Final Results

SDI Group PLC

29 July 2026

 

SDI Group plc

("SDI", the "Company", or the "Group")

Final Results

Strong performance, scaling our platform for compounding growth

29 July 2026 - SDI Group plc, the buy and build group, focused on companies which design and manufacture specialist lab equipment, industrial & scientific sensors and industrial & scientific products, announces its final audited results for the year ended 30 April 2026 ("FY26" or the "Period").

Strategic and Operational Highlights

·      Delivered strong growth across all divisions, with a 12.6% increase in Group revenues, driven by robust demand across end markets, and a 6.7% increase in second-half organic growth on a constant currency basis

·      Further investments across the Group into new product development, commercial and operational capabilities

·      Internal collaboration focus delivering tangible cross-group synergies and knowledge transfer across the portfolio

·      Acquisition of Severn Thermal Solutions Limited ('Severn') and PRP Optoelectronics Limited ('PRP'), demonstrating continued delivery of earnings-enhancing acquisitions

·      Strong track record of revenue and adjusted operating profit* growth - CAGR of 24.1% and 36.0%, respectively, since 2015

·      Renewed the Group's £25m revolving credit facility, plus a £15m accordion, ensuring full support for active acquisition pipeline

Financial Summary

·      Revenues increased to £74.5m (FY25: £66.2m), with full year's contribution from InspecVision and Collins Walker, together with post-acquisition revenues from Severn and PRP

·      Organic revenue growth of 5.5% (5.3% on a constant currency basis), and 7.1% growth from acquisitions

·      Gross margins (on materials only) improved to 66.0% (FY25: 64.9%)

·      Adjusted operating profit* up 16.1% to £11.6m (FY25: £10.0m), with reported operating profit up 18.0% to £8.2m (FY25: £6.9m)

·      Adjusted profit before tax* increased 16.8% to £9.9m (FY25: £8.5m), with reported profit before tax up 19.7% to £6.5m (FY25: £5.5m)

·      Adjusted diluted EPS* improved to 7.17p (FY25: 6.18p) and reported diluted EPS increased to 4.59p (FY25: 3.81p)

·      Cash generated from operations of £10.2m (FY25: £12.9m). Net debt (debt less cash, excluding lease liabilities and deferred consideration) of £24.0m (FY25: £13.8m), despite £13.4m of acquisition-related spend (on a cash-free basis)

Outlook

·      The Group enters the new financial year with strong momentum, a great platform for continued growth, and an expanding market footprint

·      Stable strategy in place with the diversity of the portfolio ensuring the Group is well placed for future growth

·      Expect to deliver FY27 performance in line with current market expectations**

Stephen Brown, Chief Executive Officer of SDI, said:

"FY26 has been a year of real momentum for SDI Group, as we start to see the benefits of our strategic focus over the past two years. We have moved beyond simply proving the resilience of our model, to delivering growth by driving operational and commercial excellence, fostering internal synergies, and accelerating our market reach across all three divisions.

We enter FY27 with momentum across the business as product development, new client wins in the UK and internationally, and involvement in a number of pioneering projects drive growth. We also continue to identify and acquire high-quality businesses that meet our strict investment criteria, further strengthening the portfolio.

Our strategy is clear, consistent and the strength of our portfolio model means we are confident in our trajectory and our ongoing ability to deliver sustainable, long-term returns."

A copy of the shareholder presentation regarding the financial results for the year ended 30 April 2026 will be available on the Company's website www.sdigroup.com/investors/reports-presentations later today.

* Before share based payments, acquisition costs, reorganisation costs and amortisation of acquired intangible assets.

** Analysts from Cavendish Capital Markets Limited, Stifel Nicolaus Europe Limited, Progressive Equity Research and other third parties regularly provide research on the Company, some of which is accessible from our website, and the Group considers the average of their forecasts to represent market expectations, being for FY26; Revenues of £74.5m, Adjusted Operating Profit of £11.4m and Adjusted Profit Before Tax of £9.8m. For FY27 the average of their forecasts are; Revenues of £82.9m, Adjusted Operating Profit of £13.1m and Adjusted Profit Before Tax of £11.2m.

Investor Presentation

Stephen Brown, Chief Executive Officer, Ami Sharma, Chief Financial Officer, and James Dimitriou, Group Head of Corporate Development, will provide a presentation and Q&A for investors via the Investor Meet Company platform on Wednesday, 29 July at 2.00 p.m. BST. The Investor Meet Company presentation is open to all existing, and potential, shareholders.

Investors can register for the presentation via the following link: https://www.investormeetcompany.com/sdi-group-plc/register-investor.

Enquiries
SDI Group plc Stephen Brown, Chief Executive Officer Amitabh Sharma, Chief Financial Officer James Dimitriou, Group Head of Corporate Development	[phone] www.sdigroup.com
Cavendish Capital Markets Ltd (NOMAD & Joint Corporate Broker) Ed Frisby / Seamus Fricker - Corporate Finance Andrew Burdis / Sunila de Silva - Corporate Broking	[phone]
Stifel (Joint Corporate Broker) Fred Walsh / Brough Ransom / Ben Good	[phone]
Vigo Consulting (Financial Communications) Tim McCall / Rozi Morris / Fiona Hetherington	[phone] [e-mail]

About SDI Group plc:

SDI Group plc is a group of small to medium size companies with specialist industrial and scientific products in growth sector niches which help solve customers' key challenges.

It specialises in the acquisition and development of companies that design and manufacture specialist products for use in lab equipment, industrial & scientific sensors and industrial & scientific products.

Its portfolio of businesses serves a broad spectrum of specialised markets, ranging from advanced industrial technologies (aerospace & defence, manufacturing, semiconductors and precision measurement) to scientific and medical applications (life sciences, healthcare and astronomy).

SDI aims to continue its growth through driving the organic growth of its portfolio companies and by the acquisition of complementary technology businesses with established reputations in global markets.

For more information, please see: www.sdigroup.com  

Audited Report and Financial Statements

The results have been extracted from the audited financial statements of the Group for the year ended 30 April 2026. The results do not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. Whilst the financial information included in this announcement has been prepared in accordance with UK adopted international accounting standards and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, this announcement does not itself contain sufficient information to comply with IFRS. The Group will publish full financial statements that comply with IFRS. The audited financial statements incorporate an unqualified audit report. The Auditor's report on these accounts did not draw attention to any matters by way of emphasis and did not contain statements under S498(2) or (3) Companies Act 2006.

Statutory accounts for the year ended 30 April 2025, which incorporated an unqualified auditor's report, have been filed with the Registrar of Companies. The Auditor's report on these accounts did not draw attention to any matters by way of emphasis and did not contain statements under S498(2) or (3) Companies Act 2006.

The Group's Annual Report for the year ended 30 April 2026 will, on 28 August 2026, be available to view on the Company's website: www.sdigroup.com/investors/reports-presentations/, and be sent to shareholders together with a notice of AGM which will also be available on the Company's website. 

Notice of AGM

The Company's Annual General Meeting will be held at the offices of Stifel Nicolaus Europe Limited, 4^th Floor, 150 Cheapside, London, EC2V 6ET on Wednesday, 23 September 2026 at 11.00am.

Chairman's Statement for the year ended 30 April 2026

On behalf of the Board, I am pleased to present the Annual Report and Accounts for SDI Group plc ('SDI') for the financial year ended 30 April 2026. This has been a positive year for the Group, characterised by robust execution, investment in the operational and commercial capabilities of our businesses, and the successful scaling of our compounding buy-and-build strategy.

Delivering both organic and inorganic growth is the driving force of our decentralised model. This model empowers our subsidiaries with autonomy while providing them with the financial and strategic support of the Group. We have expanded our market footprint and deepened our operational capabilities across the year, which has yielded excellent results across all three of our divisions.

Delivering on our Strategy

During the year, we executed two earnings enhancing acquisitions that perfectly align with our strict criteria of targeting profitable, niche technology manufacturers.

In June 2025, we welcomed Severn Thermal Solutions Limited, bringing exposure to advanced material processing within the nuclear and aerospace sectors. This was followed in February 2026 by the acquisition of PRP Optoelectronics Limited, a pivotal move that solidifies our presence in the high-performance avionics and defence markets. Both businesses have been smoothly incorporated into the Group.

While future acquisitions will, where possible, be funded by earnings and cash flows from our existing businesses, we renewed and expanded our borrowing facilities during the year, securing a three-year £25m revolving credit facility with HSBC, alongside a £15m accordion option. This optimised capital structure ensures our acquisition pipeline remains fully supported and we have the necessary runway to execute upon future opportunities.

We also remain focussed on continuing to deliver our clear organic growth strategy, and the 7.6% revenue increase achieved in the second half of the year demonstrates momentum building in the business. To ensure we maintain the right level of operating capital and funding available for acquisitions, the Board has again decided not to pay a dividend to ordinary shareholders on the share register this financial year but will keep this under review.

Board

The composition of the Board remained unchanged during the period. Post year-end, David Tilston announced he would be stepping down as a Non-Executive Director in line with corporate governance best practice as he approached his maximum tenure and leaves the business at the end of July. Mark Fryer was subsequently appointed Independent Non-Executive Director and joined the business on 16 July 2026. Mark will assume the role of Chair of the Audit committee from 1 August 2026. We would like to thank David for his contributions to SDI and wish him all the best for the future.

We remain focussed on ensuring the Board is equipped with the rigorous strategic, financial, and M&A expertise required to govern a fast-growing, AIM-quoted, serial acquirer. Furthermore, we remain deeply committed to our ESG responsibilities, continually evaluating how our operations and the technologies we manufacture can positively impact our environment and society.

Our People

Delivering growth for SDI Group is ultimately a testament to the more than 550 individuals employed across our 19 locations in the UK and internationally. The entrepreneurial tenacity displayed by our subsidiary leadership teams, and the operational excellence of their staff, is the driver of our success. On behalf of the Board, I extend my deepest gratitude to all our colleagues for their exceptional contributions this year.

Outlook

We enter the new financial year with strong momentum and a great platform for continued growth. Our portfolio companies are securing high-profile international contracts, cross-group synergies are beginning to materialise, and our acquisition pipeline is healthy. The Board remains highly confident in SDI's strategy, trajectory and ability to deliver compounded, long-term value for our shareholders.

Ken Ford

Chairman

29 July 2026

Chief Executive Officer's Report for the year ended 30 April 2026

Overview

This financial year has been one of real momentum for SDI Group, as we start to see the benefits of our strategic focus over the past two years. We have moved beyond simply proving the resilience of our model, to delivering growth by proactively driving operational and commercial excellence, fostering internal synergies, and accelerating our market reach.

To support this, we expanded the Group-level management team this year, to strengthen our capacity for portfolio management and organic growth. This enhanced leadership structure has already proven instrumental in facilitating cross-group knowledge sharing and unlocking collaborative commercial opportunities. Following the integration of Collins Walker into LTE Scientific at the end of the year, we now operate 17 established businesses worldwide, exporting an estimated 70% of our highly specialised products to international markets.

I am proud to be able to report on the positive momentum and our achievements this year. They are testament to our decentralised and entrepreneurial business model, our clear strategy for growth, and our excellent teams across the Group.

Operational Review

Our portfolio businesses are grouped into three divisions: Industrial & Scientific Sensors ('Sensors'), Laboratory Equipment ('Laboratory'), and Industrial & Scientific Products ('Products').

Industrial & Scientific Sensors

MPB Industries ('MPB'), Sentek, Peak Sensors ('Peak'), Chell Instruments ('Chell'), Astles Control Systems ('Astles') and PRP Optoelectronics ('PRP')

Revenues in the Sensors division increased 22.9% to £20.9m (FY25: £17.0m).

Our Sensors portfolio continues to penetrate the highest tiers of global manufacturing in prestigious industries like medical, water, process, food & beverage, aerospace, defence, avionics and motorsport. Chell enjoyed a phenomenal year; it expanded its dominance in Formula One to supply 10 of the 11 teams following the addition of Cadillac, whilst simultaneously securing aerospace contracts for the Tempest aircraft programme and HALO Space's near-space testing. Chell also executed on a £0.9m contract to supply testing machines and support equipment to a leading gas meter manufacturer's new production facility, as well as delivering a bespoke designed Q-DAQ scanner variant to a major UK based aero engine manufacturer.

Sentek successfully secured a £2.1m contract with a multinational industrial client for custom electrochemical sensors. It has partnered with this customer for several years, reflecting both the quality of the Sentek's products and customer service offering. Sentek also received annual orders totalling £0.8m from a large OEM for pH electrodes used in drug discovery applications.

MPB launched a new addition to its flowmeters and control instrumentation products, the Long Series 1200 Flowmeter. This delivers instantaneous flow rate measurement for virtually any process gas or liquid, with applications across multiple markets including medical and aviation.

The division was further bolstered by the addition of PRP in February 2026, deepening exposure in aerospace and defence, both high-barrier and growth markets.

Laboratory Equipment

Monmouth Scientific ('Monmouth'), Safelab Systems ('Safelab'), Synoptics, LTE Scientific ('LTE') and Severn Thermal Solutions ('Severn')

Revenues in the Laboratory division increased 12.4% to £27.0m (FY25: £24.0m).

This division demonstrated excellent commercial traction, driven by substantial contract wins and product innovation. Safelab secured a major £1.3m government contract to supply over 100 Airone XP4 fume cupboards to the defence industry, alongside a significant HEB2 higher education contract win in Ireland to be executed in FY27.  It also recently launched the new Airone C700 recirculating fume cupboard, a compact solution designed for university laboratories, R&D facilities, pharmaceutical labs and industrial testing environments.

Monmouth expanded its capabilities by forming an exclusive partnership with IMeBIO for mobile modular cleanrooms and biocontainment laboratories. The partnership opens up new markets to Monmouth, with the mobile cleanrooms able to be installed in just five hours, allowing organisations to respond quickly to urgent research or biocontainment needs. Monmouth has also successfully delivered a 1,700 sq. ft. ISO Class 8 cleanroom for Parker Hannifin, demonstrating the scalability of its solutions.

Severn proved its technological pedigree by developing a new vacuum furnace alongside the UK Atomic Energy Authority ('the Authority'), followed by an order from the Authority for three furnaces. This new market is showing strong potential.

LTE, the manufacturer and supplier of laboratory and medical equipment, received a bulk order for bespoke drying cabinets for a major client, demonstrating the importance of its solutions to customers. The units have been designed to be flexible, stand-alone solutions for use across multiple rooms.

Industrial & Scientific Products

Fraser Anti-Static Techniques (''Fraser'), Atik Cameras ('Atik'), Applied Thermal Control ('ATC'), Graticules Optics, Scientific Vacuum Systems ('SVS'), InspecVision and Collins Walker

Revenues in the Products division increased 5.6% to £26.6m (FY25: £25.1m).

Innovation and international expansion defined this division's year. Atik, leveraging further strong penetration in the SDA (Space Domain awareness) industry won a pivotal integration into the MOTHRA (Modular Optical Telephoto Hyperspectral Robotic Array) all-lens telescope project for deep-space observation. The project aims to construct the world's largest all-lens telescope, with capabilities exceeding those of any existing telescope on Earth or in space. This was one example of their growing traction within adjacent markets; driven by their passion for developing groundbreaking products that their customers require.

InspecVision continued to gain traction in North America, completing installations in key multinational companies across the aerospace, e-commerce, and industrial manufacturing sectors, as well as expanding its customer base with new contracts in the UK and the Netherlands. It received the "Best Award 2025 for Innovation" at the industry leading Blechexpo International Trade Fair for its AI-powered guidance and verification system.

SVS also demonstrated the stickiness of its customer relationships by securing, amongst others, a £2.2m contract with a leading global consumer brand which has been a long-term customer.

Fraser has continued its contract momentum from both existing and new customers, in particular seeing increased order activity from South Korea, a key market and high-quality base for industrial manufacturing.

Organic Growth Initiatives

A core pillar of our growth strategy remains the extraction of tangible value from our group network, and this year we made excellent progress in driving internal technical synergies.

Demonstrating this collaborative approach, Monmouth partnered with Fraser to co-develop advanced static control systems for a new Circulaire^® Powder Containment Cabinet (PCC) Pro. By integrating Fraser's X-12 ioniser bar directly into the cabinet design, Monmouth have successfully addressed a critical industry challenge - electrostatic charge in fine powder handling - to deliver vastly superior process consistency and precision weighing stability for our customers.

Compounding these cross-divisional wins, Severn has actively aligned its procurement with our internal capabilities, sourcing high-efficiency chillers directly from ATC. These initiatives perfectly illustrate the operational and commercial advantages of the SDI Group framework, leveraging shared expertise to accelerate product innovation while keeping high-value manufacturing spend within the Group.

Beyond individual product collaborations, our focus this year has been firmly on driving Group-level organic growth through cross-business operational excellence and shared market access. To build a more resilient and scalable infrastructure, we have invested in modern ERP systems at Fraser and Peak, establishing a digital blueprint whose operational learnings will actively benefit the wider Group. This is matched by our sustained commitment to R&D, where targeted investment is converting past innovation into tangible commercial success, with revenues now being generated from the product lines launched last year.

Crucially, we continue to leverage the collective strength of our portfolio to unlock new markets. A prime example of this unified approach was our second appearance as a collective at Lab Innovations, again bringing five of our businesses together under a single banner to showcase an integrated product offering at the UK's leading event dedicated to the laboratory community. Similarly, Fraser and InspecVision are actively collaborating to penetrate the automotive sector and open up new targeted geographic corridors. Supporting all of these initiatives is a vastly improved framework for knowledge sharing, championing 'the sum of our parts' philosophy.

Our Group marketing function, established last year, has already driven major digital transformations, delivering new websites and successful rebranding initiatives across six portfolio companies, most prominently at Monmouth, Atik and Collins Walker.

Inorganic Growth

Our stringent acquisition criteria remain unchanged: we seek earnings-enhancing, cash-generative manufacturing businesses occupying scientific or industrial niches. During FY26, we deployed capital into two highly strategic additions:

Severn Thermal Solutions (acquired June 2025): Acquired for a net consideration of £4.8m, this Dursley-based manufacturer of high-temperature furnaces and environmental chambers immediately enhanced our Laboratory Equipment division. It serves blue-chip clients in the nuclear, semiconductor, and aerospace sectors.

PRP Optoelectronics (acquired February 2026): Acquired for a total consideration of £9.3m. After retaining £0.7m for working capital, the net consideration was £8.6m. This was settled through initial net cash payments of £7.9m, with the remaining £0.7m paid shortly after the year end. This Swindon-based business designs and manufactures custom high-performance microLEDs. Sitting within our Sensors division, PRP represents a strategic leap into the high-barrier avionics market, supplying mission-critical components for platforms including the Eurofighter Typhoon, the F-16, and the F-22 Raptor.

We continue to actively evaluate potential acquisitions and remain highly confident in our strong pipeline of opportunities.

People

A key component of our long-term people strategy is a focus on fostering internal talent and developing the next generation of business leaders. This year, we were delighted to sponsor five of our colleagues onto Level 6 CMI (Chartered Management Institute) apprenticeships, a rigorous professional pathway that ultimately leads to an MBA.

Representing a cross-section of our portfolio, with rising leaders selected from Safelab, Monmouth, LTE, Synoptics and Sentek, this initiative ensures our individual businesses are equipped with world-class operational and strategic management capabilities. By investing deeply in these individuals today, we are actively shaping the future leadership across the Group and reinforcing our commitment to organic career progression.

As always, the success of SDI Group is a direct result of the dedication, expertise and entrepreneurial spirit of our people. I want to extend my sincere thanks to all our colleagues for their hard work and commitment throughout the year. It is their contributions that drive our innovation and are fundamental to delivering value to our customers and shareholders.

Outlook

SDI Group is a more capable, interconnected, and dynamic enterprise today than it was twelve months ago. We continue to leverage our expanded management bandwidth to drive operational excellence, promote cross-selling synergies, and invest in R&D.

With a renewed debt facility providing significant firepower, we are actively managing a robust pipeline of earnings-enhancing acquisition targets. Backed by a strong order book and the positive momentum generated by our total 7.6% H2 organic growth, we expect our FY27 performance to be in line with market expectations, and remain confident that we will deliver sustainable, compounding and long-term value for all our shareholders.

Stephen Brown

Chief Executive Officer

29 July 2026

Chief Financial Officer's Report for the year ended 30 April 2026

Revenue and Profits

SDI Group revenues increased by 12.6% to £74.5m in FY26 (FY25: £66.2m). There were two acquisitions over the period, Severn, which was acquired in June 2025 and PRP, which joined the Group in mid-February 2026. Severn and PRP, together with the new acquisitions made in FY25, InspecVision and Collins Walker, contributed inorganic revenues of £4.7m (7.1%). Excluding these revenues, organic revenues increased 5.3% on a constant currency basis, 5.5% (£3.65m) in absolute terms. Organic growth was particularly strong over the second half of the year, with the Group achieving 6.7% in growth on a constant currency basis, 7.6% in absolute terms.

Gross profit (on materials only) increased to £49.2m (FY25: £42.9m) whilst gross margins improved to 66.0% (FY25: 64.9%). On a like-for-like basis (including prior year acquisitions from the anniversary of the transaction), gross margins increased from 64.9% to 65.7%, a very good result. The Group's cost base increased organically driven by several factors. These included the full-year impact of increases in National Insurance contributions and the National Minimum Wage as well as apprenticeship levy charges, which raised operating costs. The Group also invested in additional management resources to increase capacity and support the execution of its organic growth strategy. In addition, the Group's improved performance resulted in a higher bonus provision.

Adjusted operating profit grew, pleasingly, by 16.1% to £11.6m (FY25: £10.0m) being operating profit before share-based payments, acquisition costs, reorganisation costs and amortisation of acquired intangible assets. Net adjusted operating margins improved to 15.5% from 15.0% in FY25. This was due to the mix effect from the higher net margin acquisitions, improved profitability at Atik and better margins and cost control at Fraser.

Looking at divisional performance, on a reported basis, the Industrial & Scientific Sensors ('Sensors') division revenues grew by 22.9% to £20.9m (FY25: £17.0m), with momentum increasing over the second half of the year. PRP joined the Sensors division in February 2026. Adjusting for PRP's contribution, Sensors achieved 15.4% organic revenue growth. Chell had an excellent year, delivering most of a £0.9m contract with a leading manufacturer. Sentek saw strong growth, with its large OEM customers increasing their demand. Peak had a successful year, with projects in the glass industry driving growth. Astles saw increased demand for chemical dosing systems. Net operating margins of 25.1% compared to 26.4% in FY25.

The Laboratory Equipment ('Laboratory') division revenues grew by 12.4% to £27.0m compared to FY25 (£24.0m). Severn joined the Laboratory division in June 2025. Adjusting for Severn's contribution, the division saw organic revenue growth of 4.8%.  Safelab had a very good year as it executed a large contract for a UK Government customer. Monmouth improved cleanroom sales and LTE increased sales across its product range. Synoptics continued to see a slower life sciences market. Margins of 11.3% in FY25 improved to 13.0% in FY26.

The Industrial & Scientific Products ('Products') division saw revenues increase by 5.6% to £26.6m (FY25: £25.1m). This included a full year's contribution from InspecVision, which joined the Group in October 2024 and Collins Walker which was acquired in April 2025. Adjusting for this, the organic growth in the Products division was broadly flat, with a small reduction of 0.5%. Atik performed very strongly, increasing revenues and profits, as it executed a $4m professional astronomy contract. Improved cost control and margins at Fraser led to increased profitability in a flat market. SVS saw a much slower period than last year due to the comparative period including the production of two systems, compared to one for much of FY26. A significant contract totalling £2.2m was won towards the end of the financial year, most of which is to be delivered across FY27. ATC continued to experience a chiller market slow-down largely due to regulatory changes relating to bans in refrigerant fluorinated gases ('F-gases'), with new ATC products being released to market to address these changes. Margins in this division improved from 19.8% to 23.0%.

	2026 Total £'000	2025 Total £'000
Revenue
Industrial & Scientific Products	26,553	25,135
Industrial & Scientific Sensors	20,940	17,035
Laboratory Equipment	26,996	24,007
Group	74,489	66,177
Adjusted operating profit
Industrial & Scientific Products	6,099	4,950
Industrial & Scientific Sensors	5,253	4,493
Laboratory Equipment	3,505	2,703
Central costs	(3,295)	(2,189)
Group	11,562	9,957

Reported operating profit increased to £8.2m (FY25: £6.9m) due to the improved underlying profitability this financial year.

Reorganisation Costs

During the period, the Group incurred £0.4m (FY25: £0.4m) in one-off costs largely relating to specific senior role changes.

Dividends

As noted in the Chairman's statement, there was no dividend payable to ordinary shareholders on the share register this financial year.

Intangible Assets (excluding R&D)

Intangible assets increased by £13.8m from £48.0m to £61.8m at the end of FY26. Gross intangible assets (excluding R&D) grew by £15.4m as a result of the two acquisitions in the year: Severn (£5.5m) and PRP (£9.9m). Amortisation of £2.3m was charged in the period (FY25: £1.7m) against customer relationships, trade names and other intangible assets. The £15.4m in increased intangible cost was split as follows: £7.5m goodwill, £6.0m customer relationships, £1.7m order book related and £0.2m other intangible assets.

Investment in R&D

Under IFRS we are required to capitalise certain development expenditure, and in the year ended 30 April 2026, £1.1m (FY25: £0.6m) of cost was capitalised. Much of the work of our R&D teams does not qualify for capitalisation and is charged directly to expense. Amortisation for FY26 was £0.4m (FY25: £0.3m). The carrying value of the capitalised development at 30 April 2026 was £2.2m (FY25: £1.5m) to be amortised over three to five years.

Parent Company

In accordance with IFRS requirements, the Parent Company has carried out a review of the carrying value of investments in subsidiaries, as well as the recoverability of intercompany account balances at year end. Having completed the impairment reviews, the Parent Company has booked a total impairment of £1.1m against the carrying value of Monmouth. This does not impact upon the Group's reported results.

Interest Payable

Interest charges for the year increased to £1.6m (FY25: £1.5m). This small increase was due to the higher levels of debt through the year, but with lower rates of interest.

Taxation

The taxation charge for the year was £1.6m (FY25: £1.4m) representing an effective tax rate of 24.8% compared to 26.1% in FY25. The effective tax rate on adjusted PBT was similar to last year at 22.7% (FY25: 22.7%). The Group continues to benefit from R&D tax credits.

Earnings per Share

Adjusted diluted EPS, an alternative performance measure which excludes certain non-cash and non-recurring expenses, was 7.17p (FY25: 6.18p), an increase of 16.0%. The diluted earnings per share for the Group increased 20.5% to 4.59p (FY25: 3.81p).

Cash Flow and Working Capital

Cash generated from operations reached £10.2m in FY26 compared to £12.9m in FY25. This was due to a £3.1m increase in working capital, compared to a £1.3m reduction the previous financial year. Trade debtors increased by £1.5m (and trade creditors by £0.6m) due to significant activity over the last two months of the financial year. Inventories increased by £1.0m across several businesses, with the largest increases at Atik and Monmouth. Other debtors/creditors rose by a net £1.1m, the largest component being £0.5m relating to SVS's ongoing long-term contract with a UK Government customer, which should be received in FY27. FY25 year end was an unusually low working capital position for the Group.

Taxes paid reduced to £1.8m (FY25: £2.1m).

Our investment in fixed assets (excluding for acquisitions) increased to £1.45m (FY25: £1.2m), remaining at circa 2% of revenues.

Acquisition of new businesses remains our largest cash outlay, with £12.7m deployed on a cash-free basis (FY25: £7.3m, net of loans repaid). Of this, £7.9m related to PRP and £4.8m to Severn. Deferred consideration of £0.7m (FY25: £0.6m) was outstanding at the end of FY26, relating to the February 2026 acquisition of PRP. This was paid in May 2026.

Funding

The Group acquired two businesses over the period, funded through additional debt.

Net debt (excluding lease liabilities and deferred consideration), or bank debt less cash, was £24.0m at the end of the year, higher than the beginning of the period (£13.8m).

On 27 November 2025, the Group renewed and expanded its committed loan facility with HSBC to £25m, with an accordion option of an additional £15m. The renewed facility has a repayment date of 27 November 2028 and is extendable for two further years. Both the accordion option and the extensions are at HSBC's discretion. The Group exercised £6m of its accordion option in early February 2026 to finance the acquisition of PRP.

At the end of the financial year the Group had drawn down £27.0m of its revolving credit facility (FY25: £15.1m), leaving £4.0m in headroom excluding an additional £9.0m accordion option, which is available subject to HSBC's discretion.

The Group has sufficient access to funds, alongside its cash flow, both to execute on its acquisition pipeline and provide further investment in our current portfolio of businesses.

Amitabh Sharma

Chief Financial Officer

29 July 2026

Consolidated income statement and statement of comprehensive income

for the year ended 30 April 2026

	Note	2026 £'000	2025 £'000
Revenue	4	74,489	66,177
Other income		568	577
Operating costs	5	(66,875)	(59,822)
Operating profit		8,182	6,932
Net financing expenses		(1,646)	(1,470)
Profit before tax		6,536	5,462
Income tax	6	(1,620)	(1,424)
Profit for the year		4,916	4,038
Attributable to:
Equity holders of the parent company		4,909	3,984
Non-controlling interest		7	54
Profit for the year		4,916	4,038

Statement of Comprehensive Income		2026 £'000	2025 £'000
Profit for the year		4,916	4,038
Other comprehensive income
Items that will be reclassified subsequently to profit and loss:
Exchange differences on translating foreign operations		(31)	(141)
Total comprehensive income for the year		4,885	3,897
Attributable to:
Equity holders of the parent company		4,878	3,843
Non-controlling interest		7	54
Total comprehensive income for the year		4,885	3,897

Earnings per share	Note	2026	2025
Basic earnings per share	10	4.70p	3.86p
Diluted earnings per share	10	4.59p	3.81p

Consolidated balance sheet

At 30 April 2026

				30 April 2026	30 April 2025
Company registration number: 06385396			Note	£'000	£'000
Non-current assets
Intangible assets			11	61,794	48,027
Property, plant and equipment				8,706	8,151
Right-of-use leased assets				6,671	6,243
Deferred tax asset				25	86
				77,196	62,507
Current assets
Inventories				13,489	11,079
Trade and other receivables				17,458	13,116
Corporation tax asset				-	216
Cash and cash equivalents				2,897	1,313
				33,844	25,724
Total assets				111,040	88,231
Non-current liabilities
Borrowings			9	(33,113)	(21,070)
Provisions				(245)	(281)
Deferred tax liability				(6,555)	(4,900)
				(39,913)	(26,251)
Current liabilities
Trade and other payables				(15,185)	(11,331)
Provisions				(127)	(68)
Borrowings			9	(1,021)	(906)
				(16,333)	(12,305)
Total liabilities				(56,246)	(38,556)
Net assets				54,794	49,675
Equity
Share capital				1,046	1,046
Merger reserve				2,606	2,606
Merger relief reserve				424	424
Share premium account				10,863	10,858
Share-based payment reserve				1,014	902
Foreign exchange reserve				(29)	2
Retained earnings				38,900	33,803
Total equity due to shareholders				54,824	49,641
Non-controlling interest				(30)	34
Total equity				54,794	49,675

Consolidated statement of cashflows

For the year ended 30 April 2026

	Note	2026	2025
		£'000	£'000
Operating activities
Profit after tax		4,916	4,038
Depreciation and amortisation on right-of-use assets		2,106	2,133
Amortisation on intangible assets	11	2,736	2,038
Finance costs		1,646	1,470
Impairment of intangible assets	11	-	31
(Decrease)/increase in provisions		(17)	82
Taxation in the income statement	6	1,620	1,424
Employee share-based payments		280	338
Operating cash flows before movement in working capital		13,287	11,554
(Increase)/decrease in inventories		(1,031)	156
(Increase)/decrease in trade and other receivables		(3,054)	430
Increase in trade and other payables		956	719
Cash generated from operations		10,158	12,859
Interest paid		(1,646)	(1,470)
Income taxes paid		(1,832)	(2,091)
Net cash generated from operating activities		6,680	9,298
Investing activities
Capital expenditure on fixed assets		(1,449)	(1,238)
Sale of property, plant and equipment		50	187
Expenditure on development and other intangibles		(1,125)	(641)
Proceeds from loan receivable settlement		-	750
Payment of deferred consideration		(645)	-
Acquisition of subsidiaries, net of cash	12	(12,725)	(8,090)
Net cash used in investing activities		(15,894)	(9,032)
Financing activities
Finance leases repayments		(915)	(706)
Dividends paid to non-controlling interests in subsidiaries		(71)	(34)
Proceeds from bank borrowing	9	16,350	8,895
Repayment of borrowings	9	(4,618)	(8,360)
Issues of shares and proceeds from option exercise		5	-
Net cash used in financing activities		10,751	(205)
Net changes in cash and cash equivalents		1,537	61
Cash and cash equivalents, beginning of year		1,313	1,430
Foreign currency movements on cash balances		47	(178)
Cash and cash equivalents, end of year		2,897	1,313

Consolidated statement of changes in equity At 30 April 2026
	Share capital	Merger reserve	Merger relief reserve	Foreign exchange	Share premium	Share-based payment reserve	Retained     earnings	Total equity due to shareholders	Non-controlling interest	Total equity
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
At 30 April 2025	1,046	2,606	424	2	10,858	902	33,803	49,641	34	49,675
Shares issued	-	-	-	-	5	-	-	5	-	5
Tax in respect of share options	-	-	-	-	-	-	20	20	-	20
Share-based payment transfer	-	-	-	-	-	(168)	168	-	-	-
Share-based payment charge	-	-	-	-	-	280	-	280	-	280
Dividends paid	-	-	-	-	-	-	-	-	(71)	(71)
Transactions with owners	-	-	-	-	5	112	188	305	(71)	234
Profit for the year	-	-	-	-	-	-	4,909	4,909	7	4,916
Other comprehensive income for the year:
Foreign exchange on consolidation of subsidiaries	-	-	-	(31)	-	-	-	(31)	-	(31)
Total comprehensive income for the period	-	-	-	(31)	-	-	4,909	4,878	7	4,885
At 30 April 2026	1,046	2,606	424	(29)	10,863	1,014	38,900	54,824	(30)	54,794

Consolidated statement of changes in equity At 30 April 2025
	Share capital	Merger reserve	Merger relief reserve	Foreign exchange	Share premium	Share-based payment reserve	Retained     earnings	Total equity due to shareholders	Non-controlling interest	Total equity
	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
At 30 April 2024	1,046	2,606	424	143	10,858	764	29,575	45,416	14	45,430
Shares issued	-	-	-	-	-	-	-	-	-	-
Tax in respect of share options	-	-	-	-	-	-	44	44	-	44
Share-based payment transfer	-	-	-	-	-	(200)	200	-	-	-
Share-based payment charge	-	-	-	-	-	338	-	338	-	338
Dividends paid	-	-	-	-	-	-	-	-	(34)	(34)
Transactions with owners	-	-	-	-	-	138	244	382	(34)	348
Profit for the year	-	-	-	-	-	-	3,984	3,984	54	4,038
Other comprehensive income for the year:
Foreign exchange on consolidation of subsidiaries	-	-	-	(141)	-	-	-	(141)	-	(141)
Total comprehensive income for the period	-	-	-	(141)	-	-	3,984	3,843	54	3,897
At 30 April 2025	1,046	2,606	424	2	10,858	902	33,803	49,641	34	49,675

Notes to the financial information for the year ended April 2026

1          GENERAL INFORMATION

SDI Group PLC is a public company incorporated in England and Wales under the Companies Act 2006. The registered office is at Beacon House, Nuffield Road, Cambridge, Cambs, CB4 1TF.

The summary accounts set out above do not constitute statutory accounts as defined by Section 434 of the UK Companies Act 2006. The summarised consolidated income statement and other comprehensive income summarised, the consolidated balance sheet at 30 April 2026, the summarised consolidated cash flow statement and the summarised consolidated statement of changes in equity for the year then ended have been extracted from the Group's 2026 statutory financial statements upon which the auditor's opinion is unqualified and did not contain a statement under either sections 498(2) or 498(3) of the Companies Act 2006. The audit report for the year ended 30 April 2025 did not contain statements under sections 498(2) or 498(3) of the Companies Act 2006. The statutory financial statements for the year ended 30 April 2025 have been delivered to the Registrar of Companies. The 30 April 2026 accounts were approved by the directors on 29 July 2026 but have not yet been delivered to the Registrar of Companies.

2         Significant Accounting policies

Basis of accounting

The summary accounts are based on the consolidated financial statements that have been prepared in accordance with UK-adopted international accounting standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards.

They have been prepared under the assumption that the Group operates on a going concern basis and on the historical cost basis. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

Going concern

The Group ended FY26 with net debt (excluding lease liabilities and deferred consideration) of £24.0m, higher than last year (£13.8m). This reflects the two acquisitions over the financial year, the most recent in February 2026.

The Group generated free cash flow (before acquisition consideration but after lease payments) of £3.2m (FY25: £6.9m). Free cash flow reduced due to a working capital increase of £3.1m. This was largely driven by increases in trade debtors of £1.5m, due to significant activity over March and April offset by an increase in trade creditors of £0.6m. Other debtors/creditors rose by a net £1.1m, the largest component being £0.5m relating to Scientific Vacuum System's ongoing project with a UK government customer, which will be received in FY27. Inventories increased by £1.0m, across a number of businesses with the largest at Atik and Monmouth. FY25 year end was an unusually low working capital position for the Group.

On 27 November 2025 the Group renewed and expanded its committed loan facility with HSBC to £25m, with an accordion option of an additional £15m and with a repayment date of 27 November 2028 extendable for two further years. Both the accordion option and the extensions are at HSBC's discretion. This provides the Group with certainty over long-term liquidity. The Group exercised £6m of its accordion option in early February 2026, with £9m of the accordion facility remaining unexercised.

At the end of the financial year the Group had drawn down £27m of its revolving credit facility (FY25: £15.1m), leaving £4.0m in headroom excluding an additional £9.0m accordion option, which is available subject to HSBC's discretion.

The Board has considered the potential of a downturn given the current economic environment. The Group is in a strong financial position with available facilities, sufficient headroom on all covenants associated with the revolving credit facility, good profitability, and a strong future order book, enabling it to face any reasonable likely challenge of the continued uncertain global economic environment. The Board has reviewed forecasts for the period to 30 April 2028, evaluated a severe but plausible downside scenario and performed a sensitivity analysis, all of which the Board considers unlikely. In the event of a more severe scenario (without applying any mitigations), both covenants would come under some (but not severe) stress. However, mitigations would be obviously applied should this unlikely scenario present itself, such as (but not restricted to) further cost cutting, sale and leaseback of freehold property and potential disposal of assets. This would not cause any significant challenges to the Group's continued existence.

The Board therefore has a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future and therefore continues to adopt the going concern basis in preparing the Annual Report and Accounts.

3          ALTERNATIVE PERFORMANCE MEASURES

The Group uses gross profit (on materials only), adjusted operating profit, adjusted profit before tax, adjusted diluted EPS and net operating assets as supplemental measures of the Group's profitability and investment in business-related assets, in addition to measures defined under IFRS. The Group considers these useful due to the exclusion of specific items that are considered to hinder comparison of underlying profitability and investments of the Group's segments and businesses and is aware that shareholders use these measures to evaluate performance over time. The adjusting items for the alternative measures of profit are either recurring but non-cash charges (share-based payments and amortisation of acquired intangible assets) or exceptional items (reorganisation costs and acquisition costs). Some items, e.g. impairment of intangibles, are both non-cash and exceptional.

APM	Description
Gross profit (on materials only)	Gross profit excluding any labour costs
Adjusted operating profit	Reported profit excluding any recurring but non-cash charges or exceptional items
Adjusted profit before tax
Adjusted diluted EPS	Total net income divided by the weighted average number of shares outstanding and dilutive shares
Net operating assets	The total of all assets directly linked to the main operations minus all operational liabilities

The following table is included to define the term gross profit (on materials only):

	2026 £'000	2025 £'000
Revenue	74,489	66,177
Cost of purchases	(25,328)	(23,251)
Gross profit (on materials only)	49,161	42,926
Gross margin (on materials only)	66.0%	64.9%

The following table is included to define the term adjusted operating profit:

	2026 £'000	2025 £'000
Operating profit (as reported)	8,182	6,932
Adjusting items (all costs):
Non-underlying items
Share-based payments	280	338
Amortisation of acquired intangible assets	2,318	1,725
Exceptional items
Reorganisation costs	443	398
Acquisition costs	339	564
Total adjusting items	3,380	3,025
Adjusted operating profit	11,562	9,957

Adjusted profit before tax is defined as follows:

	2026 £'000	2025 £'000
Profit before tax (as reported)	6,536	5,462
Adjusting items (all costs):
Non-underlying items
Share-based payments	280	338
Amortisation of acquired intangible assets	2,318	1,725
Exceptional items
Reorganisation costs	443	398
Acquisition costs	339	564
Total adjusting items	3,380	3,025
Adjusted profit before tax	9,916	8,487

Adjusted diluted EPS is defined as follows:

	2026 £'000	2025 £'000
Profit for the year	4,916	4,038
Adjusting items (all costs):
Non-underlying items
Share-based payments	280	338
Amortisation of acquired intangible assets	2,318	1,725
Exceptional items
Reorganisation costs	443	398
Acquisition costs	339	564
Total adjusting items	3,380	3,025
Less taxation on adjusting items calculated at the UK statutory rate	(626)	(503)
Adjusted profit for the year	7,670	6,560
Divided by diluted weighted average number of shares in issue (note 10)	107,010,517	106,097,371
Adjusted diluted EPS	7.17p	6.18p

The following table is included to define the term net operating assets:

	2026 £'000	2025 £'000
Net assets	54,794	49,675
Deferred tax asset	(25)	(86)
Corporation tax asset	1,038	(216)
Cash and cash equivalents	(2,897)	(1,313)
Borrowings and lease liabilities (current and non-current)	34,134	21,571
Deferred and contingent consideration	670	645
Deferred tax liability	6,555	4,900
Total adjusting items within net assets	39,475	25,501
Net operating assets	94,269	75,176

4          SEGMENT ANALYSIS

The SDI businesses are segmented into the following divisions:

·      Laboratory Equipment, comprising Safelab Systems, Monmouth Scientific, LTE Scientific, Severn Thermal Solutions and Synoptics;

·      Industrial & Scientific Sensors, comprising Chell Instruments, Astles Control Systems, Sentek, MPB Industries, PRP Optoelectronics and Peak Sensors; and

·      Industrial & Scientific Products, comprising Atik Cameras, Fraser Anti-Static Techniques, Applied Thermal Control, Graticules Optics, Scientific Vacuum Systems, InspecVision and Collins Walker.

The Group identifies operating segments based on internal management reporting that is regularly reviewed by the Chief Operating Decision Maker. The Chief Operating Decision Maker is the Executive Board of Directors.

	2026 Total £'000	2025 Total £'000
Revenues
Industrial & Scientific Products	26,553	25,135
Industrial & Scientific Sensors	20,940	17,035
Laboratory Equipment	26,996	24,007
Group	74,489	66,177
Adjusted operating profit
Industrial & Scientific Products	6,099	4,950
Industrial & Scientific Sensors	5,253	4,493
Laboratory Equipment	3,505	2,703
Central costs	(3,295)	(2,189)
Group	11,562	9,957
Amortisation of acquired intangible assets
Industrial & Scientific Products	(904)	(759)
Industrial & Scientific Sensors	(784)	(582)
Laboratory Equipment	(630)	(384)
Group	(2,318)	(1,725)

Analysis of amortisation of acquired intangible assets has been included separately as the Group considers it to be an important component of profit which is directly attributable to the reported segments.

The central costs category includes costs which cannot be allocated to the other segments and consists principally of Group head office costs.

	2026 Total £'000	2025 Total £'000
Operating assets excluding acquired intangible assets
Industrial & Scientific Products	14,425	13,193
Industrial & Scientific Sensors	11,530	6,723
Laboratory Equipment	20,639	18,595
Central costs	1,896	1,132
Group	48,490	39,643
Acquired intangible assets
Industrial & Scientific Products	24,878	25,830
Industrial & Scientific Sensors	21,613	12,444
Laboratory Equipment	13,137	8,294
Group	59,628	46,568
Operating liabilities
Industrial & Scientific Products	(2,579)	(3,442)
Industrial & Scientific Sensors	(3,920)	(2,466)
Laboratory Equipment	(5,800)	(4,625)
Central costs	(1,552)	(502)
Group	(13,851)	(11,035)
Net operating assets
Industrial & Scientific Products	36,724	35,581
Industrial & Scientific Sensors	29,223	16,701
Laboratory Equipment	27,978	22,264
Central costs	344	630
Group	94,269	75,176
Depreciation and amortisation of right-of-use assets
Industrial & Scientific Products	622	718
Industrial & Scientific Sensors	514	453
Laboratory Equipment	969	962
Group	2,105	2,133

The geographical analysis of revenue by destination, analysis of revenue by product or service, and non-current assets by location are set out below:

	2026	2025
Revenue by destination of external customer	£'000	£'000
United Kingdom (country of domicile)	38,920	34,791
Europe	14,362	12,749
USA	10,513	6,591
Americas (excl. USA)	1,279	1,441
Asia	7,938	9,165
Rest of World	1,477	1,440
	74,489	66,177

	2026	2025
Revenue by product or service	£'000	£'000
Instruments and spare parts	66,523	59,823
Services	7,966	6,354
	74,489	66,177

There was no customer with more than 10% of the revenue in either period.

	2026	2025
Analysis of revenue by performance obligation	£'000	£'000
Sale of goods, recognised at a point in time	65,283	57,483
Sale of services, recognised over time	7,966	6,354
Sale of goods, recognised over time	1,240	2,340
	74,489	66,177

	2026	2025
Non-current assets by location	£'000	£'000
United Kingdom	76,323	61,517
Portugal	811	897
USA	58	90
China	4	3
	77,196	62,507

5          Operating costs

	2026	2025
	£'000	£'000
Raw materials and consumables	25,328	23,251
Staff costs	27,851	24,574
Other administrative expenses	13,696	11,997
	66,875	59,822

6          TaxATION

		2026	2025
		£'000	£'000
Current tax charge
Current year		2,111	1,708
Adjustments in respect to prior periods		(35)	146
Deferred tax charge
Origination and reversal of temporary differences		(486)	(417)
Adjustments in respect to prior periods		30	(13)
Total tax charge		1,620	1,424

		2026	2025
Reconciliation of effective tax rate		£'000	£'000
Profit on ordinary activities before tax		6,536	5,462
Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (FY25: 25%)		1,634	1,366
Effects of:
Expenses not deductible		194	(73)
R&D expenditure credits		(65)	(13)
Adjustments to tax charge in respect of previous periods - current tax		(35)	146
Adjustments to tax charge in respect of previous periods - deferred tax		30	(13)
Difference in overseas tax rate		(138)	11
		1,620	1,424

The Group takes advantage of the enhanced tax deductions for research and development expenditure in the UK and expects to continue to be able to do so. 

7          TRADE AND OTHER Receivables

	2026	2025
	£'000	£'000
Trade receivables	13,301	10,735
Other receivables	556	370
Prepayments and accrued income	3,601	2,011
	17,458	13,116

All amounts are short term. All of the receivables have been reviewed for potential credit losses and expected credit loss has been estimated.

8          Trade and other payables

	2026	2025
	£'000	£'000
Trade payables	4,943	3,981
Social security and other taxes	1,665	1,442
Deferred consideration	670	645
Corporation tax payable	1,038	-
Other payables	552	635
Accruals, deferred income and contract liabilities	6,317	4,628
	15,185	11,331

Accruals and deferred income include an amount of £3,261k (FY25: £2,638k) in respect of contract liabilities for revenues relating to performance obligations expected to be satisfied within the next 12 months. The contract liabilities balance has increased during the year through acquisitions, as well as those advanced payments that have unwound and additional advance payments received from customers. A significant amount of the contract liabilities were recognised as revenue during the current year.

During the year, £645k of deferred consideration was paid in relation to any acquisitions made (FY25: £nil) and £670k remains outstanding at the year end (FY25: £645k).

All amounts are short term. The carrying values are considered to be a reasonable approximation of fair value.

9          Borrowings

Borrowings are repayable as follows:

	2026	2025
	£'000	£'000
Within one year
Finance lease liabilities	1,021	906
	1,021	906
After one and within five years
Bank finance	26,867	15,135
Finance lease liabilities	2,954	2,803
	29,821	17,938
After more than five years
Finance lease liabilities	3,292	3,132
	3,292	3,132
	33,113	21,070
Total borrowings	34,134	21,976

Bank finance relates to amounts drawn down under the Group's bank facility with HSBC Bank plc, which is secured against all assets of the Group. On 27 November 2025, the Group renewed and expanded its committed loan facility with HSBC to £25m, with an accordion option of an additional £15m. The renewed facility has a repayment date of 27 November 2028 and is extendable for two further years. Both the accordion option and the extensions are at HSBC's discretion. The Group exercised £6m of its accordion option in early February 2026 to finance an acquisition.

At the end of the financial year the Group had drawn down £27m of its revolving credit facility (FY25: £15.1m), leaving £4.0m in headroom excluding an additional £9.0m accordion option, which is available subject to HSBC's discretion.

10         Earnings per share

The calculation of the basic earnings per share is based on the profits attributable to the shareholders of SDI Group plc divided by the weighted average number of shares in issue during the period. All profit per share calculations relate to continuing operations of the Group.

	Profit  attributable to shareholders £'000	Weighted average number of shares	Earnings per share amount in pence
Basic earnings per share:
Year ended 30 April 2026	4,916	104,564,824	4.70
Year ended 30 April 2025	4,038	104,551,326	3.86
Dilutive effect of share options:
Year ended 30 April 2026		2,445,692
Year ended 30 April 2025		1,546,045
Diluted earnings per share:
Year ended 30 April 2026	4,916	107,010,517	4.59
Year ended 30 April 2025	4,038	106,097,371	3.81

At the year end, there were 920,424 (FY25: 1,546,045) share options which were anti-dilutive but may be dilutive in the future.

11         INTANGIBLE ASSETS

The amounts recognised in the balance sheet relate to the following:

	Customer relationships	Other intangibles	Goodwill	Development costs	Total
	£'000	£'000	£'000	£'000	£'000
Cost
At 30 April 2024	21,910	2,814	27,060	2,535	54,319
Additions	-	-	-	641	641
Additions on acquisition	625	1,557	5,233	-	7,415
Disposals/eliminations	-	-	-	(590)	(590)
At 30 April 2025	22,535	4,371	32,293	2,586	61,785
Additions	-	13	-	1,112	1,125
Additions on acquisition	6,040	1,890	7,448	-	15,378
Disposals/eliminations	-	-	-	(45)	(45)
At 30 April 2026	28,575	6,274	39,741	3,653	78,243
Amortisation
At 30 April 2024	6,024	1,674	3,206	1,375	12,279
Amortisation for the year	1,485	239	-	314	2,038
Disposals/eliminations	-	-	-	(559)	(559)
At 30 April 2025	7,509	1,913	3,206	1,130	13,758
Amortisation for the year	1,762	556	-	418	2,736
Disposals/eliminations	-	-	-	(45)	(45)
At 30 April 2026	9,271	2,469	3,206	1,503	16,449
Net book value
At 30 April 2026	19,304	3,805	36,535	2,150	61,794
At 30 April 2025	15,026	2,458	29,087	1,456	48,027

Capitalised development costs include amounts totalling £809k (FY25: £915k) relating to incomplete projects for which amortisation has not yet begun.

Goodwill is tested for impairment in accordance with IAS 36 at the segment/divisional level, considering the group of cash generating units ('CGUs'). The only change in the assessment of cash generating units is the transfer of goodwill for Collins Walker from Industrial & Scientific Products to Laboratory Equipment on 30 April 2026.

The allocation of the carrying value of goodwill is represented below:

	2025	Reclassification	Acquisitions	2026
	£'000	£'000	£'000	£'000
Industrial & Scientific Products	16,351	(1,725)	-	14,626
Industrial & Scientific Sensors	8,046	-	3,487	11,533
Laboratory Equipment	4,690	1,725	3,961	10,376
	29,087	-	7,448	36,535

During the year the Group acquired Severn Thermal Solutions Limited (Laboratory Equipment) and PRP Optoelectronics Limited (Industrial & Scientific Sensors). Further information is detailed in note 12.

The recoverable amount of the Group's goodwill was assessed by reference to the value in use ('VIU') calculations derived from three-year forecast cash flows and two years of extrapolated cash flows using appropriate growth rates used for that business. These range from decreases of 20% to increases of 27% on the annualisation of an acquisition's turnover. This is equivalent to a five-year forecast period, which is the maximum period expected unless a longer period is justifiable. Management's key assumption for all cash generating units and resulting cash flows is to maintain market share in their markets. Thereafter, the VIU is based on estimated long-term growth ('LTG') rates of 2% (FY25: 2%). These assumptions were applied to each business within the three divisions.

A risk-adjusted, pre-tax discount rate of 19.00% has been calculated (FY25: range between 18.50% and 19.00%).

The directors have further considered the sensitivity of the key assumptions to changes, including reduced growth rates and operating margins, and increased discount rates. The growth rates are based on economic data for the wider economy and represent a prudent expectation of growth.

Individual business carrying values were assessed if any showed indicators of impairment in accordance with IAS 36.

No impairments have been recognised across either the divisional CGUs or the individual business CGUs.

The average remaining amortisation period of intangible assets excluding goodwill is 9.2 years (FY25: 9.3 years).

12         BUSINESS COMBINATIONS

Acquisition of Severn Thermal Solutions Limited

On 6 June 2025, the Company acquired 100% of the share capital of Severn Thermal Solutions Limited, a company incorporated in England and Wales, for a consideration payable in cash.

The assets and liabilities acquired were as follows:

	Book value £'000	Fair value adjustment £'000	Fair value £'000
Assets
Non-current assets
Intangible assets	-	1,491	1,491
Property, plant and equipment	16	-	16
Right-of-use assets	45	-	45
Total non-current assets	61	1,491	1,552
Current assets
Inventories	250	-	250
Trade and other receivables	2,992	-	2,992
Cash and cash equivalents	869	-	869
Liabilities
Trade and other payables	(270)	-	(270)
Borrowings - Lease commitments	(45)	-	(45)
Corporation tax liability	(489)	-	(489)
Deferred tax liability	-	(372)	(372)
Net assets acquired	3,368	1,119	4,487
Goodwill			3,961
Consideration and cost of investment			8,448
Fair value of consideration transferred
Cash paid			5,683
Less: cash acquired			(869)
Net cash paid in year (see cash flow)			4,814
Non-cash item: acquired receivable netted on consolidation against SDI loan payable			2,765
Cash acquired			869
			8,448

Severn Thermal Solutions Limited are a designer and manufacturer of high temperature furnace systems and environmental chambers for advanced material processing and testing.

Severn Thermal Solutions Limited contributed £1,837k revenue and approximately £563k to the Group's profit before tax for the period between the date of acquisition and the balance sheet date, not including £247k of acquired intangible asset amortisation.

If the acquisition of Severn Thermal Solutions Limited had been completed on the first day of the financial year, the additional impact on group revenues for the period are estimated to have been £230k, increased group profit before tax of £114k, before an additional £22k of amortisation expense.

The goodwill of £3,961k arising from the acquisition relates to the assembled workforce and to expected future profitability, synergy and growth expectations.

A third-party expert performed a detailed review of the acquired intangible assets and recognised acquired customer relationships, orderbook and brand.  The customer relationships intangible asset was valued using a multi-period excess earnings methodology. The estimated fair value of the customer relationships therefore reflects the present value of the projected stream of cash flows that are expected to be generated by existing customers going forwards, net of orders on hand at the date of acquisition. Key assumptions are the discount rate and attrition rate.  Values of 12.5% and 20% were selected. After consulting with management to discuss their findings, management agreed with the inputs used and results obtained.

The deferred tax liability has been calculated on the amortisable intangible assets using the current enacted statutory tax rate of 25%.

The last financial year for Severn Thermal Solutions Limited was to 30 September 2025. The current financial year has been shortened by five months to 30 April 2026 to align with that of SDI Group plc.

Acquisition of PRP Optoelectronics Limited

On 12 February 2026, the Company acquired 100% of the share capital of PRP Optoelectronics Limited, a company incorporated in England and Wales, for a consideration payable in cash.

The assets and liabilities acquired were as follows:

	Book value £'000	Fair value adjustment £'000	Fair value £'000
Assets
Non-current assets
Intangible assets	441	5,999	6,440
Property, plant and equipment	404	-	404
Right-of-use assets	639	-	639
Total non-current assets	1,484	5,999	7,483
Current assets
Inventories	1,106	-	1,106
Trade and other receivables	1,084	-	1,084
Cash and cash equivalents	3,362	-	3,362
Liabilities
Trade and other payables	(1,606)	-	(1,606)
Borrowings - Lease commitments	(639)	-	(639)
Corporation tax	(525)	-	(525)
Deferred tax liability	(205)	(1,604)	(1,809)
Net assets acquired	4,061	4,395	8,456
Goodwill			3,487
Consideration and cost of investment			11,943
Fair value of consideration transferred
Cash paid			11,273
Less: cash acquired			(3,362)
Net cash paid in year (see cash flow)			7,911
Cash acquired			3,362
Deferred payment			670
			11,943

PRP Optoelectronics Limited are a designer and manufacturer of custom high performance microLEDs, LED light engines and monolithic LEDs for a range of applications within the avionics, defence and industrial sectors.

PRP Optoelectronics Limited contributed £1,278k revenue and approximately £420k to the Group's profit before tax for the period between the date of acquisition and the balance sheet date, not including £203k of acquired intangible asset amortisation.

If the acquisition of PRP Optoelectronics Limited had been completed on the first day of the financial year, the additional impact on group revenues for the period are estimated to have been £3,835k, increased group profit before tax of £1,260k, before an additional £609k of amortisation expense.

The goodwill of £3,487k arising from the acquisition relates to the assembled workforce and to expected future profitability, synergy and growth expectations.

A third-party expert performed a detailed review of the acquired intangible assets and recognised customer relationships and related assets, comprising Avionics customer relationships, the Avionics orderbook and non-Avionics customer relationships. These assets were valued using a multi-period excess earnings methodology. The estimated fair values therefore reflect the present value of the projected stream of cash flows expected to be generated by existing customers and committed orders. The Avionics customer relationships were valued using a discount rate of 16.0%, and a probability of contract renewal assumptions (rather than an attrition assumption), based on the expectations of supporting the underlying defence programmes. The Avionics orderbook was valued separately using a discount rate of 10.5%, with no attrition rate applied. Furthermore, the non-Avionics customer relationships were valued using a discount rate of 15.5% and an attrition rate of 20.0%. After consulting with management to discuss their findings, management agreed with the inputs used and results obtained.

The deferred tax liability has been calculated on the amortisable intangible assets using the current enacted statutory tax rate of 25%.

The last financial year PRP Optoelectronics Limited before the acquisition completed was to 31 December 2025 and the current financial year has been extended by four months to 30 April 2027 to align with that of SDI Group plc.

 

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