to which the asset belongs. Where a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss.
Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in the statement of comprehensive income.
The Group undertakes research and development to expand its activity in technology and innovation to develop new products that will begin directly generating revenue in the future. Expenditure on research is expensed as incurred; development expenditure is capitalised only if the criteria for capitalisation are recognised in IAS 38. The Company claims tax credits on its research and development activity and recognises the income in current tax.
During the period, the Group received benefits from Government grants totalling £ nil (2025: nil).
The following are the critical judgements and key sources of estimation uncertainty that the directors have made in the process of applying the entity’s accounting policies and that have the most significant effect on the amounts recognised in these financial statements.
The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Critical judgements in applying the Group’s accounting policies
The following are the critical judgement/s, apart from those involving estimations that the directors have made in the process of applying the Group’s accounting policies and that have the most significant effect on the amounts recognised in the financial statements.
Revenue recognition
PipeHawk consolidated accounts operate under IFRS 15 which adopts the following approach to recognising revenue.
Revenue on long-term projects is recognised on the percentage of completion method (unless a loss is forecast on that project), they state the significant risks and rewards are transferred and that the recognition of revenue over the duration of a contract is appropriate as enforceable contracts are in place.
Each project is customer specific and has an enforceable contract. Throughout the project each project is assessed individually by the management to ascertain the percentage of revenue recognised and this is continually updated throughout the project. As each project is specific to customer and we can enforce the contract, we have applied percentage complete basis at year end rather than transfer of significant risks and rewards basis of ownership. The directors are satisfied that percentage completion remains the appropriate critical judgement.
Key source of estimation uncertainty
The key estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below:
Work-in-progress stock valuation
Management believe the estimates included in the valuation of the work-in-progress stock items at year end are complete and accurate. Estimates such as the rate at which employee hours are included has been accurately assessed and management deem these amounts to be a true and fair representation of the costs incurred.
Apart from the above, the following key estimates have been made which have a significant risk of causing a material adjustment to the overall financial statements:
Going concern
The preparation of cash flow forecasts for the Group requires estimates to be made of the quantum and timing of cash receipts from future commercial revenues and the timing of future expenditure, all of which are subject to uncertainty, see Basis of preparation – Going concern note 1.3
|
|
|
2026 £’000 |
|
2025 £’000 |
|
|
|
|
|
|
|
|
Turnover by geographical market
|
|
|
|
|
|
United Kingdom Continued operations Discontinued operations Total
|
585 949 1,534 |
|
1,733 1,563 3,296 |
|
|
Europe |
|
|
|
|
|
Continued operations Discontinued operations Total
Other Continued operations Discontinued operations Total
Overall total Continued operations Discontinued operations |
17 25 42
26 201 227
628 1,175 |
|
- 49 49
40 358 398
1,773 1,970 |
|
|
Total |
1,803 |
|
3,743 |
|
|
The Group operates out of one geographical location being the UK. Accordingly, the primary segmental disclosure is based on activity. Per IFRS 8 operating segments are based on internal reports about components of the Group, which are regularly reviewed and used by Chief Operating Decision Maker (“CODM”), the current executive chairman, for strategic decision making and resource allocation, in order to allocate resources to the segment and to assess its performance. The Group’s reportable operating segments for the year were as follows:
The CODM monitors the operating results of each segment for the purpose of performance assessments and making decisions on resource allocation. Performance is based on revenue generations and profit before tax, which the CODM believes are the most relevant in evaluating the results relative to other entities in the industry. Information regarding each of the operations of each reportable segment is included below, all non-current assets owned by the Group are held in the UK.
|
|||||||
|
|
|
Utility detection and mapping services |
Development, assembly and sale of GPR equipment |
Automation and test system solutions |
|
Total |
||
|
|
|
£’000 |
£’000 |
£’000 |
|
£’000 |
||
|
|
Year ended 30 June 2026 |
|
|
|
|
|
||
|
|
Total segmental revenue Other operating income |
930 - |
257 - |
616 70 |
|
1,803 70 |
||
|
|
|
|
|
|
|
|
||
|
|
Operating (loss) / profit |
(111) |
(435) |
(288) |
|
(834) |
||
|
|
Finance costs Profit on discontinued operations |
(28) 151 |
(324) 657 |
(31) 126 |
|
(383) 934 |
||
|
|
(Loss) / Profit before taxation |
12 |
(102) |
(193) |
|
(283) |
||
|
|
|
|
|
|
|
|
||
|
|
Segment assets |
- |
28 |
1,267 |
|
1,295 |
||
|
|
Segment liabilities |
- |
6,814 |
1,054 |
|
7,868 |
||
|
|
Non-current asset additions Revaluation reserve-property |
- - |
- (93) |
474 (48) |
|
474 (141) |
||
|
|
Depreciation and amortisation |
24 |
2 |
99 |
|
125 |
||
|
|
|
Utility detection and mapping services |
Development, assembly and sale of GPR equipment |
Automation and test system solutions |
|
Total |
||
|
|
|
£’000 |
£’000 |
£’000 |
|
£’000 |
||
|
|
|
|
|
|
|
|
||
|
|
Year ended 30 June 2025 |
|
|
|
|
|
||
|
|
|
|
|
|
|
|
||
|
|
Total segmental revenue |
1,537 |
433 |
1,773 |
|
3,743 |
||
|
|
|
|
|
|
|
|
||
|
|
Operating (loss) / profit |
68 |
(114) |
164 |
|
118 |
||
|
|
Finance costs |
(53) |
(350) |
(25) |
|
(428) |
||
|
|
(Loss) / Profit before taxation |
15 |
(464) |
139 |
|
(310) |
||
|
|
|
|
|
|
|
|
||
|
|
Segment assets |
612 |
430 |
597 |
|
1,639 |
||
|
|
Segment liabilities |
659 |
6,510 |
878 |
|
8,047 |
||
|
|
Non-current asset additions Revaluation reserve-property |
3 - |
- 93 |
15 48 |
|
18 141 |
||
|
|
Depreciation and amortisation |
44 |
17 |
109 |
|
170 |
||
|
|
|
2026 £’000 |
|
2025 £’000 |
|
|
|
|
|
|
|
|
Interest payable |
383 |
|
428 |
|
|
|
383 |
|
428 |
|
|
|
|
|
|
|
|
Interest payable comprises interest on: |
|
|
|
|
|
Leases |
8 |
|
11 |
|
|
Directors’ loans |
256 |
|
259 |
|
|
Other |
119 |
|
158 |
|
|
|
383 |
|
428 |
|
|
This is arrived at after charging for the Group: |
|||
|
|
|
2026 £’000 |
|
2025 £’000 |
|
|
|
|
|
|
|
|
Research and development costs not capitalised |
357 |
|
611 |
|
|
Depreciation and amortisation Impairment of goodwill Impairment of stock recognised as an expense
|
125 - -
|
|
170 - 7
|
|
|
|
|
|
|
|
|
Auditor’s remuneration |
|
|
|
|
|
Fees payable to the Company’s auditor for the audit of the Group’s financial statements |
36 |
|
33 |
|
|
Fees payable to the Company’s auditor and its subsidiaries for the provision of tax services |
5 |
|
5 |
|
|
|
|
|
|
|
|
The Company’s audit fee is £27,000 (2025: £18,000).
|
|||
|
|
Group |
|
|
2026 |
|
2025 |
|
|
|
|
|
No. |
|
No. |
|
|
Average monthly number of employees, including directors: |
|
|
|
|
|
|
|
Production and research |
|
|
26 |
|
33 |
|
|
Selling and research |
|
|
3 |
|
5 |
|
|
Administration |
|
|
10 |
|
9 |
|
|
|
|
|
39 |
|
47 |
|
|
Group |
|
|
2026 |
|
2025 |
|
|
|
|
|
£’000 |
|
£’000 |
|
|
Staff costs, including directors: |
|
|
|
|
|
|
|
Wages and salaries |
|
|
1,210 |
|
1,454 |
|
|
Social security costs |
|
|
156 |
|
143 |
|
|
Other pension costs |
|
|
71 |
|
77 |
|
|
|
|
|
1,437 |
|
1,674 |
|
|
Company |
|
|
2026 |
|
2025 |
|
|
|
|
|
No. |
|
No. |
|
|
Average monthly number of employees, including directors: |
|
|
|
|
|
|
|
Selling and research |
|
|
- |
|
- |
|
|
Administration |
|
|
3 |
|
3 |
|
|
|
|
|
3 |
|
3 |
|
|
Company |
|
|
2026 |
|
2025 |
|
|
|
|
|
£’000 |
|
£’000 |
|
|
Staff costs, including directors: |
|
|
|
|
|
|
|
Wages and salaries |
|
|
126 |
|
124 |
|
|
Social security costs |
|
|
- |
|
- |
|
|
Other pension costs |
|
|
- |
|
- |
|
|
|
|
|
126 |
|
124 |
|
|
|
Salary and fees |
Benefits in kind |
2026 Total |
|
2025 Total |
||||||||
|
|
|
£’000 |
£’000 |
£’000 |
|
£’000 |
||||||||
|
|
|
|
|
|
|
|
||||||||
|
|
G G Watt |
71 |
- |
71 |
|
71 |
||||||||
|
|
T Williams |
10 |
- |
10 |
|
10 |
||||||||
|
|
Aggregate emoluments |
81 |
- |
81 |
|
81 |
||||||||
|
|
|
|
|
|
|
|
||||||||
|
|
Directors’ pensions |
|
|
2026 |
|
2025 |
||||||||
|
|
|
|
|
No. |
|
No. |
||||||||
|
|
The number of directors who are accruing retirement benefits under: |
|
|
|
|
|
||||||||
|
|
Defined contributions policies |
|
|
- |
|
- |
||||||||
|
|
|
|
|
|
|
|
||||||||
|
|
The directors represent key management personnel.
Refer to note 18 for details of directors share options. |
|||||||||||||
|
|
|
|
|
2026 |
|
2025 |
|
|
|
|
|
£’000 |
|
£’000 |
|
|
United Kingdom Corporation Tax |
|
|
|
|
|
|
|
Current taxation |
|
|
(58) |
|
(51) |
|
|
Adjustments in respect of prior years |
|
|
(43) |
|
- |
|
|
|
|
|
(101) |
|
(51) |
|
|
|
|
|
|
|
|
|
|
Deferred taxation |
|
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
Tax on loss |
|
|
(101) |
|
(51) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current tax reconciliation |
|
|
|
|
|
|
|
Taxable Profit / (loss) for the year |
|
|
(283) |
|
(310) |
|
|
|
|
|
|
|
|
|
|
Theoretical tax at UK corporation tax rate 19% (2025: 19%) |
|
|
(54) |
|
(59) |
|
|
|
|
|
|
|
|
|
|
Effects of: |
|
|
|
|
|
|
|
R&D tax credit adjustments |
|
|
(58) |
|
(99) |
|
|
Fixed asset timing differences |
|
|
- |
|
1 |
|
|
Expenses not deductible Impairment of goodwill |
|
|
87 - |
|
8 - |
|
|
Deferred tax not recognised |
|
|
183 |
|
98 |
|
|
Adjustments in respect of prior years |
|
|
(43) |
|
- |
|
|
Income not taxable |
|
|
(216) |
|
- |
|
|
Short term timing differences |
|
|
- |
|
- |
|
|
Total income tax (credit) / charge |
|
|
( 101) |
|
( 51) |
|
|
|
|
|
|
|
|
|
|
The Group has tax losses amounting to approximately £3,749,000 (2025: £3,293,000), available for carry forward to set off against future trading profits. No deferred tax assets have been recognised in these financial statements due to the uncertainty regarding future taxable profits.
Potential deferred tax assets not recognised are approximately £712,000 (2025: £626,000).
|
|
|
Group Total Basic (pence per share) 2026 – Loss (0.50) per share; 2025 – Loss (0.71) per share
The calculation of earnings or loss per share is based on the reported profit or loss from operations and the number of shares in issue during the year.
Diluted (pence per share) 2026 – Loss (0.50) per share; 2025 – (0.71) loss per share In the current year the potential ordinary shares included in the weighted average of shares are anti-dilutive and therefore diluted earnings per share is equal to basic earnings per share.
|
|
|
Group |
Freehold |
Equipment, fixtures and fittings |
Leasehold improvements |
Motor vehicles |
Total |
|
|
|
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
|
|
|
Cost / Valuation |
|
|
|
|
|
|
|
|
At 1 July 2025 |
456 |
424 |
44 |
158 |
1,082 |
|
|
|
Additions Revaluation reversal |
- (79) |
- - |
- - |
- - |
- (79) |
|
|
|
Disposals
|
(377)
|
(412)
|
-
|
(35)
|
(824)
|
|
|
|
At 30 June 2026 |
- |
12 |
44 |
123 |
179 |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
|
|
|
|
|
|
At 1 July 2025 |
(52) |
401 |
22 |
158 |
529 |
|
|
|
Charged in year Revaluation depreciation reversal |
5 62 |
9 - |
20 - |
- - |
35 62 |
|
|
|
Disposals
|
(15)
|
(408)
|
-
|
(35)
|
(459)
|
|
|
|
At 30 June 2026 |
- |
2 |
42 |
123 |
167 |
|
|
|
|
|
|
|
|
|
|
|
|
Net book value |
|
|
|
|
|
|
|
|
At 30 June 2026 |
- |
10 |
2 |
- |
12 |
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2025 |
508 |
23 |
22 |
- |
553 |
|
|
|
|
|
|
|
|
|
Group |
Property |
Equipment, fixtures and fittings |
Leasehold improvements |
Motor vehicles |
Total |
|
|
|
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
|
|
|
Cost |
|
|
|
|
|
|
|
|
At 1 July 2025 |
307 |
449 |
145 |
23 |
924 |
|
|
|
Additions |
475 |
- |
- |
- |
475 |
|
|
|
Disposal |
(86) |
(11) |
- |
(7) |
(104) |
|
|
|
At 30 June 2026 |
696 |
438 |
145 |
16 |
1,295 |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
|
|
|
|
|
|
|
At 1 July 2025 |
148 |
432 |
145 |
12 |
737 |
|
|
|
Charged in year |
81 |
6 |
- |
4 |
91 |
|
|
|
Disposal |
- |
- |
- |
- |
- |
|
|
|
At 30 June 2026 |
229 |
438 |
145 |
16 |
828 |
|
|
|
|
|
|
|
|
|
|
|
|
Net book value |
|
|
|
|
|
|
|
|
At 30 June 2026 |
467 |
- |
- |
0 |
467 |
|
|
|
|||||||
|
|
At 30 June 2025 |
159 |
17 |
- |
11 |
187 |
|
These assets have been offered as security in respect of these lease agreements. Depreciation charged in the period on those assets amounted to £91,000 (2025: £108,000)
|
|
Group |
|
|
|
|
Goodwill £’000 |
|
Total £’000 |
|
|
Cost |
|
|
|
|
|
|
|
|
|
At 1 July 2025 |
|
|
|
|
1,357 |
|
1,357 |
|
|
Disposals |
|
|
|
|
(1,228) |
|
(1,228) |
|
|
At 30 June 2026 |
|
|
|
|
129 |
|
129 |
|
|
|
|
|
|
|
|
|
|
|
|
Impairment |
|
|
|
|
|
|
|
|
|
As at 30 June 2025 Released on disposal |
|
|
|
|
(1,357) 1,228 |
|
(1,357) 1,228 |
|
|
At 30 June 2026
Net book value at 30 June 2026 |
|
|
|
|
129
- |
|
129
- |
|
|
At 30 June 2025 |
|
|
|
|
- |
|
- |
|
|
We consider the CGUs to be the entities as acquired under business combinations and managed as separate legal entities, each representing a separately identifiable and independent group of assets contributing to the cash flows of the CGU.
Continued operations
Discontinued operations
During the year Adien Ltd entered administration and the company disposed of 100% of its shares in Utsi Electronics Ltd and Wessex Precision Ltd. As a result, the goodwill related to these entities are included in the disposal lines above. Please refer to the Chairman’s statement for further details with regards to these transactions. The remaining goodwill which is fully impaired relates to Thomson Engineering Design Ltd.
|
|
|
Company
Investment in subsidiaries |
|
|
Investment in subsidiaries |
|
Total |
|
|
|
|
|
£’000 |
|
£’000 |
|
|
Cost |
|
|
|
|
|
|
|
At 1 July 2025 Disposals |
|
|
1,903 (1,903) |
|
1,903 (1,903)
|
|
|
At 30 June 2026 |
|
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
Impairment |
|
|
|
|
|
|
|
Provided at 30 June 2025 Released on disposal |
|
|
(1,903) 1,903 |
|
(1,903) 1,903 |
|
|
Net book value |
|
|
- |
|
- |
|
|
At 30 June 2026
|
|
|
- |
|
- |
|
|
At 30 June 2025 |
|
|
- |
|
- |
|
|
|
|
|
|
|
|
During the year Adien Limited entered administration and the company disposed of 100% of its shares in Utsi Electronics Limited and Wessex Precision Ltd. As a result, the related investment in subsidiary balances have been eliminated. Please refer to the Chairman’s statement for further details with regards to these transactions.
The financial impact of these discontinued operations has been included in the consolidated statement of comprehensive income on page 17.
|
|
Subsidiary |
Parent and Group interest in ordinary shares and voting rights |
Country of incorporation |
Principal activity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Thomson Engineering Design Ltd |
100% |
England & Wales |
Specialist in railway equipment |
|
|
Wessex Test Equipment Ltd |
100% |
England & Wales |
Dormant |
|
|
CE Marking Services Ltd
|
100%
|
England & Wales
|
Dormant
|
|
|
An impairment assessment was performed in line with the assessment of goodwill, see note 11 for further details.
The registered office of all of the above is Units 2a & 3 Crabtree Road, Forest Vale Industrial Estate, Cinderford, Gloucestershire, United Kingdom, GL14 2YQ.
|
|
|
|
Group |
|
Company |
||
|
|
|
2026 £’000 |
2025 £’000 |
|
2026 £’000 |
2025 £’000 |
|
|
Raw materials |
- |
- |
|
- |
- |
|
|
Finished goods |
119 |
105 |
|
- |
- |
|
|
|
119 |
105 |
|
- |
- |
|
|
The replacement cost of the above inventories would not be significantly different from the values stated.
The cost of inventories recognised as an expense during the year amounted to £236,000 (2025: £769,000). For the Parent company this was £nil (2025: £nil).
|
|
|
|
Group |
|
Company |
||
|
|
|
2026 £’000 |
2025 £’000 |
|
2026 £’000 |
2025 £’000 |
|
|
Current |
|
|
|
|
|
|
|
Trade receivables |
7 |
397 |
|
- |
- |
|
|
Amounts owed by Group undertakings less provision |
- |
- |
|
558 |
87 |
|
|
Other Debtors |
366 |
116 |
|
10 |
93 |
|
|
Accrued income |
- |
45 |
|
- |
- |
|
|
Prepayments |
70 |
170 |
|
- |
- |
|
|
|
443 |
728 |
|
568 |
180 |
Inter group balances are interest free and payable by agreement.
|
|
|
Group |
|
Company |
|||
|
|
|
2026 £’000 |
2025 £’000 |
|
2026 £’000 |
2025 £’000 |
|
|
|
Current |
|
|
|
|
||
|
|
Trade payables |
303 |
418 |
|
72 |
74 |
|
|
|
Other taxation and social security |
34 |
231 |
|
- |
- |
|
|
|
Payments received on account |
1 |
6 |
|
- |
- |
|
|
|
Accruals and other creditors |
131 |
311 |
|
51 |
31 |
|
|
|
|
469 |
966 |
|
123 |
105 |
|
|
|
|
Group |
|
Company |
|||
|
|
|
2026 £’000 |
2025 £’000 |
|
2026 £’000 |
2025 £’000 |
|
|
|
Non-current |
|
|
|
|
||
|
|
Amounts owed to Group undertakings |
- |
- |
|
- |
277 |
|
|
|
Other creditors |
- |
- |
|
- |
- |
|
|
|
|
- |
- |
|
- |
277 |
|
|
|
The performance obligations of the IFRS 15 contract liabilities (payments received on account) are expected to be met within the next financial year. The brought forward payments received on account figure was £6,000, this was all recognised during the financial year 2026. |
|
|
|
Group |
|
Company |
||
|
|
|
2026 £’000 |
2025 £’000 |
|
2026 £’000 |
2025 £’000 |
|
|
|
|
|
|
|
|
|
|
Due within one year |
|
|
|
|
|
|
|
Bank and other loans |
729 |
991 |
|
548 |
633 |
|
|
Directors’ loan |
2,544 |
2,294 |
|
2,544 |
2,294 |
|
|
Obligations under lease agreements |
89 |
116 |
|
- |
- |
|
|
|
3,362 |
3,401 |
|
3,092 |
2,927 |
|
|
|
|
|
|
|
|
|
|
Due after more than one year |
|
|
|
|
|
|
|
Bank and other loans |
- |
246 |
|
- |
169 |
|
|
Directors’ loan |
3,657 |
3,336 |
|
3,599 |
3,336 |
|
|
Obligations under lease agreements |
380 |
81 |
|
- |
- |
|
|
|
4,037 |
3,663 |
|
3,599 |
3,505 |
|
|
|
|
|
|
|
|
|
|
Repayable |
|
|
|
|
|
|
|
Due within 1 year |
3,362 |
3,401 |
|
3,092 |
2,927 |
|
|
Over 1 year but less than 2 years |
3,750 |
3,505 |
|
3,599 |
3,445 |
|
|
Over 2 years but less than 5 years |
287 |
158 |
|
- |
60 |
|
|
|
7,399 |
7,064 |
|
6,691 |
6,432 |
Directors’ loans
Included with Directors’ loans and borrowings due within one year are accrued fees and interest owing to G.G Watt of £2,544,000 (2025: £2,294,000). The accrued fees and interest are repayable on demand and no interest accrues on the balance.
The director’s loan due in more than one year is a loan of £3,657,000 from G.G Watt. Directors’ loans comprise of two elements. A loan attracting interest at 2.15% over Bank of England base rate. At the year-end £2,657,000 (2025: £2,336,000) was outstanding in relation to this loan. During the year to 30 June 2026 £117,000 (2025: £241,000) was repaid.
On 13 August 2010 the Company issued £1 million of Convertible Unsecured Loan Stock (“CULS”) to G.G Watt, the Chairman of the Company. The CULS were issued to replace loans made by G.G Watt to the Company amounting to £1 million and has been recognised in non-current liabilities of £3,657,000.
Pursuant to amendments made on 13 November 2014, 9 November 2018, 30 June 2022 and 10 November 2026 the principal terms of the CULS are as follows:
- The CULS may be converted at the option of Gordon Watt at a price of 5p per share at any time prior to 13 August 2030;
- Interest is payable at a rate of 10 per cent per annum on the principal amount outstanding until converted, prepaid or repaid, calculated and compounded on each anniversary of the issue of the CULS. On conversion of any CULS, any unpaid interest shall be paid within 20 days of such conversion;
- The CULS are repayable, together with accrued interest on 13th August 2030 ("the Repayment Date").
No equity element of the convertible loan stock was recognised on issue of the instrument as it was not considered to be material.
Bank and other loans
Included in bank and other loans is a secured mortgage of £61,855 which incurred an interest rate of 2.44% over base rate for 10 years and at a rate of 2.64% over base thereafter. This was settled in full on 8th July 2026.
As a result of COVID 19, Coronavirus Business Interruption Loan Scheme (CBILS) became available for the business. This enabled the group to secure two loans; both of these loans were settled in June 2026. The amount of interest paid during the Financial Year was £8,961.
|
|
|
|
|
|
|
|
2026 |
Bought forward |
Cash flows |
Non-cash: Lease release / disposal |
Non-cash: New leases |
Non-cash: Accrued fees /interests |
Carried forward |
||
|
|
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
||
|
|
Director loan |
5,630 |
250 |
- |
- |
321 |
6,201 |
||
|
|
Leases |
197 |
(121) |
(86) |
475 |
4 |
469 |
||
|
|
Other |
1,237 |
(576) |
- |
- |
68 |
729 |
||
|
|
Loans and borrowings |
7,064 |
(447) |
(86) |
475 |
393 |
7,399 |
||
|
|
|
|
|
|
|
|
|
||
|
|
2025 |
Bought forward |
Cash flows |
Non-cash: Lease release / disposal |
Non-cash: New leases |
Non-cash: Accrued fees/interests |
Carried forward |
||
|
|
|
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
£’000 |
||
|
|
Director loan |
5,376 |
(77) |
- |
- |
331 |
5,630 |
||
|
|
Leases |
207 |
(130) |
- |
115 |
5 |
197 |
||
|
|
Other |
1,126 |
28 |
- |
- |
83 |
1,237 |
||
|
|
Loans and borrowings |
6,709 |
(179) |
- |
115 |
419 |
7,064 |
||
|
|
|
|
|
|
|
|
|
||
|
|
|
||||||||
|
|
The Group uses financial instruments, which comprise cash and various items, such as trade receivables and trade payables that arise from its operations. The main purpose of these financial instruments is to finance the Group’s operations.
The main risks arising from the Group’s financial instruments are credit risk, liquidity risk and interest rate risk. A number of procedures are in place to enable these risks to be controlled. For liquidity risk these include profit/cash forecasts by business segment, quarterly management accounts and comparison against forecast. The board reviews and agrees policies for managing this risk on a regular basis.
Credit risk The credit risk exposure is the carrying amount of the financial assets as shown in note 14 (with the exception of prepayments which are not financial assets) and the exposure to the cash balances. The amounts owed to the Group at 30 June 2026 were extremely low at £7,000.
The Group has adopted a policy of only dealing with creditworthy counterparties and the Group uses its own trading records to rate its major customers, also the Group invoices in advance where possible. The Group’s exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties. Having regard to the credit worthiness of the Groups significant customers the directors believe that the Group does not have any significant credit risk exposure to any single counterparty.
An analysis of trade and other receivables:
|
||
|
|
|
||
|
|
2026 |
|
|
Weighted average loss rate |
Gross carrying value |
Impairment loss allowance |
|
|
|
|
|
£’000 |
£’000 |
£’000 |
|
|
Performing |
|
|
0.00% |
443 |
- |
|
|
2025 |
|
|
Weighted average loss rate |
Gross carrying value |
Impairment loss allowance |
|
|
|
|
|
|
|
£’000 |
£’000 |
|
|
|
Performing |
|
|
0.00% |
728 |
- |
|
|
|
Interest rate risk The Group finances its operations through a mixture of shareholders’ funds and borrowings. The Group borrows exclusively in Sterling and principally at fixed and floating rates of interest and are disclosed at note 16.
As disclosed in note 16 the Group is exposed to changes in interest rates on its borrowings with a variable element of interest. If interest rates were to increase by one percentage point the interest charge would be £27,000 higher. An equivalent decrease would be incurred if interest rates were reduced by one percentage point.
Liquidity risk As stated in note 1 the Executive Chairman, G.G Watt, has pledged to provide ongoing financial support for a period of at least twelve months from the approval date of the Group statement of financial position. It is on this basis that the directors consider that neither the Group nor the Company is exposed to a significant liquidity risk. |
||||||
|
|
Contractual maturity analysis for financial liabilities: |
|
|
2026 |
Less than 1 year |
Due between 1-2 years |
Due between 2 – 5+ years |
|
Total
|
|
|
|
£’000 |
£’000 |
£’000 |
|
£’000 |
|
|
Trade and other payables |
469 |
- |
- |
|
469 |
|
|
Borrowings Lease liability |
3,273 89 |
3,657 93 |
- 287 |
|
6,930 469 |
|
|
|
3,831 |
3,750 |
287 |
|
7,868 |
|
|
|
|
|
|
|
|
|
|
2025 |
Less than 1 year |
Due between 1-2 years |
Due between 2 – 5+ years |
|
Total |
|
|
|
£’000 |
£’000 |
£’000 |
|
£’000 |
|
|
Trade and other payables |
966 |
- |
- |
|
966 |
|
|
Borrowings Lease liability |
3,285 116 |
3,540 25 |
42 56 |
|
6,867 197 |
|
|
|
4,367 |
3,565 |
98 |
|
8,030 |
|
|
|
|
|
|
|
|
|
|
Financial liabilities of the Company are all due within less than three months with the exception of the intercompany balances that are due between 1 and 5 years. |
|
|
Fair value of financial instruments Loans and receivables are measured at amortised cost. Financial liabilities are measured at amortised cost using the effective interest method. The directors consider that the fair value of financial instruments are not materially different to their carrying values.
Capital risk management The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to be able to move to a position of providing returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
The Group manages trade debtors, trade creditors and borrowings and cash as capital. The entity is meeting its objective for managing capital through continued support from G G Watt as described per note 1.
|
|
|
|
2026 |
2026 |
|
2025 |
2025 |
|
|
|
No. |
£’000 |
|
No. |
£’000 |
|
|
|
|
|
|
|
|
|
|
Authorised |
|
|
|
|
|
|
|
Ordinary shares of 1p each |
40,000,000 |
400 |
|
40,000,000 |
400 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allotted and fully paid |
|
|
|
|
|
|
|
Brought forward |
36,312,823 |
363 |
|
36,312,823 |
363 |
|
|
Issued during the year |
- |
- |
|
- |
- |
|
|
Carried forward |
36,312,823 |
363 |
|
36,312,823 |
363 |
|
|
|
|
|
|
|
|
|
|
Fully paid ordinary shares carry one vote per share and carry a right to dividends.
11,453,703 (2025: 12,893,703) share options were outstanding at the year end, comprising the 800,000 employee options and the 10,653,703 share options and warrants held by directors disclosed below.
Share based payments have been included in the financial statements where they are material. No share-based payment expense has been recognised (2025: nil).
No deferred tax asset has been recognised in relation to share options due to the uncertainty of future available profits.
The director and employee share options were issued as part of the Group’s strategy on key employee remuneration; they lapse if the employee ceases to be an employee of the Group during the vesting period. |
|
|
Employee options |
|
|
Date options exercisable |
|
|
Number of shares |
|
Exercise price |
|
|
|
|
|
|
|
|
|
|
Between March 2024 and March 2031 Between January 2026 and January 2033 Between December 2027 and December 2034 |
|
|
750,000 600,000 400,000 |
|
8.00p 14.25p 2.35p |
|
|
|
|
|
|
|
|
|
|
Directors’ share options
|
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|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
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|
|
The Company’s share price at 30 June 2026 was 2.50p. The high and low during the period under review were 4.10p and 1.02p respectively.
In addition to the above, in consideration of loans made to the Company, G.G Watt has warrants over 3,703,703 ordinary shares at an exercise price of 13.5p and a further 6,000,000 ordinary shares at an exercise price of 3.0p.
The weighted average contractual life of share options outstanding at the year-end is 6.20 years (2025: 7.03 years).
|
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|
|
Directors’ loan disclosures are given in note 16. The interest payable to directors in respect of their loans during the year was:
G.G Watt - £255,876
The directors are considered the key management personnel of the Company. Remuneration to directors is disclosed in note 6. |
|
|
Included within the amounts due from and to Group undertakings were the following balances:
|
|||||
|
|
|
|
2026 £ |
|
2025 £ |
|
|
|
Balance due from:
|
|
|
|
|
|
|
|
Thomson Engineering Design Limited
|
|
557,884 |
|
78,584 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
There is no ultimate controlling party of PipeHawk plc. |
||||||
|
Other related party transactions |
|||||||
|
|
|
2026 £ |
|
2025 £ |
|||
|
Balance due to:
|
|
|
|
|
|||
|
Express Travel Ltd
|
|
84,377 |
|
80,223 |
|||
|
|
On 10 November 2026 the Company’s £1.0 million convertible unsecured loan stock agreement with Gordon Watt (the “CULS”) was extended with a revised repayment date of 13th August 2030, with all other terms and conditions of the CULS remaining unchanged. |
|
|
Copies of the Report and Accounts will be posted to shareholders later today and will be available from the Company's registered office, 2a & 3 Crabtree Road, Forest Vale Industrial Estate, Cinderford, England, GL14 2YQ and from the Company's website www.pipehawk.com.
|
|
|
The Report and Accounts will include a notice that the annual general meeting will be held at the offices of Allenby Capital Limited at 5th floor, 5 St Helen's Place, London, EC3A 6AB at 11:30 am on 17 December 2026.
|