Completion of Refinancing

ProService Building Services Mktplc

20 July 2026

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (EU) NO. 596/2014 (AS AMENDED) AS IT FORMS PART OF THE DOMESTIC LAW OF THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (AS AMENDED) ("MAR").

FOR IMMEDIATE RELEASE

20 July 2026

PROSERVICE BUILDING SERVICES MARKETPLACE PLC

COMPLETION OF REFINANCING OF THE EXISTING DEBT FACILITY

ProService Building Services Marketplace Plc (AIM: PRO) ("ProService", the "Company" or the "Group") is pleased to announce that the refinancing announced on 29 June 2026 has today completed, following approval of the relevant resolutions by shareholders at the General Meeting held on 17 July 2026.

As previously announced, the refinancing comprised:

●     up to £25 million of floating rate secured[1] Convertible Loan Notes due 2031, issued to Ravensworth (International) Limited (the "CLN"); and

●     a £35 million asset-based lending revolving credit facility ("ABL Facility") provided by Leumi UK Group Limited[2].

Certain of the proceeds from the CLN and the ABL Facility have been applied to repay the £37.9 million outstanding under the Group's Senior Facilities Agreement and associated Revolving Credit Facility (the "Debt Facility"), which were due to mature on 30 September 2026. The Company confirms that the existing Lenders under the Debt Facility have now been repaid in full and that all associated security has been released.

Total availability under the ABL Facility at inception is c£27 million, against a maximum facility of £35 million and this availability is expected to change over time, in line with the Group's trading performance and approved receivables base. Of this, an initial amount of £19 million of the ABL Facility was drawn on Completion to fund part of the repayment referred to above, and to meet immediate working capital needs, leaving the Group with further available liquidity of £8 million under the ABL Facility, based on the current approved receivables base. The full £25 million was drawn under the CLN.

Following Completion, the Group has no near-term refinancing requirement and benefits from a stable financing platform to support its growth plan. Pro-forma Net debt at completion was £36.9 million.

Current Trading Update

Further to the trading update provided in the Company's announcement dated 29 June 2026, the Board confirms that the Group has continued to perform well, with Group revenue for the first quarter up over 15% year-on-year, supported by the new commercial agreement with Speedy Hire.

Whilst economic uncertainly continues to impact the Group's customers, the Board believes that FY2027 will be a transitional year for ProService. Given the potential volatility in the UK economy, the Board believes a prudent approach is required and therefore reiterates that FY2027 underlying EBITDA for the Group is expected to be between £9 million and £12 million, as previously announced on 1 May 2026.

Full Year Results

The Group intends to release its full year results for the year ended 31 March 2026 in or around early September 2026.

Potential Equity Fundraising

As announced on 29 June 2026, in addition to the Proposed Refinancing, the Board has been discussing a potential Equity Fundraising, which if carried out would provide additional working capital for the Group, enabling it to continue with the delivery of its marketplace strategy.

Shareholders should note that no formal decision has been taken by the Board to proceed with an Equity Fundraising, nor as to the possible terms of any such Equity Fundraising.

Greig Thomas, Chief Financial Officer of ProService, commented:

"Completion of this refinancing marks a significant step forward for the Group. Repaying our previous facility ahead of its maturity and replacing it with a stable platform gives the Group certainty - both in the funding itself and in the runway to deliver our long-term growth strategy. The ABL and CLN, at interest rates of SONIA + 2.1% and SONIA plus 2.5% respectively, provide a very cost-effective and flexible package.  I would like to thank our new lenders, Ravensworth and Leumi UK, and our advisers, for their support in bringing this to completion, and our shareholders for their backing at the General Meeting. We now move forward from a position of financial strength and operational momentum to deliver value for our stakeholders."

-Ends-

Notes to editors

On 28 November 2025 HSS Hire Group plc was renamed ProService Building Services Marketplace plc (ticker symbol PRO.L) ("ProService"). ProService is the leading Digital marketplace business focused on buyer and seller acquisition in the building services sector. Technology driven, scalable and uniquely differentiated. Wide range of building services, including hire, resale, materials, training and more. For more information, please see www.hssproservice.com.

Forward looking statements

This announcement contains statements which are, or may be deemed to be, "forward-looking statements" which are prospective in nature. All statements other than statements of historical fact are forward-looking statements. They are based on intentions, beliefs or current expectations and projections about future events, and concerning, among other things, the business, results of operations, prospects, growth and strategies of the Company and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of forward-looking words such as "plans", "expects", "is expected", "is subject to", "budget", "scheduled", "estimates", "forecasts", "goals", "intends", "anticipates", "believes", "targets", "aims", "hopes", "continues" or "projects". Words or terms of similar substance or the negative thereof, are forward-looking statements, as well as variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations.

Forward-looking statements include statements relating to: (a) future capital expenditures, expenses, revenues, earnings, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects; (b) business and management strategies and the expansion and growth of the Company's operations; and (c) the effects of economic conditions on the Company's business.

Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors may cause actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Important factors that could cause actual results, performance or achievements of the Company to differ materially from its expectations include, among other things, general political, business and economic conditions, industry and market trends, competition, changes in government and changes in law, regulation and policy, including in relation to taxation, as well as political and economic uncertainty stakeholder perception of the Company and/or the sectors or markets in which it operates. Such forward-looking statements should therefore be construed in light of such factors. Any information contained in this statement on the price at which shares or other securities in the Company have been bought or sold in the past, or on the yield on such shares or other securities, should not be relied upon as a guide to future performance.

Neither the Company nor any of its directors, officers or advisers provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this announcement will actually occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as at the date of this announcement.

Other than in accordance with its legal or regulatory obligations (including under the AIM Rules for Companies, the Disclosure Guidance and Transparency Rules and UK MAR), neither the Company nor its financial advisers are under any obligation to, and each of the Company and its financial advisers expressly disclaims any intention or obligation to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

No profit forecast

Unless otherwise stated within this announcement, no statement in this announcement is intended as a profit forecast or a profit estimate and no statement in this announcement should be interpreted to mean that earnings, earnings per share or income, for the Company, as appropriate, for the current or future financial years will necessarily match or exceed the historical published earnings, earnings per share or income for the Company.

Cautionary statement

This announcement is not intended to, and does not constitute, or form part of, any offer to sell or an invitation to purchase or subscribe for any securities or a solicitation of any vote or approval in any jurisdiction.

This announcement has been prepared for the purpose of complying with the applicable law and regulation of the United Kingdom and information disclosed may not be the same as that which would have been disclosed if this announcement has been prepared in accordance with the laws and regulations of jurisdictions outside the United Kingdom.

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014 as it forms part of domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018, as amended (together, "MAR"). Upon the publication of this announcement, this inside information is now considered to be in the public domain.

The person responsible for arranging for the release of this announcement on behalf of the Company is Daniel Joll, company secretary.

For further information, please contact:

ProService Building Services Marketplace plc	Email: [e-mail]
Daniel Joll, General Counsel & Company Secretary
FTI Consulting (Strategic Communications)	Tel: [phone]
Nick Hasell
Victoria Hayns
FTI Financial Services (Financial Adviser)	Tel: [phone]
Lindsay Hallam
Canaccord Genuity Limited (Nominated Adviser and Joint Broker)	Tel: [phone]
Andrew Potts
George Grainger
Singer Capital Markets (Joint Broker)	Tel: [phone]
Alex Bond / Russell Cook (Investment Banking)
Jonathan Dighe (Equity Sales)

Other than where defined, capitalised terms used in this announcement have the meanings given to them in the announcement by the Company on 29 June 2026.

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[1] The Convertible Loan Notes are guaranteed by the Guarantor (being HSS Training Limited) and secured by both a fixed charge over the Guarantor's entire issued share capital and an all asset debenture granted by the Guarantor. Any enforcement action is subject to a standstill period as set out in the CLN Instrument.

[2] The ABL Facility is secured by an all asset debenture granted by the Company, Hampshire Topco Limited, Hero Acquisitions Limited and HSS ProService Limited, with HSS ProService Limited also assigning all of its receivables to the ABL Lender. The shares held by HSS ProService Limited in HSS Training Limited are also subject to a floating charge in favour of the ABL Lender.

 

END