FINAL RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2025

Summary by AI ^BETAClose X

Victorian Plumbing Group PLC reported a 5% increase in revenue to £310.0 million for the year ended 30 September 2025, driven by a 6% rise in order volume to 1.1 million, though average order value slightly decreased by 1% to £287. Adjusted EBITDA grew by 17% to £31.8 million, with an improved margin of 10%, while operating profit surged 61% to £18.0 million due to the non-recurrence of prior year exceptional items. Despite a 6% decrease in adjusted profit before tax to £21.8 million, largely due to increased interest expenses from a new distribution centre lease, free cash flow rose 29% to £24.0 million, and net cash strengthened to £17.7 million. The company proposed a full-year dividend of 2.15 pence per share, a 34% increase, and successfully launched the MFI brand, with continued revenue growth expected in the current financial year.

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Victorian Plumbing Group PLC

03 December 2025

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3 December 2025

Victorian Plumbing Group PLC

FINAL results for the year ended 30 september 2025

Continuing to grow market share in Bathroom

Strong growth in Trade and Tiles and Flooring revenues

MFI launched

Victorian Plumbing Group plc ("Victorian Plumbing" or the "Group"), the UK's leading bathroom retailer¹, announces its audited results for the financial year ended 30 September 2025 ("2025").

	2025	2024	Change
Revenue	£310.0m	£295.7m	5%
Gross profit²	£153.2m	£147.8m	4%
Gross profit margin³	49.4%	50.0%	(0.6ppt)
Adjusted EBITDA⁴	£31.8m	£27.2m	17%
Adjusted EBITDA margin⁵	10%	9%	1ppt
Operating profit	£18.0m	£11.2m	61%
Adjusted PBT⁶	£21.8m	£23.1m	(6%)
Operating cash conversion⁷	77%	68%	9ppt
Free cash flow⁸	£24.0m	£18.6m	29%
Net cash	£17.7m	£11.2m	58%
Adjusted diluted earnings per share⁹	5.4p	5.3p	2%
Ordinary full year dividend per share	2.15p	1.61p	34%

Financial highlights

· Revenue growth of 5% to £310.0m (2024: £295.7m); outperforming the wider RMI market¹⁰ and reflecting ongoing market share gains.

o Order volume grew 6% to a record 1.1m orders (2024: 1.0m). Average order value ("AOV")¹¹ decreased by 1% overall to £287 (2024: £290) but was up 3% in H2 2025 versus H1 2025.

· Gross profit increased 4% to £153.2m (2024: £147.8m).

o Gross profit margin of 49.4% (2024: 50.0%), reflecting the introduction of Extended Producer Responsibility tax from 1 April 2025 and a change in product category and channel mix across the year.

· Adjusted EBITDA up 17% to £31.8m (2024: £27.2m) with adjusted EBITDA margin progression to 10% (2024: 9%) driven by growth and more efficient marketing.

· Operating profit increased 61% to £18.0m (2024: £11.2m) driven by the non-recurrence of 2024 exceptional items associated with the warehouse transformation and the acquisition of Victoria Plum.

· Adjusted PBT of £21.8m decreased by 6% (2024: £23.1m) with adjusted PBT margin¹² reducing from 8% last year to 7% in 2025, reflective of the increased interest expense associated with the 20-year lease on the new distribution centre ("DC"). Adjusted diluted EPS of 5.4p, reflects a 2% increase.

· Free cash flow of £24.0m up 29% (2024: £18.6m) and operating cash conversion of 77% (2024: 68%) reflective of strong working capital management, which is especially impressive during a period of operational transformation.

· Strong closing net cash position of £17.7m (2024: £11.2m), with our robust debt free balance sheet.

· Proposed final ordinary dividend of 1.45p, giving a total ordinary dividend of 2.15p for the year up 34% (2024: 1.61p).

Operational and strategic highlights

· Reinforced our position as the UK's number one bathroom retailer, testament to the strength of our brand, extensive range and availability.

· Warehouse transformation, completed in December 2024, has facilitated further progress in strategic growth areas of trade and expansion categories:

o Trade revenue grew 10% to £73.8m (2024: £67.3m), representing 24% of total revenue (2024: 23%), helped by improvements in our delivery offering.

o Tiles and flooring revenue grew strongly by 42% to £17.6m (2024: £12.4m), representing 6% of total revenue (2024: 4%), aided by enhancements in our customer proposition.

· Customers purchased proportionately more of our own brand products during the year; representing 81% of total revenue (2024: 80%).

· Total marketing spend as a percentage of revenue reduced by 160 basis points to 27.3% (2024: 28.9%), and within this, online marketing spend as a percentage of revenue reduced by 190 basis points to 24.6% (2024: 26.5%):

o This marketing efficiency more than funded a continued strategic increase in brand marketing, driving an increase in our brand awareness score¹³ to 70% (2024: 66%).

MFI update

· We began taking orders via mfi.co.uk during the summer, following a soft launch of the reimagined brand in July 2025. The response from customers has been very encouraging to date with an 'Excellent' Trustpilot rating and a score of 4.7¹⁴. The Group's investment into MFI remains disciplined and in line with previous guidance.

Current trading and outlook

· The Group has had a positive start to the current financial year with continued revenue growth across all categories, and in line with market expectation.

· MFI continues to build its product range ahead of a full launch in 2026 and whilst revenue is building, our expectation for MFI to incur an overall loss of between £2.6m and £3.4m in the current year remains unchanged.

· We continue to focus on our long-term goals and are making good progress across our strategic growth areas. Underpinned by our market share gains in recent years, together with operational improvements, we are confident in the future financial prospects of the Group, notwithstanding that we continue to operate against a volatile consumer and economic backdrop.

Mark Radcliffe, Founder and Chief Executive Officer of Victorian Plumbing, said:

"I am proud of the Group's strong performance in 2025, in which we achieved record revenues and continued to deliver on our strategic growth ambitions. We have further strengthened our market share, reinforcing our position as the UK's number one bathroom retailer, while improving our marketing efficiency alongside our ever increasing brand awareness.

"Our new state of the art distribution centre enables us to fulfil orders more efficiently and supports our growth ambitions across our trade and tiles and flooring expansion categories. We have continued our strategic investment in the Victorian Plumbing brand and were pleased to soft launch the MFI brand and mfi.co.uk website in July.

"As a highly cash generative business with a strong balance sheet, we continue to invest for long-term profitable growth and to increase our returns to shareholders. We are confident that Victorian Plumbing's strategy will continue to deliver long-term value to all stakeholders."

Analyst presentation

A recording of management delivering the Final Results presentation will be published on the Investors section of the corporate website at 7:00am GMT, Wednesday, 3 December 2025. Mark Radcliffe (CEO) and Daniel Barton (CFO) will host a Q&A webinar for analysts at 8:15am GMT. All analysts or investors that wish to join the Q&A webinar, please contact FTI Consulting via VictorianPlumbing@fticonsulting.com.

For further information, please contact:

Victorian Plumbing Group plc Mark Radcliffe, Chief Executive Officer Daniel Barton, Chief Financial Officer	via FTI Consulting +44 20 3727 1000
FTI Consulting (Financial PR) Alex Beagley, Harriet Jackson, Amy Goldup, Harleena Chana	+44 20 3727 1000 VictorianPlumbing@fticonsulting.com
Houlihan Lokey UK Ltd (Nominated Adviser) Sam Fuller, Tim Richardson	+44 20 7839 3355

Barclays Bank PLC (Joint Broker) Nicola Tennent, Stuart Muress	+44 20 7623 2323

Canaccord Genuity Limited (Joint Broker) Bobbie Hilliam, Elizabeth Halley-Stott	+44 20 7597 5970

About Victorian Plumbing

Victorian Plumbing is the UK's leading bathroom retailer, offering an unrivalled high-quality product range and excellent stock availability to B2C and trade customers.

Victorian Plumbing offers its customers a one-stop shop solution for the entire bathroom with own and third party brands across a wide spectrum of price points. Victorian Plumbing product design and supply chain strengths are complemented by its creative and brand-focused marketing strategy to drive significant and growing traffic to its platforms.

Launched in 2025, the Group also includes MFI, an online-only UK retailer, offering a growing range of stylish homewares and furniture.

Headquartered in the North West, Victorian Plumbing and MFI employ staff across several locations in the UK.

Cautionary statement

This announcement of annual results does not constitute or form part of and should not be construed as an invitation to underwrite, subscribe for, or otherwise acquire or dispose of any Victorian Plumbing Group plc (the "Company") shares or other securities in any jurisdiction nor is it an inducement to enter into investment activity nor should it form the basis of or be relied on in connection with any contract or commitment or investment decision whatsoever. It does not constitute a recommendation regarding any securities. Past performance, including the price at which the Company's securities have been bought or sold in the past, is no guide to future performance and persons needing advice should consult an independent financial advisor. This announcement may include statements that are, or may be deemed to be, "forward-looking statements" (including words such as "believe", "expect", "estimate", "intend", "anticipate" and words of similar meaning). By their nature, forward-looking statements involve risk and uncertainty since they relate to future events and circumstances, and actual results may, and often do, differ materially from any forward-looking statements. Any forward-looking statements in this announcement reflect management's view with respect to future events as at the date of this announcement. Save as required by applicable law, the Company undertakes no obligation to publicly revise any forward-looking statements in this announcement, whether following any change in its expectations or to reflect events or circumstances after the date of this announcement.

Summary of performance

	Units	2025	2024	Change
Income statement
Revenue	£m	310.0	295.7	5%
Gross profit	£m	153.2	147.8	4%
Gross profit margin	%	49.4%	50.0%	(0.6ppt)
Adjusted EBITDA	£m	31.8	27.2	17%
Adjusted EBITDA margin	%	10%	9%	1ppt
Profit before tax	£m	15.1	9.0	68%
Adjusted PBT	£m	21.8	23.1	(6%)
Adjusted PBT margin	%	7%	8%	(1ppt)

Earnings per share
Statutory diluted earnings per share	pence	4.2	1.7	147%
Adjusted diluted earnings per share	pence	5.4	5.3	2%
Ordinary full year dividend per share	pence	2.15	1.61	34%

Cash flow
Free cash flow	£m	24.0	18.6	29%
Operating cash conversion	%	77%	68%	9ppt
Net cash and cash equivalents	£m	17.7	11.2	58%

Key performance indicators
Total orders¹⁵	'000	1,080	1,022	6%
Active customers¹⁶	'000	713	699	2%
Average order value	£	287	290	(1%)
Average Trustpilot score	Score / 5.0	4.4	4.6	(4%)
Marketing spend as a % of revenue	%	27.3%	28.9%	(1.6ppt)
Online marketing spend as a % of revenue	%	24.6%	26.5%	(1.9ppt)
Brand spend as a % of revenue	%	2.7%	2.4%	0.3ppt
Trade revenue as a % of revenue	%	24%	23%	1ppt
Own brand / third party revenue ratio	%	81% / 19%	80% / 20%	1ppt / (1ppt)

1. Mintel, Bathroom Furniture - UK - 2025.

2. Gross profit is defined as revenue less cost of sales. Cost of sales includes all direct costs incurred in purchasing products for resale along with packaging, distribution and transaction costs (which include mark to market movements on forward currency contractual arrangements in line with the Group's treasury policy).

3. Gross profit margin is defined as gross profit as a percentage of revenue.

4. Adjusted EBITDA is defined as operating profit before depreciation, amortisation, exceptional items and IFRS 2 share-based payments.

5. Adjusted EBITDA margin is defined as adjusted EBITDA as a percentage of revenue.

6. Adjusted profit before tax ("PBT") is defined as adjusted EBITDA less finance costs/(income), depreciation and amortisation.

7. Operating cash conversion is free cash flow as a percentage of adjusted EBITDA.

8. Free cash flow is cash generated from operating activities before exceptional items and taxation less capital expenditure (excluding assets under construction) and cash flows relating to leases.

9. Adjusted diluted earnings per share ("EPS") is defined as total adjusted profit for the year divided by total issued share capital. Total adjusted profit for the year is defined as profit for the year from continuing operations before exceptional items and IFRS 2 share-based payments and after adjusting for the tax impact of those items.

10. Barclays, UK Consumer Spend Report.

11. Average order value ("AOV") is defined as revenue divided by total orders in the period.

12. Adjusted PBT margin is defined as adjusted PBT as a percentage of revenue.

13. Victorian Plumbing brand tracking - Summer 2025 vs. Summer 2024.

14. The average Trustpilot score is defined as the monthly average of all Trustpilot scores during 2025.

15. Total orders is defined as the total number of orders dispatched to customers in the year.

16. Active customers are the number of unique customers who placed an order in the year.

17. State of the Industry (2022), Euromonitor International.

18. ONS Retail Sales Index.

19. The Research Insights, UK Homeware Market, 2019 - 2035.

20. Google Analytics GA4 - 2025 vs. H2 2024.

CEO statement

Overview

The Group continued to perform ahead of the wider RMI market throughout 2025 and is reporting strong growth in profitability. The consumer, whether directly or via the trade channel, increasingly chooses Victorian Plumbing as their bathroom and tiles retailer of choice because of our fair pricing, unrivalled high-quality product range and excellent stock availability.

Summary of operating performance

Revenue for the year grew by 5% to £310.0m (2024: £295.7m) outperforming the wider RMI market and reflecting an increase in total orders of 6% and a slight reduction in AOV of 1%. Adjusted EBITDA increased by 17% to £31.8m (2024: £27.2m) and adjusted EBITDA margin increased to 10% (2024: 9%).

The trend of consumers' switching to higher margin own brand product over recent years has slowed as anticipated, with own brand sales representing 81% of total revenue, which is in line with the second half of the last financial year.

Online marketing continues to be more efficient and aids the continued strategic investment in the brand which, in turn, drives more marketing efficiency. The investment in brand reflects the creation of new marketing content designed to drive profitable growth following the discontinuation of Victoria Plum in November 2024, and to capitalise on the increased capacity unlocked by the finalisation of our warehouse transformation programme in December 2024.

This performance proves the resilience of our business model and our competitive advantage irrespective of consumer sentiment, underpinning our confidence in delivering short, medium and long-term profitable growth.

Victorian Plumbing (LFL)

Outperforming the wider RMI market, on a like-for-like basis (excluding the impact of Victoria Plum), we report revenue growth of 9% at £306.0m (2024: £281.0m), reflecting an increase in total orders of 11% and a decline in AOV of 2% to £288 (2024: £294). The second half of the financial year saw a 13% increase in order volume and 2% increase in AOV, resulting in a 15% increase in LFL revenue.

The introduction of Extended Producer Responsibility tax in April 2025, increased delivery charges and growth in trade and tiles and flooring revenues (both of which have a lower gross margin compared to the average of the wider Group) have driven a small reduction in gross margin to 49.4% (2024: 50.0%).

Online marketing spend as a percentage of revenue decreased from 26.2% in 2024 to 24.6% in 2025, with brand marketing spend increasing from 2.5% to 2.7% in the same period, resulting in overall marketing spend decreasing from 28.7% in 2024 to 27.3% in 2025.

Progress on our strategic focus areas

We continue to leverage our market and brand position, as well as our strong balance sheet, to deliver on our clearly defined strategic objectives, which focus on core B2C, expansion categories and trade.

Our core market is retailing bathroom and tile products and accessories to UK consumers through our market leading online platform. As previously highlighted, there is still a considerable way to go before the consumer transition to online purchasing of bathroom products and accessories reaches maturity. We are particularly well placed to continue to gain further market share in the short-term through these structural tailwinds and by taking share from traditional physical retailers, omnichannel players and other online competitors.

In line with our medium-term strategy, we are considering opportunities for focused international expansion and vertical integration in our supply chain. In particular, we are already delivering an increasing amount of order volume to the Republic of Ireland through our UK domain, which could facilitate some focused and disciplined investment to better serve this growth market in the future.

Given our market leading position in the bathroom product and accessories market, and our firm footing in the tiles market following a year of stellar growth, we have exciting opportunities to expand our reach into additional areas, such as our planned expansion into homewares through MFI, our recently launched online furniture and homewares brand.

During 2025, our trade revenue grew by 10% to £73.8m (2024: £67.3m), representing 24% (2024: 23%) of our total revenue, compared with an estimated 50:50 split across the wider market¹⁷. Our primary targets to date have been smaller, independent traders, and we believe we can make meaningful market share gains by broadening our marketing approach, including via targeted radio advertising, expanding the range of relevant products we offer to trade customers, and by continually improving our platforms so that they are more tailored to suit trade customers' needs. The marketing investment in sports sponsorship during the year further strengthens our brand awareness amongst tradespeople and, along with the investment in our dedicated trade team, means we are well placed to attract trade customers and drive further growth in trade revenue.

Strengthening our competitive position

We are the UK's largest bathroom retailer, and during 2025 we have continued to strengthen our competitive moat by improving the customer journey through innovative technology enhancements and category expansion.

Our investment in marketing continues to increase brand awareness and supports customer acquisition, as consumers respond positively to the bold and distinctive Victorian Plumbing brand. We have renewed our partnership with Bolton Wanderers Football Club as its title and front of shirt sponsor for a further three years. We also renewed our partnership with the World Snooker Tour as the headline sponsor of the Victorian Plumbing UK Championship 2025, part of snooker's Triple Crown Series, following our success in November 2024 which attracted over 14 million BBC TV viewers.

Our creative offline content is complemented by our investment in increasingly targeted digital performance-based marketing. This dynamic marketing strategy, together with our bold marketing campaign 'Boss Your Bathroom', has further improved our strong brand awareness score to 70% (2024: 66%).

As an online retailer, we continue to benefit from the ongoing structural shift in consumer buying behaviour from offline to online. Online sales represented c.27% of total retail sales in 2025¹⁸, and we expect our addressable market to grow even further in the coming years.

A one-stop shop for bathroom products and accessories

Offering customers a wide selection of products across a variety of price points ensures that we are the true one-stop solution for any bathroom-related purchase. As at 30 September 2025, we have increased the number of available products to more than 37,000 from over 150 brands, ensuring there is something available, affordable and suitable for everyone.

The relationships that we have developed over time with well-known third party brands enable us to complement our own brand offerings, which are exclusively available on the Victorian Plumbing website. We have developed over 25 own brands using our in-house product development team, and these are increasingly popular with customers. In 2025, 81% of revenue generated came from own brand products including Stonehouse Studio, our in-house tile range (2024: 80%). This unique own brand proposition alongside established third party brands helps to ensure that profitability is maintained, irrespective of wider market conditions, and is testament to the resilience of the business model.

A bold strategic expansion into a high-value adjacency

In alignment with our long-term growth strategy, we executed a soft launch of the reimagined MFI homewares e-commerce platform in the UK in July 2025. This initiative followed the acquisition of the MFI brand and its premium three-letter domain, as part of the Victoria Plum transaction in May 2024.

MFI is positioned to deliver stylish, design-led homewares tailored to the modern online consumer. The brand targets a broader demographic, including both homeowners and renters, thereby expanding the Group's addressable market. This move marks our entry into the £21 billion homewares category¹⁹ - a significant adjacency to our core business - enabling us to diversify revenue streams and mitigate concentration risk.

The launch leverages Victorian Plumbing's proprietary technology stack, e-commerce expertise, purchasing scale, and logistics infrastructure, ensuring operational efficiency and accelerated market entry. The revitalised MFI brand is already demonstrating conversion rates in line with Group benchmarks, validating our strategic approach.

Operating as a digital-only business, MFI is supported by a dedicated leadership team and warehousing capabilities. The product offering includes a curated selection of textiles, home décor, and freestanding furniture, with a tiered pricing strategy ("good, better, best") designed to appeal to a wide range of consumer segments.

Agile supply chain

Shipping costs did not change materially during 2025. The year-on-year improvement in the strength of GBP to USD, if maintained, bodes well but there remains a significant level of unpredictability in financial markets. We have not seen any improvement to gate prices from China but we continue to work with our suppliers to maximise financial performance. Third party delivery cost prices increased in the second half of the year as a result of suppliers passing on inflationary cost pressures resulting from the increase in National Living Wage and National Insurance Contributions in April 2025.

Regardless of the macroeconomic conditions, by leveraging the positive working relationships we have with our shipping partners, as well as those built with our long-standing global suppliers, we have avoided supply chain disruption - also evidencing the benefit of scale we have achieved in recent years.

Throughout the expansion of our categories, we also work closely with tile and flooring manufacturers, many of whom are based in Southern Europe and have worked to ensure margins are closely aligned with the existing Group margin.

Seamless customer journey

We are extremely proud that we continue to be rated 'Excellent' by Trustpilot and have improved our average score in the year to 4.4 out of 5.0 from a low of 4.3 in the first half, having smoothed out some teething issues in our new warehouse infrastructure (2024: 4.6).

We received a record number of reviews via Trustpilot during the year and as a Group have surpassed 415,000 reviews in total, the highest of any specialist bathroom retailer on the site. The 'Excellent' rating we have across this volume of reviews is testament to the dedicated work of our colleagues.

We are also delighted that our newly launched brand, MFI, is rated 'Excellent' by Trustpilot with an average score in the year of 4.7 - leveraging our existing customer services know-how to deliver the best customer experience.

Development of our technology platforms

Our growing Technology Development and Infrastructure teams work hard to facilitate the continual development of our bespoke technology platforms to ensure we remain best-in-class across online retail.

There has been significant work undertaken over recent years to completely re-platform the website in order to improve its functionality and scalability. We have also introduced a newly designed structure to give prominence to our expansion categories, enhanced our search functionality to include AI features, and introduced other developments, such as improved customer optionality in product selection. These strategic developments have supported an increase in user conversion from 3.8ppt in 2024 to 3.9ppt in 2025²⁰. Overall, 2% (2024: 2%) of Victorian Plumbing revenue was generated through the app.

In addition, the Technology Development team successfully enhanced our existing warehouse management system alongside a larger project to transform warehouse operations. By performing this work in-house, we can better control costs, improve quality, and provide more certainty over the benefits that the improved technology brings.

The MFI website and supporting systems were also developed by our in-house team, taking advantage of the knowledge and expertise they developed at Victorian Plumbing.

New distribution centre

We achieved legal completion on the 20-year lease of our new 544,000 square feet DC on 4 October 2023 and became fully operational, as planned and within budget, by the end of December 2024.

ESG

Taking responsibility is one of our core values, and we are clear that every one of us has a role to play in making a positive difference to the environment and the communities in which we operate. Our ESG strategy is centred around three focus areas: environmental sustainability, diversity and inclusion, and governance and ethics.

Our chosen charity is Liverpool Zoe's Place, which supports babies and young children who have complex illnesses or disabilities that are terminal or life limiting from birth to age five.

Our electricity contracts remain 100% renewable, and we continue to work with suppliers to reduce the levels of plastic packaging on our products. We have installed photovoltaic panels on the new DC to ensure we are maximising the renewable energy source opportunities available to us.

Our people

As a Board, we continue to be impressed by the commitment and capability of our people; collectively, their innovation and hard work have been the driving force behind the growth and success experienced by the Group over recent years. We are proud of the values-led, principles-driven culture that is deep-rooted throughout Victorian Plumbing, and it is this culture that underpins our ability to adapt and respond positively to challenges.

Recent hires in MFI from well-established homewares businesses in the UK have added to our ever growing pool of talent and bring fresh perspectives which complement the existing culture in the Group.

Current trading and outlook

The Group has had a positive start to the current financial year with continued revenue growth across all categories, and in line with market expectation.

MFI continues to build its product range ahead of a full launch in 2026 and whilst revenue is building, our expectation for MFI to incur an overall loss of between £2.6m and £3.4m in the current year remains unchanged.

We continue to focus on our long-term goals and are making good progress across our strategic growth areas. Underpinned by our market share gains in recent years, together with operational improvements, we are confident in the future financial prospects of the Group, notwithstanding that we continue to operate against a volatile consumer and economic backdrop.

Financial review

Introduction

The performance of the Group continued to be strong with ongoing momentum in revenue, profit and cash generation.

	2025 £m	2024 £m	Change %
Revenue	310.0	295.7	5%
Cost of sales	(156.8)	(147.9)	(6%)
Gross profit	153.2	147.8	4%
Gross profit margin (%)	49.4%	50.0%	(0.6ppt)
Underlying Costs	(121.4)	(120.6)	(1%)
Adjusted EBITDA	31.8	27.2	17%
Adjusted EBITDA margin (%)	10%	9%	1ppt
Depreciation and amortisation	(7.8)	(4.7)	(66%)
Share-based payments (including NI)	(1.4)	(3.1)	55%
Exceptional items	(4.6)	(8.2)	44%
Operating Profit	18.0	11.2	61%
Net finance (costs) / income	(2.2)	0.6	(467%)
Exceptional finance costs	(0.7)	(2.8)	75%
Profit before tax	15.1	9.0	68%
Adjusted profit before tax	21.8	23.1	(6%)

Revenue

Reported revenue grew by 5% to £310.0m in 2025, from £295.7m in 2024. Order volume grew by 6% to a record 1,080,000, with AOV declining by 1% to £287 in the same period. The average number of items per basket increased to 3.3 in 2025 (2024: 3.1), driven by growth in our trade channel.

Order growth reflects continued market share gain in a subdued market, driven by the acquisition of Victoria Plum in May 2024 and our unrelenting approach to online marketing, as well as improved brand awareness.

The reduction in AOV reflects a continuation of the customer shift away from more expensive third party brands to our own brand product range, which carries a higher margin, albeit the rate of this shift slowed during the second half of the year, such that AOV in H2 was up 3% to £292 vs. H1. The revenue split between own brand and third party brands was 81% vs. 19% (2024: 80% vs. 20%). Importantly, and in contrast to our competitors which operate more expensive business models, the Group has not passed on any price increases during the year as it looked to support the consumer during a difficult and uncertain period and to ensure our pricing remains competitive.

Trade revenue, driven by higher order volumes, grew by 10% to £73.8m (2024: £67.3m) and now represents 24% of total revenue (2024: 23%). Consumer revenue (including MFI) increased by 3% to £236.2m (2024: £228.4m) and represents 76% of total revenue (2024: 77%), driven by order growth following the acquisition of Victoria Plum.

Revenue continued to grow at pace in our expansion categories as space constraints were unlocked in our new DC. Tiles and flooring revenue grew by 42% to £17.6m (2024: £12.4m), albeit at a slightly reduced gross margin when compared with the wider core bathroom range.

Gross profit

We define gross profit as revenue less cost of sales. Cost of sales includes all direct costs incurred in purchasing products for resale along with packaging, distribution, and transaction costs (which include mark to market movements on forward currency contractual arrangements in line with our treasury policy).

Cost of sales increased by 6% to £156.8m (2024: £147.9m) in line with order volume growth. Gross profit for the year increased by 4% to £153.2m (2024: £147.8m). Gross profit margin reduced by 60 basis points to 49.4% (2024: 50.0%) reflecting the introduction of Extended Producer Responsibility tax effective from 1 April 2025 and a change in product category and channel mix across the year. Gross margin from own brand products was stable at 54% (2024: 54%), and gross margin from third party products reduced to 30% (2024: 32%).

We are proud to partner with some of the industry's leading names which, alongside our own brand offering, allows us to provide consumers with a wide range of price points. This is a compelling component of our unique ungeared operating model, protecting shareholder returns and building the foundation for future growth.

Underlying costs

Underlying costs, which we define as administrative expenses before depreciation and amortisation, exceptional items and share-based payments, increased by 1% to £121.4m (2024: £120.6m) and represents 39% of revenue (2024: 41%).

	2025 £m	2024 £m	Change
Marketing - online	76.1	78.2	(3%)
Marketing - brand	8.5	7.2	18%
Total marketing	84.6	85.4	(1%)
People costs (excluding share-based payments)	26.6	24.7	8%
Property & other overheads	10.2	10.5	(3%)
Underlying costs	121.4	120.6	1%

Growing the Victorian Plumbing brand awareness and increasing traffic to site remains a focus for the Group and we have seen a material improvement in our brand awareness score during the year to 70% (2024: 66%). Total marketing costs decreased by 1% to £84.6m (2024: £85.4m) and represent 27.3% (2024: 28.9%) of total revenue. Online marketing costs decreased by 3% to £76.1m (2024: £78.2m) representing 24.6% (2024: 26.5%) of total revenue, which we consider an excellent performance and reflects our brand strength improvement and in-house marketing expertise. Investment in brand spend, including our title sponsorship of the UK Snooker Championship and TV and outdoor advertising, increased to £8.5m (2024: £7.2m), representing 3% of total revenue (2024: 2%).

People costs, excluding share-based payments but including costs relating to agency staff, increased 8% to £26.6m (2024: £24.7m). Overall average FTE decreased 2% to 712 (2024: 727). This reflects well-documented inflationary cost pressures together with an investment in MFI offset, in part, by productivity improvements within our new warehouse infrastructure. Revenue per average FTE was £435,000 (2024: £407,000).

Property and other overhead costs reduced by 3% to £10.2m (2024: £10.5m), with the Group investing in dedicated warehousing for MFI in the second half of the financial year.

Profit

Operating profit and adjusted EBITDA

The Executive Leadership Team ("ELT") measures the overall performance of the Group by reference to adjusted EBITDA, a non-GAAP measure. This adjusted profit measure is applied by the ELT to understand earnings trends and is considered an additional, useful measure under which to assess the Group's true operating performance.

	2025 £m	2024 £m
Operating profit	18.0	11.2
Amortisation of intangibles	2.9	3.1
Depreciation of property, plant & equipment	1.5	0.5
Depreciation of right-of-use assets	3.4	1.1
Share-based payments (including NI)	1.4	3.1
	27.2	19.0
Double running and non-recurring administrative expenses	2.0	5.7
Impairment of right-of-use assets	-	0.8
Closure costs: Victoria Plum	2.4	1.1
Professional fees associated with business combinations	0.2	0.6
	4.6	8.2
Adjusted EBITDA	31.8	27.2

Adjusted EBITDA increased by 17% to £31.8m (2024: £27.2m), and adjusted EBITDA margin increased by 1ppt to 10% (2024: 9%).

Adjusted EBITDA to adjusted PBT

The ELT also measures the overall performance of the Group by reference to adjusted PBT, a non-GAAP measure. This adjusted profit measure is applied by the ELT as an alternative profitability measure, which incorporates the capital investment and the financing structure of the Group.

	2025 £m	2024 £m
Adjusted EBITDA	31.8	27.2
Amortisation of intangibles	(2.9)	(3.1)
Depreciation of property, plant & equipment	(1.5)	(0.5)
Depreciation of right-of-use assets	(3.4)	(1.1)
Finance income	0.7	1.0
Finance costs (excluding exceptional items)	(2.9)	(0.4)
Adjusted PBT	21.8	23.1

Adjusted PBT decreased by 6% to £21.8m (2024: £23.1m), and adjusted PBT margin decreased by 1ppt to 7% (2024: 8%).

Exceptional items

	2025 £m	2024 £m
Warehouse transformation: - Double running and non-recurring administrative expenses - Impairment of right-of-use assets	2.0 -	5.7 0.8
Closure costs: Victoria Plum	2.4	1.1
Professional fees associated with business combinations	0.2	0.6
Exceptional items recognised within administrative expenses	4.6	8.2
- Double running finance costs	0.7	2.8
Exceptional items recognised within finance costs	0.7	2.8

Total exceptional items	5.3	11.0

Warehouse transformation

On 4 October 2023, the Group entered into a 20-year lease agreement for the new warehouse and commenced a period of fit-out, which was substantially complete by the end of December 2024. In accordance with IFRS 16, a lease liability of £41.7m has been recognised, with a corresponding right-of-use asset recognised in non-current assets during the prior financial year.

For the duration of the fit-out, the new warehouse was not generating economic benefit for the Group. Therefore, expenditure incurred during the fit-out period, together with non-recurring transformation costs such as associated professional fees, totalling £2.1m (2024: £5.7m) has been recognised as 'warehouse transformation costs' in the consolidated statement of comprehensive income. Associated exceptional cash outflows of £1.5m (2024: £2.5m) have been incurred and recognised in the consolidated statement of cash flows.

The imputed interest recognised against IFRS 16 lease liabilities for property considered to be non-underlying during the fit-out period have been recognised as 'double running finance costs'. Associated cash outflows of £0.5m have been expended for double running finance costs during the period (2024: £2.8m).

Closure of Victoria Plum

On 17 May 2024, Victorian Plumbing Ltd, a subsidiary of the Group, acquired 100% of the share capital of Victoria Plum and, in August 2024, the decision was taken by the Group to cease trading Victoria Plum. The Victoria Plum website was redirected to Victorian Plumbing from November 2024. This closure activity meets the definition of a discontinued operation under IFRS 5 Non-current Assets Held for Sale and Discontinued Operations. As such, the losses incurred together with the settlement of the balance sheet of Victoria Plum have been recognised as a £9.1m cash outflow from discontinued operations in 2025. A provision of £0.6m has been recognised as an exceptional item within continuing operations in the year against Victoria Plum inventory held by Victorian Plumbing.

Exceptional cash flows	2025 £m	2024 £m
Cash flows from operating activities
Cash outflow from exceptional items: warehouse transformation costs	(1.5)	(2.5)
Cash outflow from the closure costs	-	(0.8)
Cash flows from investing activities
Purchase of intangible assets: exceptional items	(0.1)	(0.3)
Purchase of property, plant and equipment: exceptional items	(0.6)	(20.8)
Cash flows from financing activities
Payment of interest portion of lease liabilities: double running finance costs	(0.5)	(2.7)
Payment of principal portion of lease liabilities: double running finance costs	-	(0.1)
Cash flows from exceptional items	(2.7)	(27.2)

Share-based payments

The Group incurred share-based payment charges (including associated national insurance) of £1.4m (2024: £3.1m). Share-based payment charges for the year include £0.7m (2024: £1.7m) for schemes relating to the Group's IPO in June 2021, along with £0.7m (2024: £1.4m) for ongoing schemes put in place post IPO.

Depreciation, amortisation and impairment

The Group continues to invest in its platform and the development of bespoke in-house systems (including MFI), with £3.9m of intangible assets capitalised during the year (2024: £3.8m). Depreciation and amortisation increased by £3.1m to £7.8m (2024: £4.7m) to reflect the additional expense of the fit-out of the new warehouse together with the associated right of use expense.

Net finance costs

Finance income of £0.7m during the year compares to a finance income of £1.0m for 2024 due to, inter alia, cash being placed on deposit to take advantage of deposit rates. Finance costs (excluding exceptional items) increased to £2.9m (2024: £0.4m) to reflect the additional interest on the 20-year lease associated with the new warehouse.

Taxation

The Group tax charge of £2.2m (2024: £3.5m) represents an effective tax rate of 15% (2024: 39%) which is lower than the standard rate of UK tax of 25% due to tax losses being recognised in the year.

Earnings per share

Diluted EPS from continuing operations was 4.2 pence (2024: 1.7 pence). Adjusted diluted EPS grew by 2% to 5.4 pence (2024: 5.3 pence).

Cash flow and net cash

The Group continues to achieve strong cash generation with an increase in free cash flow of 29% to £24.0m (2024: £18.6m), resulting in strong operating cash conversion of 77% (2024: 68%).

Continuing operations	2025 £m	2024 £m
Adjusted EBITDA	31.3	27.2
Movement in working capital	2.5	(4.8)
Repayment of lease liabilities	(3.5)	(1.3)
VAT not yet recovered on exceptional items	(1.6)	1.2
Capital expenditure (excluding exceptional items)	(4.7)	(3.7)
Free cash flow	24.0	18.6
Operating cash conversion	77%	68%

Changes in working capital resulted in a cash inflow of £2.5m (2024: outflow of £4.8m), largely because of timing differences with supplier payments. Given the nature of our stock, we continue to incur low levels of obsolescence and our proprietary knowledge over two decades of trading benefits us in low levels of returns and damages.

Capital expenditure (excluding exceptional items) of £4.7m (2024: £3.7m) included £3.6m (2024: £3.3m) of capitalised salaries relating to development of the Group's bespoke software solutions.

At the end of the year, the Group had net cash (excluding IFRS 16 related liabilities) of £17.7m (2024: £11.2m).

On 18 December 2024, the Group entered into a new three-year revolving credit facility ("RCF") with HSBC, replacing the £10m RCF which was due to expire in December 2025. The new RCF has total commitments of £30m. The Group has provided a cross-guarantee by way of a debenture dated 7 June 2021 as security for the facility. The RCF remains undrawn at the date of this report.

MFI

MFI recognised revenue of £0.1m in the first three months of trading following the soft launch in July 2025. Administrative expense of £2.3m for people and property cost was recognised during the second half of the year. Depreciation and finance expense totalling £0.3m has also been recognised during the second half of the year, resulting in a statutory and adjusted net loss before tax of £2.5m.

Forecasting MFI continues to be a challenge given the limited amount of trading history. As an entrepreneurial business we will react and adapt over time. Notwithstanding this, our current expectation is for MFI to incur an overall loss of between £2.6m and £3.4m in 2026.

Dividend

Victorian Plumbing has a robust balance sheet, generates significant operating cashflows and the underlying priority is to reinvest into the business and drive further profitable growth. In H1 2025, the Board implemented a revised capital allocation policy with the aim of maintaining a dividend cover ratio of 2.25x - 3.00x (previously 3.00x - 3.50x). This recognises that most growth opportunities do not require significant capital, and reflects confidence in the Group's ongoing strength, future growth prospects and cash generation.

In order to distribute a total ordinary dividend for the year of 2.15 pence per share (2024: 1.61 pence per share), which would represent growth of 34%, the Board is recommending a full year final ordinary dividend of 1.45 pence per share (2024: 1.09 pence per share). This would represent dividend cover for 2025 of 2.5x (2024: 3.3x).

If approved, this would result in a total cash distribution to shareholders of £7.2m (£2.3m interim paid and £4.9m final to be paid) (2024: total cash distribution to shareholders £5.2m), subject to shareholders' approval at the AGM on 25 February 2026. The final dividend will be paid on 4 March 2026 to shareholders on the register of members at the close of business on 6 February 2026.

Daniel Barton

Chief Financial Officer

2 December 2025

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 SEPTEMBER 2025

	Note	Continuing operations £m	Discontinued operations £m	2025 £m	2024 £m
Revenue	4	306.1	3.9	310.0		295.7
Cost of sales		(154.3)	(2.5)	(156.8)		(147.9)
Gross profit		151.8	1.4	153.2		147.8
Administrative expenses	5	(132.6)	(2.6)	(135.2)		(135.8)
Impairment of assets		-	-	-		(0.8)
Operating profit / (loss)		19.2	(1.2)	18.0		11.2
Finance income	7	0.7	-	0.7		1.0
Finance costs	7	(3.6)	-	(3.6)		(3.2)
Profit / (loss) before tax		16.3	(1.2)	15.1		9.0
Income tax expense	8	(2.5)	0.3	(2.2)		(3.5)
Profit / (loss) for the year		13.8	(0.9)	12.9		5.5

Loss from discontinued operations		-	(0.9)	(0.9)		-

Profit from continuing operations		13.8	-	13.8		5.5
Basic earnings per share (pence)	10	4.5	(0.3)	4.2		1.8
Diluted earnings per share (pence)	10	4.2	(0.3)	3.9		1.7

There are no items to be recognised in the statement of comprehensive income in the current year or prior year, and hence the Group has not presented a separate statement of other comprehensive income.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AT 30 SEPTEMBER 2025

	Note	2025 £m	2024 £m
Assets
Non-current assets
Goodwill		18.8	18.8
Intangible assets	13	4.7	4.7
Property, plant and equipment	14	26.8	27.8
Right-of-use assets	15	47.3	45.4
		97.6	96.7
Current assets
Inventories		45.6	43.7
Trade and other receivables	16	7.5	6.9
Cash and cash equivalents		17.7	11.2
		70.8	61.8
Total assets		168.4	158.5

Equity and liabilities
Equity attributable to the owners of the Company
Share capital	20	0.3	0.3
Share premium		11.2	11.2
Capital redemption reserve		0.1	0.1
Capital reorganisation reserve		(320.6)	(320.6)
Retained earnings		369.6	361.3
Total equity		60.6	52.3

Liabilities
Non-current liabilities
Lease liabilities	18	47.5	43.0
Derivative financial instruments		-	0.5
Provisions		2.0	1.9
Deferred tax liability		1.6	2.8
		51.1	48.2
Current liabilities
Trade and other payables	17	45.0	44.5
Contract liabilities		6.8	9.5
Lease liabilities	18	3.6	3.1
Provisions		0.2	0.7
Corporation tax		1.1	0.2
		56.7	58.0
Total liabilities		107.8	106.2
Total equity and liabilities		168.4	158.5

The financial statements were approved by the Board of Directors on 2 December 2025 and authorised for issue.

Daniel Barton

Chief Financial Officer

Victorian Plumbing Group plc

Registered number: 13379554

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 SEPTEMBER 2025

	Share capital £m	Share premium £m	Capital redemption reserve £m	Capital reorganisation reserve £m	Retained earnings £m	Total equity £m
Balance at 1 October 2023	0.3	11.2	0.1	(320.6)	357.8	48.8
Comprehensive income
Profit for the year	-	-	-	-	5.5	5.5
Transactions with owners
Dividends paid	-	-	-	-	(4.8)	(4.8)
Employee share schemes - value of employee services	-	-	-	-	2.8	2.8
Total transactions with owners recognised directly in equity	-	-	-	-	(2.0)	(2.0)

Balance at 30 September 2024	0.3	11.2	0.1	(320.6)	361.3	52.3

Comprehensive income
Profit for the year	-	-	-	-	12.9	12.9
Transactions with owners
Dividends paid	-	-	-	-	(5.8)	(5.8)
Employee share schemes - value of employee services	-	-	-	-	1.2	1.2
Total transactions with owners recognised directly in equity	-	-	-	-	(4.6)	(4.6)

Balance at 30 September 2025	0.3	11.2	0.1	(320.6)	369.6	60.6

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 SEPTEMBER 2025

	Note	2025 £m	2024 £m
Cash flows from operating activities
Cash generated from operating activities before exceptional items	23	33.8	22.4
Cash outflow from exceptional items		(1.5)	(3.3)
Cash outflow from share-based payments		(0.2)	(0.2)
Cash generated from operating activities		32.1	18.9
Income tax paid		(1.7)	(2.5)
Interest received on cash deposits		0.7	1.0
Cash outflow from discontinued operations		(9.1)	-
Net cash generated from operating activities		22.0	17.4

Cash flows from investing activities
Purchase of intangible assets		(4.0)	(3.8)
Purchase of property, plant and equipment		(1.4)	(21.0)
Acquisition of subsidiary - net of cash acquired		-	(19.1)
Net cash used in investing activities		(5.4)	(43.9)

Cash flows from financing activities
Dividends paid		(5.8)	(4.8)
Finance arrangement fees		(0.3)	(0.1)
Payment of interest portion of lease liabilities		(3.3)	(3.0)
Payment of principal portion of lease liabilities		(0.7)	(0.8)
Net cash used in financing activities		(10.1)	(8.7)

Net increase in cash and cash equivalents		6.5	(35.2)
Cash and cash equivalents at the beginning of the year		11.2	46.4
Cash and cash equivalents at the end of the year		17.7	11.2

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. General information

Basis of preparation

The consolidated financial statements have been prepared in accordance with UK-adopted International Accounting Standards. The consolidated financial statements have been prepared on the going concern basis and on the historical cost convention modified for the revaluation of certain financial instruments.

The financial information set out in this document does not constitute the statutory accounts of the Group for the financial years ended 30 September 2025 or 30 September 2024 but is derived from the 2025 Annual Report and Financial Statements. The Annual Report and Financial Statements for 2025 will be delivered to the Registrar of Companies in due course. The auditors have reported on those accounts and have given an unqualified report, which does not contain a statement under Section 498 of the Companies Act 2006.

Going concern

The Group's ability to continue as a going concern is dependent on maintaining adequate levels of resources to continue to operate for the foreseeable future. When assessing the going concern of the Group, the Directors have reviewed the year to date financial results, as well as detailed financial forecasts for the period up to 31 January 2027. The assumptions used in the financial forecasts are based on the Group's historical performance and management's extensive experience of the industry. Taking into consideration the wider economic environment, the forecasts have been assessed and stress tested to ensure that a robust assessment of the Group's working capital and cash requirements has been performed.

At 30 September 2025, the Group held instantly accessible cash of £17.7m. The Group also had access to a revolving credit facility of £30.0m with HSBC which was undrawn at 30 September 2025. On 18 December 2024, the Group entered into a three year agreement with HSBC for a £30m revolving credit facility. The Group has sufficient liquidity headroom through the forecast period. The Directors therefore have reasonable expectation that the Group has the financial resources to enable it to continue in operational existence for the period to 31 January 2027. Accordingly, the Directors conclude it is appropriate that these consolidated financial statements be prepared on a going concern basis.

2. Accounting policies, estimates and judgements

The accounting policies applied by the Group in these consolidated financial statements are the same as those applied by the Group in its consolidated financial statements as at and for the year ended 30 September 2024 unless stated below.

Judgements in applying accounting policies and sources of estimation uncertainty

2.1 Accounting judgements

Business combinations

The acquisition method of accounting is applied in accounting for the acquisition of subsidiaries. The acquiree's identifiable assets and liabilities are recognised at their fair values at the acquisition date. Goodwill arising on acquisition is recognised as an asset and measured at cost, representing the excess of the aggregate of the consideration, the amount of any non-controlling interests in the acquiree, and the fair value of the acquirer's previously held equity interest in the acquiree (if any) over the net of the fair value of its identifiable assets and liabilities at the date of acquisition. The consideration is measured at fair value, which is the aggregate of the fair values of the assets transferred, liabilities incurred or assumed, and the equity instruments issued in exchange for control of the acquiree.

Impairment of goodwill and other intangibles

Goodwill was recognised upon the acquisition of AHK Designs Limited trading as Victoria Plum ("Victoria Plum"). The goodwill represents the removal of a nuisance factor, being the competing brand with a similar name. The goodwill arising upon this acquisition has been allocated to the main Group's CGU, Victorian Plumbing. The CGU of Victorian Plumbing has been assessed for impairment and at that level there is no indication of impairment.

An impairment review of other intangible assets, being 'computer software' and 'assets under construction' has been performed and due to the growth enabling features and efficiency gains it was concluded that the future value of the investments made is greater than the carrying value. Any assets held in the 'assets under construction' category will be brought into use during the year ended 30 September 2026.

Intangible assets

Intangible assets relate to the development of the Group's internal bespoke software solutions and comprise both capitalised internal salaries and third party costs. Initial capitalisation of costs is based on management's judgement that technological and economic feasibility is confirmed, usually when a product development project has reached a defined milestone according to an established project management model.

2.2 Sources of estimation uncertainty

Refund liability and right of return asset

The refund liability that is recognised within the consolidated financial statements relates to the obligation to refund some or all of the consideration received from a customer. The liability is measured at the amount the Group ultimately expects it will have to return to the customer. The refund liability therefore requires management to estimate the amount expected to be returned to customers after the reporting date.

The refund liability and associated right of return asset are estimated using historical rates of the level of refunds relative to revenue.

	2025	2024
Revenue (£m)	310.0	295.7
Refund liability (£m)	0.9	0.8
Refund liability % average quarterly sales	1.0%	1.1%
Right of return asset (£m)	0.3	0.3
Right of return asset % average quarterly sales	0.4%	0.4%

The impact on profit before taxation ("PBT") of increasing the refund rate by 100% would be a reduction of £0.9m (2024: £0.8m).

Warranty provision

The Group provides for the cost expected to be incurred in order to replace damaged or faulty items that existed at the time of sale. The provision related to these assurance-type warranties are recognised when the product is sold. Initial recognition is based on historical experience.

The warranty provision is estimated with reference to the historical level of credit notes raised relative to revenue.

	2025	2024
Revenue for the period (£m)	310.0	295.7
Warranty provision (£m)	0.3	0.3
Warranty provision % average quarterly sales	0.4%	0.4%

The impact on PBT of increasing the warranty provision by 100% would be a reduction of £0.3m (2024: £0.3m).

Inventory provision

Management has evaluated the level of inventory held and the ageing of inventory in order to consider the need for a provision over stock to cover either slow-moving items, obsolete items or items which the Group may sell at lower than cost. This has resulted in a provision of £0.6m being recognised in the period (2024: £nil). The impact on PBT of increasing the inventory provision by 100% would be a reduction of £0.6m (2024: £nil).

3. Segmental information

IFRS 8 'Operating Segments' requires the Group to determine its operating segments based on information that is provided internally. Based on the internal reporting information and management structures within the Group, it has been determined that there are three operating segments: Victorian Plumbing, MFI and Victoria Plum, as the three entities are clearly and separately reported on internally. There is also considered to be three reporting segments; Victorian Plumbing, MFI and Victoria Plum. MFI is a new segment this year, having commenced trading in 2025.

Management has determined that there are three operating and reporting segments based on the reports reviewed by the ELT, which is the chief operating decision-maker ("CODM"). The ELT is made up of the Executive Directors and Key Management and is responsible for the strategic decision-making of the Group.

Adjusted EBITDA

The ELT measures the overall performance of the Operating Group by reference to Adjusted EBITDA, a non-GAAP measure. This adjusted profit measure is applied by the ELT to understand the earnings trends of the Operating Group and is considered an additional, useful measure under which to assess the true operating performance of the Operating Group.

The Directors believe that these items and adjusted measures of performance should be separately disclosed in order to assist in the understanding of financial performance achieved by the Operating Group and for consistency with prior years.

Adjusted PBT

The ELT also measures the overall performance of the Operating Group by reference to adjusted profit before tax ("PBT"), a non-GAAP measure. Adjusted PBT is defined as adjusted EBITDA less interest, depreciation and amortisation.

This adjusted profit measure is applied by the ELT as an alternative profitability measure, which incorporates the capital investment and the financing structure of the Group.

	Victorian Plumbing £m	MFI £m	Continuing operations £m	Victoria Plum £m	2025	Victorian Plumbing £m	Victoria Plum £m	2024
Revenue	306.0	0.1	306.1	3.9	310.0	281.0	14.7	295.7
Cost of sales	(154.3)	(0.0)	(154.3)	(2.5)	(156.8)	(139.3)	(8.6)	(147.9)
Gross profit	151.7	0.1	151.8	1.4	153.2	141.7	6.1	147.8
Administrative expenses	(118.2)	(2.3)	(120.5)	(0.9)	(121.4)	(112.3)	(8.3)	(120.6)
Adjusted EBITDA	33.5	(2.2)	31.3	0.5	31.8	29.4	(2.2)	27.2
Net finance costs	(2.1)	(0.1)	(2.2)	-	(2.2)	0.6	-	0.6
Amortisation and depreciation	(7.6)	(0.2)	(7.8)	-	(7.8)	(4.7)	-	(4.7)
Adjusted profit before tax	23.8	(2.5)	21.3	0.5	21.8	25.3	(2.2)	23.1
Exceptional items	(3.6)	-	(3.6)	(1.7)	(5.3)	(10.1)	(0.9)	(11.0)
Share-based payments (including NI)	(1.4)	-	(1.4)	-	(1.4)	(3.1)	-	(3.1)
Profit before tax	18.8	(2.5)	16.3	(1.2)	15.1	12.1	(3.1)	9.0

4. Revenue

An analysis of revenue by class of business is as follows:

	2025 £m	2024 £m
Bathroom	288.4	268.6
Tiles and flooring	17.6	12.4
Homewares	0.1	-
Revenue from continuing operations	306.1	281.0

Bathroom	3.9	14.7
Revenue from discontinued operations	3.9	14.7
	310.0	295.7

All revenue arose within the United Kingdom.

5. Operating profit

Expenses by nature including exceptional items:

	Continuing operations £m	Discontinued operations £m	2025 £m	2024 £m
Employee costs (excluding share-based payments)	25.2	-	25.2	23.0
Agency and contractor costs	1.4	-	1.4	1.7
Share-based payments (including NI)	1.4	-	1.4	3.1
Marketing costs	83.7	0.9	84.6	85.4
Property costs	4.1	-	4.1	4.8
Computer costs	2.9	-	2.9	2.9
Other costs	3.2	-	3.2	2.8
Amortisation of intangibles	2.9	-	2.9	3.1
Depreciation of property, plant and equipment	1.5	-	1.5	0.5
Depreciation of right-of-use assets	3.9	-	3.9	3.3
Depreciation capitalised during the fit-out of the DC	(0.5)	-	(0.5)	(2.2)
Exceptional items:
Double running and non-recurring administrative expenses	2.0	-	2.0	5.7
Closure costs: Victoria Plum	0.7	1.7	2.4	1.1
Impairment of right-of-use assets	-	-		0.8
Professional fees associated with business combinations	0.2	-	0.2	0.6
Total administrative expenses	132.6	2.6	135.2	136.6
Share-based payments (including NI)	(1.4)	-	(1.4)	(3.1)
Exceptional items within admin expenses	(2.9)	(1.7)	(4.6)	(8.2)
Total administrative expenses before separately disclosed items	128.3	0.9	129.2	125.3

6. Exceptional items

a. By nature	2025 £m	2024 £m
Warehouse transformation costs:
- Double running and non-recurring administrative expenses	2.0	5.7
- Impairment of right-of-use assets	-	0.8
Closure costs: Victoria Plum	2.4	1.1
Professional fees associated with business combinations	0.2	0.6
Exceptional items recognised within administrative expenses	4.6	8.2

Warehouse transformation costs:
- Double running finance costs	0.7	2.8
Exceptional items recognised within finance costs	0.7	2.8
Total exceptional items	5.3	11.0
b. By function	2025 £m	2024 £m
Warehouse transformation costs:
- Double running and non-recurring administrative expenses	2.0	5.7
- Impairment of right-of-use assets	-	0.8
- Double running finance costs	0.7	2.8
	2.7	9.3
Acquisition and closure of Victoria Plum:
- Closure costs: Victoria Plum	2.4	1.1
- Professional fees associated with business combinations	-	0.6
	2.4	1.7

Professional fees associated with business combinations	0.2	-
	0.7	-
Total exceptional items	5.3	11.0

Warehouse transformation

On 4 October 2023, the Group entered into a 20-year lease agreement for the DC and commenced a period of fit-out which, by the end of December 2024, had substantially completed. In accordance with IFRS 16, a lease liability of £41.7m has been recognised, with a corresponding right-of-use asset recognised in non-current assets during the prior financial year.

For the duration of the fit-out, the DC was not generating economic benefit for the Group. Therefore, operating expenditure incurred during the fit-out period, together with non-recurring transformation costs such as associated professional fees, totalling £2.0m (2024: £5.7m) has been recognised as 'warehouse transformation costs' in the consolidated statement of comprehensive income. During 2025, associated exceptional cash outflows of £1.5m (2024: £2.5m) have been incurred and recognised in the consolidated statement of cash flows.

Closure of Victoria Plum

c. Exceptional cash flows

	2025 £m	2024 £m
Cash flows from operating activities
Cash outflow from exceptional items	(1.5)	(2.5)
Cash flows from investing activities
Purchase of intangible assets: exceptional	(0.1)	(0.3)
Purchase of property, plant and equipment: exceptional	(0.6)	(20.8)
Cash flows from financing activities
Payment of interest portion of lease liabilities: double running - finance costs	(0.5)	(2.7)
Payment of principal portion of lease liabilities: double running - finance costs	-	(0.1)
Cash flows from exceptional items	(2.7)	(27.2)

7. Net finance costs

	2025 £m	2024 £m
Interest received on cash deposits	0.7	1.0
Finance income	0.7	1.0

Interest on undrawn revolving credit facility	(0.3)	(0.1)
Interest expense on lease liability	(3.3)	(3.1)
Finance costs	(3.6)	(3.2)
Net finance costs	(2.9)	(2.2)

8. Income tax expense

	2025 £m	2024 £m
Corporation tax
Current tax on profits for the year	3.7	0.4
Adjustments in respect of previous periods	(0.3)	0.2
Total current tax	3.4	0.6
Deferred tax
Origination of temporary timing differences	(1.2)	2.9
Total deferred tax	(1.2)	2.9
Taxation on profit	2.2	3.5

Factors affecting tax charge for the year

The tax assessed for the period is lower (2024: higher) than the standard rate of corporation tax in the UK of 25% (2024: 25%). The differences are explained below:

	2025 £m	2024 £m
Profit on ordinary activities before tax	15.1	9.0
Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)	3.8	2.3
Effects of:
Expenses not deductible for tax purposes	0.3	0.5
Adjustments in respect of previous periods	(0.3)	0.2
Tax losses	(1.6)	0.5
Total tax charge for the year	2.2	3.5

Taxation on items taken directly to equity was £nil (2024: £nil) relating to tax on share-based payments.

9. Dividends paid and proposed

	2025 Pence per share	2024 Pence per share	2025 £m	2024 £m
Final ordinary dividend recognised as distributions in the year	1.09	0.95	3.5	3.1
Interim ordinary dividend recognised as distributions in the year	0.70	0.52	2.3	1.7
Total dividend paid in the year	1.79	1.47	5.8	4.8

Interim ordinary dividend	0.70	0.52	2.3	1.7
Final ordinary dividend	1.45	1.09	4.9	3.5
Total dividend	2.15	1.61	7.2	5.2

This results in a total cash distribution to shareholders of £7.2m (£2.3m interim paid and £4.9m final to be paid), subject to shareholders' approval at the AGM on 25 February 2026. The dividends will be paid on 4 March 2026 to shareholders on the register of members at the close of business on 6 February 2026.

10. Earnings per share

Basic and diluted earnings per share

Basic earnings per share ("EPS") is calculated by dividing the profit for the period attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year.

Diluted EPS is calculated by dividing the profit attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year plus the number of incremental ordinary shares, calculated using the treasury stock method, that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.

The following table reflects the income and share data used in the EPS calculations:

	Weighted average number of ordinary shares	Total earnings £m	Pence per share
Year ended 30 September 2025
Basic EPS from continuing operations	314,295,920	13.8	4.5
Basic EPS from discontinued operations	314,295,920	(0.9)	(0.3)
Basic EPS	314,295,920	12.9	4.2
Diluted EPS from continuing operations	331,111,216	13.8	4.2
Diluted EPS from discontinued operations	331,111,216	(0.9)	(0.3)
Diluted EPS	331,111,216	12.9	3.9

Year ended 30 September 2024
Basic EPS	294,908,792	5.5	1.8
Diluted EPS	327,498,168	5.5	1.7

The number of shares in issue at the start of the year is reconciled to the basic and diluted weighted average number of shares below:

	2025	2024
Weighted average number of shares for basic EPS	314,295,920	294,908,792
Dilutive impact of unvested shares in relation to share awards	16,815,296	32,589,376
Weighted average number of shares for diluted EPS	331,111,216	327,498,168

The average market value of the Group's shares for the purposes of calculating the dilutive effect of share-based incentives was based on quoted market prices for the period during which the share-based incentives were outstanding.

Adjusted diluted earnings per share

Adjusted diluted EPS is an Alternative Performance Measure (APM) and has been calculated using profit from continuing operations for the purpose of basic EPS, adjusted for total adjusting items and the tax effect of those items.

	2025 £m	2024 £m
Profit for the year	13.8	5.5
Exceptional items	3.6	11.0
Share-based payments	1.4	3.1
Tax effect	(1.1)	(2.3)
Total adjusted profit for the year	17.7	17.3


	Number	Number
Total issued share capital for the purposes of adjusted diluted earnings per share	327,737,158	326,334,279

Adjusted diluted earnings per share (pence)	5.4	5.3

11. Business combinations

Acquisition of AHK Designs Ltd - May 2024

On 17 May 2024 Victorian Plumbing Ltd, a subsidiary, acquired the entire issued share capital of AHK Designs Ltd, trading as Victoria Plum ("Victoria Plum").

Victoria Plum was acquired for initial consideration of £22.5m, with £0.3m repaid by the seller through the completion accounts adjustment.

		£m
Purchase consideration:
Initial cash paid		22.5
Final working capital adjustment		(0.3)
Total consideration		22.2

The provisional fair value of assets and liabilities recognised as a result of this acquisition are as follows:

				£m
Tangible fixed assets				-
Intangible fixed assets				-
Inventory				8.9
Cash				3.1
Trade and other receivables				1.1
Trade payables				(3.2)
Other taxation and NI				(1.5)
Corporation tax				(0.3)
Other payables				(0.7)
Accruals				(2.3)
Contract liabilities				(1.7)
Net identifiable assets acquired				3.4
Goodwill				18.8
Net assets acquired				22.2

12. Goodwill

				£m
Cost
At 30 September 2024				18.8
At 30 September 2025				18.8

Net book value
At 30 September 2024				18.8
At 30 September 2025				18.8

Goodwill of £18.8m was recognised upon the acquisition of Victoria Plum, which was subsequently closed. The goodwill represents the removal of a nuisance factor, being the competing brand with a similar name. This goodwill is expected to generate benefit for the existing Victorian Plumbing Group and has therefore been allocated to the Victorian Plumbing Group cash generating unit ("CGU").

This balance has been reviewed for impairment on a value in use basis by performing a discounted cash flow ("DCF") exercise for the CGU. The key assumptions within the DCF include expected revenue growth (market share and average order value) and costs in accordance with the three-year Board approved budget, followed by a long-term growth rate of 2.0% into perpetuity and a pre-tax discount rate of 14.0%. Significant headroom was retained over the carrying value of the goodwill. The value in use calculation was not sensitive to reasonably possible changes in these key assumptions and the carrying value of goodwill is considered recoverable.

13. Intangible assets

	Computer software £m	Assets under construction £m	Total £m
Cost
At 30 September 2023	12.9	0.2	13.1
Additions	2.9	0.9	3.8
At 30 September 2024	15.8	1.1	16.9
Reclassifications	0.5	(0.5)	-
Additions	3.9	-	3.9
Disposals	(0.7)	-	(0.7)
At 30 September 2025	19.5	0.6	20.1

Accumulated amortisation
At 30 September 2023	9.1	-	9.1
Charge for the year	3.1	-	3.1
At 30 September 2024	12.2	-	12.2
Disposals	(0.7)	-	(0.7)
Charge for the year	3.9	-	3.9
At 30 September 2025	15.4	-	15.4

Net book value
At 30 September 2023	3.8	0.2	4.0
At 30 September 2024	3.6	1.1	4.7
At 30 September 2025	4.1	0.6	4.7

Assets under construction represent costs incurred in the development of internal management systems, that are not yet available for use in the manner intended by management.

Computer software comprises both internal salaries and external development capitalised in relation to the Group's bespoke operational software. The Group capitalised internal salaries of £3.6m in the year ended 30 September 2025 (2024: £3.3m) for development of computer software.

For the year to 30 September 2025, the amortisation charge of £3.9m (2024: £3.1m) has been charged to administrative expenses in the income statement.

14. Property, plant and equipment

	Leasehold improvements £m	Plant and machinery £m	Fixtures and fittings £m	Office equipment £m	Assets under construction £m	Total £m
Cost
At 30 September 2023	0.1	1.3	0.5	1.2	3.9	7.0
Additions	-	-	-	-	23.4	23.4
At 30 September 2024	0.1	1.3	0.5	1.2	27.3	30.4
Additions	0.1	-	-	0.2	0.2	0.5
Reclassifications	16.4	8.1	2.4	0.6	(27.5)	-
At 30 September 2025	16.6	9.4	2.9	2.0	-	30.9

Accumulated depreciation
At 30 September 2023	-	0.9	0.5	0.7	-	2.1
Charge for the year	0.1	0.1	-	0.3	-	0.5
At 30 September 2024	0.1	1.0	0.5	1.0	-	2.6
Charge for the year	0.7	0.5	0.1	0.2	-	1.5
At 30 September 2025	0.8	1.5	0.6	1.2	-	4.1

Net book value
At 30 September 2023	0.1	0.4	-	0.5	3.9	4.9
At 30 September 2024	-	0.3	-	0.2	27.3	27.8
At 30 September 2025	15.8	7.9	2.3	0.8	-	26.8

15. Right-of-use assets

	Manual Handling Equipment £m	Leasehold Property £m	Right-of-use assets £m
Cost
At 30 September 2023	0.7	8.3	9.0
Additions	-	44.8	44.8
Modifications	-	0.4	0.4
Disposals	(0.3)	-	(0.3)
Impairment	-	(0.8)	(0.8)
At 30 September 2024	0.4	52.7	53.1
Additions	4.3	-	4.3
Modifications	-	1.5	1.5
At 30 September 2025	4.7	54.2	58.9

Accumulated depreciation
At 30 September 2023	0.5	4.2	4.7
Charge for the year	0.1	3.2	3.3
Disposals	(0.3)	-	(0.3)
At 30 September 2024	0.3	7.4	7.7
Charge for the year	0.8	3.1	3.9
At 30 September 2025	1.1	10.5	11.6

Net book value
At 30 September 2023	0.2	4.1	4.3
At 30 September 2024	0.1	45.3	45.4
At 30 September 2025	3.6	43.7	47.3

Furthermore, the Group renewed leases on three of its properties that had expired; these represent modifications under IFRS 16. The right-of-use asset was increased by £1.5m to reflect the value of the asset after the modification and the corresponding lease liability increased by £1.5m.

16. Trade and other receivables

	2025 £m	2024 £m
Trade receivables	4.6	3.8
Right-of-return asset	0.3	0.3
Accrued income	1.2	1.2
Prepayments	1.4	1.6
	7.5	6.9

The Group provides against trade receivables using the forward-looking expected credit loss model under IFRS 9. An impairment analysis is performed at each reporting date. Trade receivables, accrued income, and other receivables expected credit losses have been reviewed by management and have been determined to have an immaterial impact on these balances. Accrued income relates to rebates earned but not yet received.

17. Trade and other payables

	2025 £m	2024 £m
Trade payables	22.6	24.7
Other taxation and NI	9.3	8.8
Refund liability	0.9	0.8
Other payables	1.8	1.5
Accruals	10.4	8.4
	45.0	44.2

18. Lease liabilities

	Manual Handling Equipment £m	Leasehold Property £m	Lease liability £m
At 30 September 2023	0.2	4.6	4.8
Additions	-	41.7	41.7
Modifications	-	0.4	0.4
Finance costs (excluding exceptional items)	-	0.2	0.2
Finance costs (included in exceptional items)	-	2.8	2.8
Lease payment (excluding exceptional items)	(0.1)	(0.9)	(1.0)
Lease payment (included in exceptional items)	-	(2.8)	(2.8)
At 30 September 2024	0.1	46.0	46.1
Additions	4.3	-	4.3
Modifications	-	1.5	1.5
Finance costs (excluding exceptional items)	0.2	2.3	2.5
Finance costs (included in exceptional items)	-	0.7	0.7
Lease payment (excluding exceptional items)	(0.7)	(2.8)	(3.5)
Lease payment (included in exceptional items)	-	(0.5)	(0.5)
At 30 September 2025	3.9	47.2	51.1

During the period, the Group entered into leases for manual handling equipment. An addition of £4.3m has been recognised as a right-of-use asset, in accordance with IFRS 16 Leases, representing the discounted future cashflows under the contract. Furthermore, the Group renewed leases on three of its properties that had expired; these represent modifications under IFRS 16. The right-of-use asset was increased by £1.5m to reflect the value of the asset after the modification and the corresponding lease liability increased by £1.5m. The Group had total cash outflows for leases of £4.0m (2024: £3.8m).

Lease liabilities as at 30 September were classified as follows:

	2025 £m	2024 £m
Non-current	47.5	43.0
Current	3.6	3.1
Total	51.1	46.1

19. Borrowings

	2025 £m	2024 £m
Amounts drawn under revolving credit facility	-	-
Unamortised debt issue costs	(0.3)	(0.1)
	(0.3)	(0.1)

At 30 September 2025, the £30m revolving credit facility ("RCF") remained undrawn. On 18 December 2024, the RCF was secured for £30m, with a termination date of 17 December 2027. The facility is secured by a debenture dated 7 June 2021. Interest on the RCF is charged at SONIA plus a margin based on the consolidated leverage of the Group. A commitment fee of 35% of the margin applicable to the RCF is payable quarterly in arrears on unutilised amounts of the RCF. There is no requirement to settle all, or part, of the debt earlier than the termination date.

Unamortised debt issue costs of £0.3m (2024: £0.1m) are included in prepayments.

20. Share capital

2025

£m

2024

£m

Allotted, called up and fully paid

327,737,158 ordinary shares of 0.1p (2024: 326,334,279 ordinary shares of 0.1p)

0.3

21. Own shares held

The Employee Share Option Trust purchases shares to fund the Share Incentive Plan. On 27 July 2024, the third anniversary of the Share Incentive Plan share award, the shares vested. At 30 September 2025, the trust held 446,889 (2024: 472,248) ordinary shares with a book value of £447 (2024: £472). The market value of these shares as at 30 September 2024 was £0.4m (2024: £0.5m).

	Number of shares	£
ESOT shares reserve
Own shares held at 30 September 2024	472,248	472
Sale/transfers out	(25,359)	(25)
Own shares held at 30 September 2025	446,889	447

22. Share-based payments

The Group operates four share plans being the Share Incentive Plan ("SIP"), a Deferred Bonus Plan ("DBP"), a Long-Term Incentive Plan ("LTIP") and a Sharesave scheme ("SAYE"). In addition, following Admission to AIM in June 2021, the Group awarded shares to the Chair and certain members of Key Management in the form of Restricted Share Awards ("RSAs") which had restrictions placed against them that bring the awards into the scope of IFRS 2.

All share-based incentives carry a service condition. Such conditions are not taken into account in the fair value of the service received. The fair value of services received in return for share-based incentives is measured by reference to the fair value of share-based incentives granted. Monte Carlo or Black-Scholes pricing models have been used where appropriate to calculate the fair value of share-based incentives with market conditions.

Sensitivity analysis has been performed in assessing the fair value of the share-based incentives. There are no changes to key assumptions that are considered by the Directors to be reasonably possible, which give rise to a material difference in the fair value of the share-based incentives.

The total charge in the year was £1.4m (2024: £3.1m) with a Company charge of £0.2m (2024: £0.8m). This included associated NI at 15.0% (2024: 13.8%), which management expects to be the prevailing rate when the awards are exercised, and apprenticeship levy at 0.5%, based on the share price at the reporting date.

	2025 £m	2024 £m
Deferred Bonus Plans	0.5	0.8
Long Term Incentive Plans	-	0.3
Sharesave Schemes	0.1	0.1
Restricted Share Awards	0.7	1.3
Share Incentive Plan	-	0.2
Total IFRS 2 charge	1.3	2.7
NI and apprenticeship levy on applicable schemes	0.1	0.4
Total charge	1.4	3.1

Deferred Bonus Plan

The Group operates a DBP for the ELT and certain key employees. It is both a cash bonus plan and a discretionary employee share plan under which a proportion of a participant's annual bonus is deferred into an award over shares. Awards under the plan are contingent on the satisfaction of pre-set internal targets relating to financial and operational objectives. An option will be granted following determination of performance against targets, with 40% of the award vesting immediately, 30% after one year and 30% after two years. Awards are potentially forfeitable during that period should the employee leave employment.

During the year the Group made awards over 1,914,027 ordinary shares under the DBP scheme, subject to the satisfaction of certain performance criteria to be determined by the Remuneration Committee. The fair value of the award was determined to be £1.12, being the average market value of a share on 30 September 2024 and 30 November 2024.

		2025 Number	2024 Number
Outstanding at 1 October		4,294,058	4,660,836
Granted	1,914,027		2,998,636
Forfeited	(2,109,735)		(2,375,186)
Vested	(708,561)		(990,228)
Outstanding at 30 September	3,389,789		4,294,058

The total charge in the period, included in operating profit, in relation to these awards was £0.5m (2024: £0.8m). The Company charge for the period was £nil (2024: £nil).

Long Term Incentive Plan

The Group operates a LTIP for the Executive Directors. The extent to which awards vest will depend upon the satisfaction of the Group's financial and operational performance in the financial year of the award date.

The 2023 and 2024 LTIP awards are subject to performance conditions based on adjusted EPS (100% of award). Awards vest three years after grant subject to EPS performance conditions, with a two-year post-vesting holding period applying.

The 2025 LTIP awards are subject to performance conditions based on adjusted EPS (62.5% of award) and employment (37.5% of award). Awards vest 3 years after grant subject to EPS performance conditions, with a two-year post-vesting holding period applying.

On 1 February 2025, the Group awarded 1,206,264 nil cost options under the LTIP scheme. The fair value for the EPS element of the award at £1.12 was based on the share price at the grant date.

	2025 Number	2024 Number
Outstanding at 1 October	1,945,733	1,118,497
Granted	1,206,264	827,236
Lapsed	(1,118,496)	-
Outstanding at 30 September	2,033,501	1,945,733

The total charge in the year, included in operating profit, in relation to these awards was £nil (2024: £0.3m). The Company charge for the period was £nil (2024: £0.3m).

Sharesave scheme

The Group operates a SAYE scheme for all employees under which employees are granted an option to purchase ordinary shares in the Company at up to 20% less than the market price at invitation, in three years' time, dependent on their entering into a contract to make monthly contributions into a savings account over the relevant period. Options are granted and are linked to a savings contract with a term of three years. These funds are used to fund the option exercise. No performance criteria are applied to the exercise of Sharesave options. The assumptions used in the measurement of the fair value at grant date of the Sharesave plan are as follows:

Grant date	Share price at grant date £	Exercise price £	Expected volatility %	Option life years	Risk-free rate %	Dividend yield %	Non-vesting condition %	Fair value per option
30/03/2023	0.79	0.68	69	3.17	3.52	1.39	0	0.40
30/03/2024	0.79	0.67	59	3.17	3.92	1.77	0	0.36
16/06/2025	0.78	0.66	43	3.12	3.79	2.28	0	0.27

Expected volatility is estimated by considering the historical 3.12 year volatility of the FTSE AIM retailers.

	2025 Number of share options	2024 Number of share options
Outstanding at 1 October	596,481	533,973
Granted	409,327	194,042
Forfeited	(94,845)	(131,534)
Exercised	(237,253)	-
Outstanding at 30 September	673,710	596,481
Exercisable at 30 September	25,889	-

The total charge in the year, included in operating profit, in relation to these awards was £0.1m (2024: £0.1m). The Company charge for the period was £nil (2024: £nil).

Restricted Share Awards

The Chair and certain members of Key Management have been granted RSAs. The RSAs do not have a performance condition attached to them but the extent to which they vest depends on a service condition being satisfied. The restricted shares are forfeited if the employee leaves the Group before the vesting date, unless under exceptional circumstances.

Grant date

Share price at grant date

Employee contribution per share

Vesting period (years)

Risk-free rate

Dividend yield

Non-vesting condition

Fair value per restricted share

22/06/2021

2.62

£0.001

5.0

2.62

The number of restricted shares outstanding at 30 September 2025 was as follows:

	2025 Number	2024 Number
Outstanding at 1 October	1,508,462	2,276,004
Vested	(851,173)	(767,543)
Outstanding and unvested at 30 September	657,289	1,508,462

The market value per ordinary share for restricted shares that vested in the year was £0.73. The RSA outstanding at 30 September 2025 had a remaining vesting period of 0.7 years.

The total charge in the year, included in operating profit, in relation to these awards was £0.7m (2024: £1.3m). The Company charge for the year was £0.2m (2024: £0.5m).

Share Incentive Plan

The Group operates a SIP scheme that was made available to all eligible employees following Admission to AIM in June 2021. On 27 July 2021, all eligible employees were awarded free shares valued at £3,600 each based on the closing share price on 26 July 2021 of £2.67. A total of 635,504 shares were awarded under the scheme, subject to a three-year service period (the vesting period).

On 27 July 2024, the third anniversary of the award, the shares vested for those employees that remained in employment on that date.

The SIP awards have been valued using the Black-Scholes model and the resulting share-based payments charge spread evenly over the vesting period. The SIP shareholders are entitled to dividends over the vesting period. No performance criteria are applied to the vesting of SIP shares. Fair value at the grant date was measured to be £2.67.

	2025 number	2024 number
Outstanding at 1 October	127,774	347,037
Sale / transfers out	(25,359)	(178,504)
Dividend shares transferred in	-	3,725
Forfeited	(1,348)	(44,484)
Outstanding at 30 September	101,067	127,774

The total charge in the year, included in operating profit, in relation to these awards was £nil (2024: £0.2m). The Company charge for the year was £nil (2024: £nil).

23. Cash generated from operating activities

Cash flows from continuing operating activities	2025 £m	2024 £m
Profit before taxation for the financial year	16.3	9.0
Adjustments for:
Depreciation and amortisation	7.8	4.7
Share-based payments (including NI)	1.4	3.1
Finance income	(0.7)	(1.0)
Finance costs	3.6	3.2
Exceptional items recognised within administrative expenses	2.9	8.2
Adjusted EBITDA from continuing operations	31.3	27.2
Fair value loss on financial derivatives	(0.5)	0.9
Increase in inventories	(3.4)	(0.5)
Decrease / (increase) in receivables	1.4	(1.1)
Increase / (decrease) in payables	5.0	(4.1)
Cash generated from continuing operating activities before exceptional items	33.8	22.4

Free cash flows from continuing operations	2025 £m	2024 £m
Cash generated from operating activities before exceptional items	33.8	22.4
Repayment of lease liabilities (excluding exceptional items)	(3.5)	(1.3)
Purchase of intangible assets (excluding exceptional items)	(4.0)	(3.5)
Purchase of property, plant and equipment (excluding exceptional items)	(0.7)	(0.2)
VAT not yet recovered on exceptional items	(1.6)	1.2
Free cash flows from continuing operations	24.0	18.6
Adjusted EBITDA	31.3	27.2
Operating cash conversion	77%	68%

VAT not yet recovered on exceptional items relates to timing differences on warehouse transformation expenditure.

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Victorian Plumbing Group (VIC)

Thursday, 4th December 2025

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