Preliminary Results

Roebuck Food Group PLC

29 April 2026

 

 

Roebuck Food Group plc

Preliminary results for the year ended 31 December 2025

Chairman's Statement

Dear Shareholders,

2025 was an active year for Roebuck Food Group, with our new company strategy taking significant steps forward during the year. In February, we completed the acquisition of a controlling stake in GlasPort Bio Limited ("GlasPort") and made an investment in related company, GlasPort Rumen Tech Limited ("Rumen Tech").

GlasPort and Rumen Tech bring to the group what our Board considers to be world-class technologies for increasing farm enterprise efficiency while at the same time significantly reducing harmful greenhouse gas emissions and lowering environmental and odour impact. Roebuck's strategic reset followed the disposal of legacy businesses that did not fit with the group's new refined investment criteria (Cantwellscourt Farm and Townview Foods were sold in May and September 2024 respectively).

Acquisitions

Roebuck invested €5.7m for a 37% shareholding in GlasPort. This investment gives Roebuck board majority, together with a Call Option to increase our shareholding to 82% on pre-agreed terms. Roebuck invested €1m for a 16% shareholding, with board representation, in Rumen Tech.

Strategic Focus

Roebuck now comprises two areas of focus: first, GlasPort and Rumen Tech, which are developing world-class patent-protected and patent pending technologies respectively for animal-manure management and enteric methane reduction with significant global market potential, and second, Moorhead & McGavin (M&M) and Foro Food Solutions (Foro), which are engaged in global sourcing and supply chain management of plant-based ingredients and products for the manufacturing and foodservice sectors in the UK and Ireland.

GlasPort momentum

Under the leadership of CEO Justin McCarthy, GlasPort has progressed considerably since our investment in February towards commercialisation of the globally-patent-protected GasAbate manure-treatment system. Key milestones to highlight include:

- Commercial team now in place, with strong track record across business development, systems design and implementation, and agribusiness.

- Further research findings that supports methane mitigation efficacy of close to 80%, and also demonstrates potentially significant commercial co-benefits for farms using the GasAbate manure-treatment system (increased nutrient retention)

- Best-in-class manure-methane abatement Measure / Record / Verify (MRV) data system developed by GlasPort and rolled out on pilot commercial farms

- GasAbate technology achieved Third-Party Assurance from the Carbon Trust, a globally recognised assurance provider for carbon-credit insetting

- Pilot installations completed in partnership with three leading dairy processors in Ireland, UK and Scandinavia

- Discussions progressing with other dairy processors

- Successful installations completed on large commercial dairy, beef and pig farms, and on indoor and outdoor manure storage systems in different jurisdictions

- Emergence of potential opportunities outside dairy, beef and pigs for the technology to mitigate gasses and odours, and increase bioenergy production

- Engagement with regulatory bodies across several key European markets

- Increased international profile, with participation in several leading international events across Europe

- Further success in securing non-dilutive grant funding, including from the Disruptive Technologies Innovation Fund (DTIF), and the Sustainable Energy Authority of Ireland (SEAI)

- Geopolitical instability has potential to disrupt commercial development of GlasPort's business in the short-term but underscores its strong commercial potential in Europe and globally in the medium to long-term;

- Negative impact: sharply increased gas prices in Europe will result in higher raw-material and logistic costs in H2 2026, which may negatively impact gross-margins and cash generation

- Positive impact: renewed geopolitical instability highlights the necessity for the EU to enhance its energy, fertilizer and food security. The EU's heavy dependence on both natural gas and nitrogen-fertilizer supplies from volatile regions is, in the opinion of the Board, likely to add further momentum to EU strategy to increase biogas/biomethane and organic-fertilizer production within the economic block. Treatment with GasAbate significantly enhances yield for biogas/biomethane anaerobic-digester (AD) operators and improves plant-nutrient recycling which reduces the requirement for imported fossil-fuel fertilizer.

GlasPort Call Option

Roebuck owns a Call Option to increase our holding in GlasPort to 82.3% on pre-agreed terms, which becomes exercisable from August 2026 and extends to Q1 2029. Our strategy regarding this Call Option is kept under review by the Board, and any decision to exercise the option in whole or in part would necessitate a further equity raise and shareholder approval.

Plant-based Division turn-around

As outlined in our Interim Statement of 30 September 2025, the UK Food Service market was particularly difficult with M&M sales down by 23% at the half year, but the business stabilised and recommenced sales growth in the second half. We are pleased to confirm that this improving sales trend has continued into H1 FY26.

- M&M sales grew by 2% in Q3 and 4% in Q4 FY25, leaving full-year sales down 11%; this comprised price deflation of -5.2%, volume -5.6%, and mix -0.3%.

- Division sales including Foro were £10.8m, -5.6% on FY24.

- Division was EBITDA marginally positive in FY25, following record profitability in FY24.

- Actions taken to reduce costs and diversify suppliers and customers, positions the division for sales growth and profit recovery in 2026.

- Significant new contract wins with leading food manufacturing groups.

- Management is looking at various options to optimise the value of our investment in this business.

Funding

Roebuck placed 51 million shares at a price of 16 pence in January 2025 to fund the GlasPort and Rumen Tech investments and transaction costs, and for general corporate purposes.

In light of geopolitical instability and market uncertainty which emerged in February 2026, the Board took the precautionary decision in March 2026 to draw down a €1 million loan which increases liquidity headroom through to June 2027.

Dividend

The Board does not recommend payment of a dividend in respect of Financial Year 2025.

Outlook

While international instability has increased and rising energy / ingredient costs have potential to disrupt our businesses in FY26, we believe that our strategic positioning, tight cost management and strong management teams now in place across the group leave us well positioned for growth and value creation despite these challenges in 2026 and beyond.

Our Stakeholders

We look forward with excitement to working with our new colleagues and co-investors in GlasPort and Rumen Tech, and I wish to thank our management and staff in our plant-based business. I want particularly to thank Kieran Mahon and Aidan Hughes for their hard work on reshaping and re-focusing our M&M business during the past year, and Justin McCarthy for his leadership in building a strong commercial team and momentum towards commercialisation of GlasPort and Rumen Tech.

Finally, I want to thank you, our shareholders, whether you are longstanding investors or new investors through our January 2025 placing or market purchases, for your support and confidence in the vision that we have set for Roebuck.

Tommy Conway

Non-executive Chairman

Chief Executives Officer's Review

Roebuck Food Group plc (AIM: RFG; "Roebuck" or the "Group"), is pleased to announce its results for the year ended 31 December 2025.

During 2025, management at Roebuck Food Group plc, continued its work, to reshape the business around agri technology and food ingredients.

Operations

Our largest investment, GlasPort (which was consolidated from February 7^th, 2025) made very considerable progress, with its GasAbate methane abatement product. The business moved from being pre-commercial revenue (at point of acquisition) to generating recurring revenue in the final quarter of the year. Third party independent assurance was attained from the Carbon Trust Assurance, confirming methane abatement by, on average, 78%.

Further non-dilutive grant funding of €1.85m and €0.55m was secured for GlasPort and Rumen Tech respectively. The Measurement, Reporting and Verification (MRV) system was designed and delivered by GlasPort, enabling key data on system operations and manure-management to be recorded and transmitted in real time. Installations were completed on large scale commercial farms, across three countries, with leading dairy processors. 

Rumen Tech, the company developing enteric-methane abatement solutions continued to make good progress in 2025. Its lead candidate, RumenGlas, continues to progress towards the necessary approvals. Renotified regulatory studies are expected to commence in the coming 12 months.

M&M and Foro, our wholly owned plant-based ingredients division which supplies Food Service and Food Manufacturing in the UK and Ireland, had a difficult year in 2025, after a strong year in 2024 (our first full year trading following acquisition in late 2023). Turnover at M&M and Foro declined by 5.66% to £10.8m, compared to FY 2024. Divisional EBITDA was reduced from £520k to £5k. Within this division, sales at Foro increased by 4.2%, from £3.57m to £3.72m. Gross margin percentage at M&M declined by two percentage points, year on year.

·      Division was EBITDA positive in FY25, albeit well down on FY24. Profitability decline reflects reduced sales and gross margin, with cost increases being of lesser impact.

·      Overhead at M&M in 2025 was £1.64m, compared with £1.59m in 2024.

·      Investment in people (Technical, Sales, Admin and Management Succession planning), accounted for the increase in overheads.

·      Action taken to reduce Employee costs. With management transition now complete, employee costs will reduce by circa £0.27m, commencing Q2 2026 on a 12-month run-rate basis; this represents a 27% reduction versus 2025, on a like for like comparison. This is significant as employee costs typically account for close on 65% of the overhead at M&M.

·      Action taken to diversify suppliers and customers, positions the division for sales growth and profit recovery in 2026. M&M sales in Q1 2026 were plus 3% year on year, and with and improving trend.

·      Significant new contract wins with leading multinational food manufacturing groups

·      Management are acutely aware of the need to recover gross margin and will implement whatever changes are necessary to achieve this Despite increases in freight costs, (inbound and outbound) since the commencement of the Gulf war, we are seeing improvements in gross margin.

Outlook

Notwithstanding challenges in the current year arising from the Gulf war and the consequent impact on raw-material, logistic and packaging prices, I am happy to say that we are optimistic for the future of Roebuck Food Group plc. The reset we embarked on in mid-2023, is almost complete.

We are very encouraged by the number and variety of leading food processors who have already engaged with GlasPort, and we believe that GasAbate is one of the few solutions which can deliver meaningful and verifiable Scope 3 GHG emission reductions for food processors while posing no risk of consumer acceptance, and with multiple co-benefits for the farm enterprise.

Our plant-based division has been largely restructured. Business processes have been simplified and the book of business has been diversified, with the addition of key new suppliers and customers. Sales trends are improving and management are focused on margin improvement and return on capital. In M&M, we are seeing growth in a new vertical, which is the supply of specialist ingredients direct to Food Manufacturing companies. With this new line of business, together with new key suppliers and a reduced operating cost base, we believe that M&M is well positioned to grow sales and profitability once again. Management have and continue to look at various options to optimise the capital value of this business.

Finally, I would like to thank the management teams and staff across our operations for their commitment and contribution in 2025.

Kieran Mahon

Chief Executive Officer

Roebuck Food Group Plc Consolidated Statement of Comprehensive Income
For the financial year end 31 December 2025
					2025		2024*
					£'000		£'000
Continuing operations
Revenue					11,008		11,480
Cost of sales					(9,507)		(9,341)
Gross profit					1,501		2,139
Other income					297		-
Administrative expenses					(4,497)		(2,710)
Acquisition and related costs					(71)		(1,122)
Operating loss from continuing operations					(2,770)		(1,693)
Interest received					-		-
Finance expenses - lease interest					(3)		(1)
Finance expenses - interest on bank loans					(17)		(19)
Loss on continuing activities before taxation					(2,790)		(1,713)
Income taxes - Corporation tax					40		(46)
Income taxes - Deferred tax					63		1
Loss for the financial year from continuing operations					(2,687)		(1,758)
Loss for the financial year from discontinued operations					(128)		(3,636)
Loss for the financial year					(2,815)		(5,394)
Other comprehensive income/ (expense)					44		(4)
Total comprehensive loss for the financial year					(2,771)		(5,398)

Losses attributable to:
Owners of the parent			(1,920)	(5,398)
Non-Controlling Interest			(851)	-
			(2,771)	(5,398)

* The 2024 Consolidated Income Statement has been updated to reflect the continued operations only.

Roebuck Food Group Plc Consolidated Statement of Comprehensive Income (Continued)

For the financial year end 31 December 2025

			2025	2024*
Loss per share expressed in pence per share:
From continuing operations - basic			(2.75)p	(3.6)p
- diluted			(2.75)p	(3.6)p
From discontinued operations - basic			(0.13)p	(7.3)p
- diluted			(0.13)p	(7.3)p

* The 2024 Consolidated Income Statement has been updated to reflect the continued operations only.

Roebuck Food Group plc
Consolidated Statement of Financial Position
As at 31 December 2025

2025 2024 £'000 £'000 Non-current assets Goodwill 966 - Investments - fair value through profit or loss (FVTPL) 833 - Intangible assets 5,281 540 Equity option derivative - fair value through profit or loss (FVTPL) 928 - Property, plant and equipment 1,120 1,055 9,128 1,595 Current assets Trade and other receivables 1,996 1,522 Inventories 1,494 1,302 Cash and cash equivalents 1,759 115 5,249 2,939 TOTAL ASSETS 14,377 4,534 Equity attributable to owners of the parent Share capital 2,077 990 Share premium account 8,938 2,094 Other reserves (54) (98) Retained earnings (4,005) (2,041) Equity attributable to owners of the parent 6,956 945 Non-controlling interest 3,665 - TOTAL EQUITY 10,621 945 Non-current liabilities Borrowings 13 9 Deferred tax 607 71 620 80 Current liabilities Trade and other payables 2,354 2,919 Borrowings 782 590 3,136 3,509 TOTAL EQUITY AND LIABILITIES 14,377 4,534

Roebuck Food Group plc

Consolidated Statement of Changes in Equity For the year ended 31 December 2025

		Share capital		Share Premium		Other reserves			Retained Earnings	Total attributable to owners of parent	Non Controlling interest	Total
		£'000		£'000		£'000		£'000		£'000	£'000	£'000
At 1 January 2024		990		2,094		(94)		3,353		6,343	-	6,343
Loss for the financial year		-		-		-		(5,394)		(5,394)	-	(5,394)
Foreign exchange gain		-		-		(4)		-		(4)	-	(4)
Total comprehensive income for the financial year		-		-		(4)		(5,394)		(5,398)	-	(5,398)
Transactions with owners		-		-		-		-		-		-
At 31 December 2024		990		2,094		(98)		(2,041)		945	-	945
Loss for the financial year		-		-		-		(1,964)		(1,964)	(851)	(2,815)
Foreign exchange loss		-		-		44		-		44	-	44
Total comprehensive income for the financial year		-		-		44		(1,964)		(1,920)	(851)	(2,771)
Issue of share capital		1,087		7,131		-		-		8,218	-	8,218
Share issue costs		-		(287)		-		-		(287)	-	(287)
Non-controlling interest - at acquisition		-		-		-		-		-	4,516	4,516
Transactions with owners		1,087		6,844		-		-		7,931	4,516	12,447
At 31 December 2025		2,077		8,938		(54)		(4,005)		6,956	3,665	10,621

Roebuck Food Group plc

Consolidated Cash Flow Statement For the year ended 31 December 2025

		2025	2024*
		£'000	£'000
Cash flow from operating activities
Loss on Continuing Operations before taxation		(2,790)	(1,713)
Foreign exchange gain		34	(82)
Loss on discontinued activities		(128)	(3,636)
Finance expenses		20	20
Goodwill written off		-	2,338
Intangible asset amortised		437	60
Equity option derivative		163	-
Depreciation - property, plant and equipment		105	98
Operating cash flows before changes in working capital		(2,159)	(2,915)
Changes in working capital and provisions:
Increase in inventories		(192)	(258)
Decrease in trade and other receivables		2,996	2,127
Decrease in payables		(1,421)	(907)
Taxation received/(paid)		43	(87)
Net cash from operating activities		1,426	875
Cash flow from investing activities
Payment to acquire investment		(833)	-
Payment to acquire subsidiary		(4,738)	-
Proceeds from sale of assets		-	1,392
Costs incurred in disposal of assets		-	(117)
Debt included in subsidiaries disposed		-	(630)
Fixed assets written off		-	1,973
Cash acquired as part of acquisition		-	-
Purchase of property, plant and equipment		(95)	(78)
Patent additions		(84)	-
Net cash (used in)/ generated from investing activities		(5,750)	2,540
Invoice finance utilised		193	(493)
Finance lease capital repayments		(14)	(1,010)
Finance lease additions		17	-
Term loan repayments		-	(68)
Net proceeds from issue of share capital		7,931	-
Net cash generated from/(used in) financing activities		8,127	(1,571)
Net increase/(decrease) in cash and cash equivalents		1,644	(1,071)
Cash and cash equivalents beginning of the financial year		115	1,186
Cash and cash equivalents end of the financial year		1,759	115

* The 2024 Consolidated Income Statement has been updated to reflect the continued operations only.

 

END