LEI: 213800HU63CWV5J8YK95 9 September 2026
Strong first-half year performance and significant progress on Eurowag Office
Eurowag today announces its interim results for the six-month period ended 30 June 2026.
Martin Vohánka, Founder and CEO, commented:
"We delivered a strong and resilient first-half year performance, with double-digit net revenue growth, robust margins and lower leverage, while making significant progress through the integration and migration phase to Eurowag Office. We are pleased to have reached a key milestone, with more than 65% of our customers now actively using the platform, customer engagement continuing to grow and the majority of our services available on the platform. Delivering these results through a volatile geopolitical and macroeconomic environment demonstrates the resilience of our business and keeps us on track to deliver our full-year guidance.
The progress we are making in 2026 positions us well for the next phase of our strategy. As integration and migration advance, we will increasingly be able to leverage the power of a single digital platform and proprietary data to deepen product penetration, increase customer engagement and drive greater operating leverage. From 2027, our focus will shift towards scaling and monetising Eurowag Office, unlocking the benefits of our integrated model to deliver greater value for our customers and drive sustainable, profitable growth."
Strategic Highlights
· Eurowag Office platform continues to advance towards full product integration, with the majority of our services now available through the platform. Toll services were integrated during the first half, complementing the capabilities already available across Fuel, Tax Refund, Fleet Management Solutions ("FMS"), Work Time Management ("WTM"), Navigation and Financial Services. Transport Management Solutions are expected to be integrated during 2027.
· Active customers using Eurowag Office increased significantly, with more than 65% of customers actively using the platform as at the date of this report, up from 35% at the end of Q1 2026.
· Total active trucks increased by +7.0% YoY to 334,800 (H1 2025: 313,000), expanding our customer base while demonstrating resilience through the ongoing integration and migration platform phase and a volatile fuel prices environment.
· Average number of products per truck increased to 2.7 (H1 2025: 2.6 on a restated basis1), demonstrating continued progress in deepening customer relationships and increasing the number of services used in our platform.
· NPS decreased to 29.6pts (H1 2025: 43.0pts), reflecting a change to a unified Eurowag brand methodology, with an approximately 9-point impact, and elevated fuel prices affecting broader customer sentiment. We expect this to be temporary as familiarity increases. Importantly, customer behaviour remains positive, with increasing usage of Eurowag Office and adoption of capabilities specific to the platform.
· Subscription-based revenues increased 3.3% YoY to €40.8 million (H1 2025: €39.5 million), representing 22.7% of total net revenue. Recurring revenues of €84.7million (H1 2025: €74.4 million) represented 47.2% of total net revenue, comprising subscription-based revenues and highly recurring toll revenues.
· Total net revenue2 increased +10.7% to €179.5 million (H1 2025: €162.2 million), reflecting broad- based growth across our platform services. Growth was supported by Toll (+26%), Energy (+6%), Core CRT Fleet Management Solutions (+15%), Navigation (+12%) and Tax Refund (+12%).
· Adjusted EBITDA3 increased +10.5% to €70.6 million (H1 2025: €63.9 million), with Adjusted EBITDA margin of 39.3% (H1 2025: 39.4%). Growth was driven by higher net revenue, partly offset by increased operating expenses, primarily reflecting continued investment in talent and performance-related remuneration to support the Group's future growth.
· Adjusted cash EBITDA3 increased +13.2% to €55.7 million (H1 2025: €49.2 million), with Adjusted cash EBITDA margin growing to 31.0% (H1 2025: 30.4%). Growth was supported by higher net revenue and the impact of share-based payments, partly offset by higher capitalised R&D expenditure.
· Statutory profit before tax declined 46.5% to €8.4 million (H1 2025: €15.7 million), primarily reflecting higher finance expenses, including an €8 million predominantly un-realised (non-cash) foreign exchange loss, largely resulting from the appreciation of the Hungarian forint. Interest expense decreased to €8.8 million (H1 25: €10.5 million), reflecting a reduction in the Group's average cost of borrowing. Basic EPS as a result decreased to 0.76 cents per share (H1 2025: 1.53 cents per share).
· Adjusted profit before tax3 declined 14.7% to €23.7m (H1 2025: €27.8m), resulting in an Adjusted basic EPS of 2.53 cents per share (H1 2025: 2.92 cents per share).
· Capital expenditure was €26.5 million (H1 2025: €24.7 million), including €21.0 million (H1 2025: €17.9 million) of capitalised R&D4, reflecting continued investment in Eurowag Office (€14.7 million) and the technology and data capabilities (€6.3 million) underpinning our integrated platform and future growth.
· Net leverage5 decreased to 1.8x (FY 2025: 1.9x) supported by Adjusted EBITDA growth. Net debt increased to €253.3 million (FY 2025: €216.2 million), primarily reflecting a €54.4 million working capital outflow, as anticipated following the increase in fuel prices and associated working capital requirements. The outflow primarily reflects the timing of collections around the period end rather than a structural change in working capital. On a 12-month basis, working capital remained broadly neutral.
· Post half-year end a special dividend of 1.5p per share (€12.1 million) was paid to shareholders on 22 July 2026.
H1 2026 Financials
|
Key statutory financials |
H1 2026 |
H1 2025 |
YoY growth |
|
Revenue (€m) |
1,377.1 |
1,162.2 |
18.5% |
|
Net revenue2 (€m) |
179.5 |
162.2 |
10.7% |
|
Payment solutions net revenue (€m) |
110.9 |
97.9 |
13.3% |
|
Mobility solutions net revenue (€m) |
68.6 |
64.3 |
6.7% |
|
Profit before tax (€m) |
8.4 |
15.7 |
(46.5)% |
|
Basic EPS (cents/share) |
0.76 |
1.53 |
(50.3)% |
|
Alternative performance measures 3 |
H1 2026 |
H1 2025 |
YoY growth |
|
Adjusted EBITDA (€m) |
70.6 |
63.9 |
10.5% |
|
Adjusted EBITDA margin |
39.3% |
39.4% |
(0.1)pp |
|
Adjusted cash EBITDA (€m) |
55.7 |
49.2 |
13.2% |
|
Adjusted cash EBITDA margin |
31.0% |
30.4% |
0.6pp |
|
Adjusted basic EPS (cents/share) |
2.53 |
2.92 |
(13.4)% |
Strategic KPIs
|
|
H1 2026 |
FY 2025 |
H1 2025 |
YoY growth |
|
Total active trucks (000s)6 |
334.8 |
321.5 |
313.0 |
7.0% |
|
Average number of products per truck1 |
2.7 |
2.6 |
2.6 |
+0.1 |
|
Net promoter score (points) |
29.6 |
43.8 |
43.0 |
(13.4)pts |
|
Subscription revenue (%) |
22.7% |
24.1% |
24.3% |
(1.6)pp |
Notes:
1. The methodology used to calculate average products per truck has been refined during 2026 following improvements in product-level data allocation. The Group is now able to allocate products more accurately to individual trucks; previously, certain products could only be identified at customer level and were therefore attributed to all trucks associated with that customer. Comparative periods have been restated on a consistent basis where applicable. Under the revised methodology, average products per truck for H1 2025 is 2.6, compared with 2.8 as previously reported; and for FY 2025 is 2.6, compared with 2.8 as previously reported.
2. Net revenue is defined as revenue less costs of goods sold.
3. The Group presents various alternative performance measures ("APMs"). Refer to Note 2 of the accompanying financial statements of this document. Adjusted EBITDA is defined as EBITDA before Adjusting items. Adjusted cash EBITDA is defined as Adjusted EBITDA less capitalised R&D plus share-based payments. Adjusted profit before tax is defined as profit before tax plus the adjusting items affecting Adjusted EBITDA and the adjusting items in amortisation of acquired intangibles.
4. Capitalised R&D excludes investments in hardware of onboard units ("OBUs") and infrastructure.
5. As per covenant calculation, net leverage is defined as the ratio of total net debt to adjusted EBITDA. Total net debt includes financial lease liabilities and derivative liabilities. Please refer to Note 15 of the accompanying financial statements of this document for the definition of adjusted EBITDA for covenant calculations.
6. An active truck is defined as a vehicle that has paid for a service in a given month. Average number of products per truck is defined as the average number of products used by an active truck in a given month.
Outlook and FY 2026 guidance
Following a robust first half performance, we remain confident in delivering our FY 2026 guidance. During the remainder of the year, our primary strategic focus will remain the successful migration of customers to Eurowag Office. As migration advances, the remaining cohorts will increasingly include larger customers and those using more UX-intensive products and workflows. We will continue to prioritise a carefully managed, high-quality customer experience while maintaining disciplined growth and profitability.
With the majority of services now available on Eurowag Office and customer adoption advancing well, we remain on track with our strategic priorities for 2026. From 2027, our focus will increasingly shift towards scaling and monetising Eurowag Office, enabling us to deepen customer relationships, accelerate cross-sell and product adoption, leverage our proprietary data to develop differentiated solutions and scale more efficiently, supporting sustainable, profitable growth and our ambition to simplify and transform the way our customers operate.
Based on first-half results we are updating our adjusted cash EBITDA guidance for FY 2026. All other guidance remains unchanged:
· Low double-digit net revenue growth
· Adjusted EBITDA margin ~40%
· Updated Adjusted cash EBITDA range from €105m-€115m to €110m-€115m
· Capitalised R&D below the cap level of €50m
· Net leverage ratio expected to remain below 2.0x, within our target range of 1.5x-2.5x
Martin Vohánka (CEO) and Oskar Zahn (CFO) will host a virtual presentation and a Q&A session for investors and analysts today, 9 September 2026, at 9.00am BST. The presentation will be available on the Group's website at Results, reports and presentations - Eurowag (LSE: EWG)
Please register to attend the investor presentation via the following link:
Eurowag 2026 Half-Year Results Announcement - W.A.G Payments Solutions plc | SparkLive | LSEG
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Should you want to ask questions at the end of the presentation, please use the following link:
Registration | Eurowag 2026 Half-Year Results Announcement
Capital Markets Day
Eurowag will host its second Capital Markets Day for institutional investors and analysts on Tuesday, 1 December 2026. The event will provide an update on the Group's strategy, Eurowag Office and its medium-term growth opportunities. Investors and analysts are invited to save the date, with further details on the agenda, timing and registration to follow.
Carolina Orozco
VP Investor Relations and Communications
+44 (0)75 5537 3873
Justin Griffiths, Gilly Lock
IR and international media
+44 (0)20 7250 1446
Over the past several years, Eurowag has transformed from a provider of individual services into an integrated digital platform for the Commercial Road Transport ("CRT") industry. Through organic investment, targeted acquisitions and the integration of our capabilities, Eurowag Office now brings together mission-critical services across Fuel, Toll, Financial Services, Navigation, Fleet and Work Time Management, providing SME customers with a simpler way to manage increasingly complex operations.
The value of Eurowag Office goes beyond bringing our services together in one place. Connecting our capabilities, infrastructure and proprietary data enables us to simplify complex customer workflows and increasingly deliver real-time, intelligent solutions that support better decision-making. This creates greater value for our customers while strengthening our ability to deepen relationships and increase product penetration over time.
2026 represents an important phase in this transformation, with our focus firmly on integration and migration. During the first half, we made significant progress across both areas, while continuing to enhance the capabilities and customer experience available through Eurowag Office. These developments are strengthening the foundations of our integrated platform and positioning us well for the next phase of our strategy.
Platform Integration and Customer Migration
We are pleased with the progress made on the integration and migration of Eurowag Office during the year to date. The majority of our services are now available through the platform and, as at the date of this report, more than 65% of our customers are actively using Eurowag Office. This represents an important milestone in delivering our 2026 priorities.
Customer behaviour provides further positive evidence of platform adoption and engagement. Activity on Eurowag Office has increased significantly during the year as customers increasingly incorporate the platform into their regular operating routines. Importantly, customers are also increasingly using the integrated capabilities specific to Eurowag Office.
These trends are supported by continued customer growth, with active trucks increasing by 7% year-on-year, accelerating from 5% growth in H1 2025. Together, these indicators provide positive evidence of customer adoption and engagement as migration progresses.
NPS decreased to 29.6 points, reflecting two principal factors. In 2026, we moved from a multi-brand methodology to a unified Eurowag brand measurement, which had an approximately 9-point impact on the H1 2026 score. We expect this impact to be temporary as brand familiarity increases, with early data already indicating improvement. NPS was also affected by high fuel prices, which typically affect overall customer sentiment. Taking these factors into account, we expect NPS to improve over the coming quarters.
Advancing Eurowag Office: H1 2026 Developments
Alongside the progress in integration and customer migration, we achieved a number of important product milestones during the first half, further broadening the capabilities and value proposition of Eurowag Office. Key developments included:
Energy: we continued to expand our Energy network, across 25 European countries, while broadening our alternative fuel and decarbonisation offering as demand continues to increase.
· Fuel Network: our fuel network expanded to ~17,800 acceptance points (FY 2025: ~17,000 acceptance points), including two new truck parks opened in Italy (Bussolengo) and Poland (Torzym), bringing our total owned truck parks to 33.
· Mobile Network: our mobile acceptance network expanded to ~3,000 locations (FY 2025: ~2,600) across 15 countries, further digitising the customer experience by enabling customers to authorise fuel purchases directly through the Eurowag mobile app without requiring a physical fuel card.
· Alternative Fuels Network: our alternative fuel network expanded to ~2,700 stations (FY 2025: ~2,200), including ~870 HVO acceptance points, increasing customers' access to lower-carbon fuels alternatives across Europe.
Decarbonisation as a Service ("DaaS"): we continued to expand our DaaS capabilities through Eurowag Office, helping customers navigate the transition to lower-carbon transport and increasingly complex sustainability requirements. During the first half, we introduced new solutions that make it easier for customers to meet shippers' requirements, reduce emissions and simplify sustainability reporting:
· We launched Biofuel Swap, enabling customers to support the use of HVO, even where it is not physically available at the point of refuelling. Through an accredited partner, an equivalent volume of certified HVO is introduced into the European fuel network, with the associated verified GHG emissions reductions allocated to the customer through a book-and-claim mechanism.
· We began implementing automated sustainable biofuel certificates for customers purchasing HVO and bio-LNG through Eurowag Office. Generated automatically from transaction data, these certificates simplify sustainability reporting and help customers respond to increasing compliance requirements.
Toll: we continued to strengthen the technology, coverage and regulatory capabilities of our toll services simplifying cross-border toll operations through Eurowag Office:
· Our proprietary onboard unit EVA ("Enhanced Vehicle Assistant") automates multi-country toll payments while connecting vehicles to Eurowag Office through real-time vehicle data, enabling a range of Fleet Management Solutions ("FMS") and other digital services. The number of EVA onboard units increased by 12.9% to ~122,000 from December 2025, expanding our connected vehicle base and strengthening the proprietary data generated through the platform.
· We successfully deployed our proprietary map-matching technology, bringing a previously third-party capability in-house. By matching vehicle location data with the precise tolled road sections travelled, the technology enables accurate toll calculation, reduces reliance on external providers and supports lower processing costs over time, while further strengthening our proprietary technology and data capabilities.
· CO₂-based tolling continued to expand across Europe, with new requirements introduced in Bulgaria and Belgium during the period, following earlier implementation in Germany, Austria and Slovakia. Our regulatory expertise and multi-country capabilities help customers navigate increasingly complex toll requirements through a single integrated solution.
· We made further progress in the Netherlands, adding the country as our 14th EETS ("European Electronic Toll Service") licensed market and expanding our overall Toll coverage to 23 countries. The Netherlands became the first toll domain certified on EVA 2.0 and the first market where we deployed our proprietary map-matching technology. These capabilities support customers following the introduction of the country's new distance-based truck tolling scheme, enabling international fleets to manage the new requirements through our integrated Toll solution.
Digital fleet solutions: we continued to enhance the Fleet Management, Navigation and Work Time Management capabilities available through Eurowag Office, helping customers connect fleet visibility, driver communication and administrative workflows in a single environment:
· Live Map -enhanced feature: we improved scalability, usability and integrated toll visibility in our live map. New functionality includes more detailed map views, configurable vehicle lists and a fully responsive mobile web experience, alongside integrated toll visibility providing dispatchers and fleet managers with active toll domains, toll weight categories and live vehicle information through a single view.
· FMS and Navigation -Dispatcher-Driver messaging: we enhanced dispatcher-driver communication capabilities across Eurowag Office and the Eurowag Navigation mobile app. New functionality includes improved conversation management and photo and file sharing, supporting more efficient communication and coordination across day-to-day fleet operations.
· WTM -Driver Work Module: we launched the Driver Work module through Eurowag Office for customers using the Tacho Remote add-on, automating monthly driver work reporting and simplifying payroll administration using remotely retrieved tachograph and driver-card data. The module consolidates driving time, rest periods and working hours alongside country-specific information required for salary calculations, allowances and night-work premiums, helping customers manage complex international labour requirements while reducing manual processing and the time spent on administrative tasks.
Financial Services: following the FlexiPay pilot in 2025, we continued to develop the solution during the first half of 2026 and commenced its commercial roll-out in Romania. FlexiPay enables eligible customers to extend payment terms by 14 days through a digital solution, providing additional flexibility to manage working capital. During the period, the offering was also extended beyond fuel to selected EETS toll invoices. We plan to continue expanding this solution into additional markets.
Multi-channel Sales Strategy
Eurowag Office is enabling the evolution of our commercial model, combining our established direct sales capabilities with an increasingly scalable digital channel and strategic partnerships to support customer acquisition and deepen product penetration.
We are evolving our direct sales approach from individual product-led conversations towards a more consultative model centered on understanding customers' broader operational needs. By strengthening the expertise of our frontline teams across Eurowag Office, we can better identify customer needs and recommend the most relevant solutions.
During the first half, we also continued to expand digital onboarding through Eurowag Office. While direct sales remain our primary customer acquisition channel today, we expect digital acquisition to play an increasingly important role as Eurowag Office scales, providing customers with a simpler, self-service journey and enabling us to reach and onboard customers more efficiently.
An important part of our commercial strategy is the relationships we have built with leading Original Equipment Manufacturers ("OEMs"). These are relationships that have developed over time and provide us with an important platform to accelerate new customer acquisition in an efficient and scalable way. We continue to develop these partnerships and see further potential as our integrated proposition evolves.
Scaling our Operating Model
As Eurowag Office continues to integrate services and migrate customers onto a single platform, we are evolving our operating model to support a larger customer base efficiently while maintaining high levels of service and operational resilience. During the first half, our teams successfully supported customers across both Eurowag Office and legacy systems, maintaining stable and reliable operations throughout the transition.
We continued to invest in automation and AI to improve customer support and operational efficiency. During the period, we began deploying our internally developed AI-enabled assistant for Customer Care teams, providing first-line teams with real-time guidance on common technical queries. This is helping increase first-contact resolution, reduce resolution times and limit unnecessary escalation to specialist technical teams. Early adoption and initial performance indicators have been encouraging, and we will continue to expand the use of AI and automation as the platform scales.
We also continued to standardise operational processes across fleet management and our hardware supply chain, including onboard-unit installation, refurbishment and inventory management. Greater process standardisation, supplier diversification and increased hardware reuse are improving operational resilience and supporting a more efficient cost base as the number of connected trucks grows.
Cybersecurity and business continuity remain fundamental to the reliability of Eurowag Office. During this period, we continued to strengthen our unified security framework, regulatory readiness and business continuity capabilities to support the growing scale and importance of the platform.
Sustainability
Sustainability remains embedded in our strategy and, increasingly, in the solutions we provide to customers. During the first half, we continued to support the decarbonisation of the Commercial Road Transport industry by expanding access to lower-carbon fuels and developing practical solutions that help customers reduce and report their emissions. As outlined above, our alternative fuel network continues to expand, while the development of our DaaS offering included the launch of Biofuel Swap and the implementation of automated sustainable biofuel certificates through Eurowag Office.
We also continued to engage with policymakers and industry participants on the challenges of decarbonising road transport. In April, Eurowag was the main partner of the Clean Energy & Mobility Summit in Prague, bringing together policymakers, transport operators and industry leaders to discuss commercially viable pathways towards lower-carbon transport while maintaining the competitiveness of the European CRT industry.
Supporting the people who keep the road transport industry moving also remains an important part of our sustainability agenda. During the first half, we launched the first in a series of on-the-road health initiatives for truck drivers, providing access to medical check-ups and physiotherapy on-site at our truck parks. The initiative addresses some of the health and well-being challenges associated with professional driving.
We continued to invest in the health, safety and wellbeing of our employees, including through our annual Safety Day, which provided training and activities focused on operational safety, emergency preparedness, ergonomics and wellbeing across the Group.
Board Update
As previously announced, Linda Myers joined the Board as an independent Non-Executive Director on 2 February 2026 and was appointed Chair of the Remuneration Committee. Linda brings extensive experience across corporate law, governance, and capital markets, having held senior leadership roles at Kirkland & Ellis and board positions at publicly listed companies in the U.S. and Europe.
|
(€m) |
Adjusted
|
Adjusting items |
H1 2026 |
Adjusted
|
Adjusting items |
H1 2025
|
|
Net revenue |
179.5 |
- |
179.5 |
162.2 |
- |
162.2 |
|
EBITDA |
70.6 |
(6.6) |
63.9 |
63.9 |
(2.7) |
61.2 |
|
EBITDA margin (%) |
39.3% |
- |
35.6% |
39.4% |
- |
37.7% |
|
Capitalised R&D |
(21.0) |
- |
(21.0) |
(17.9) |
- |
(17.9) |
|
Share-based payments |
6.1 |
- |
6.1 |
3.2 |
- |
3.2 |
|
Cash EBITDA |
55.7 |
(6.6) |
49.0 |
49.2 |
(2.7) |
46.5 |
|
Cash EBITDA margin (%) |
31.0% |
- |
27.3% |
30.4% |
- |
28.7% |
|
Depreciation, amortisation and impairments |
(25.9) |
(8.7) |
(34.6) |
(25.4) |
(9.3) |
(34.7) |
|
Share of net loss of associates |
0.1 |
- |
0.1 |
(0.8) |
- |
(0.8) |
|
Operating profit |
44.8 |
(15.4) |
29.4 |
37.7 |
(12.0) |
25.7 |
|
Finance income |
0.2 |
- |
0.2 |
3.8 |
- |
3.8 |
|
Finance costs |
(21.3) |
- |
(21.3) |
(13.8) |
- |
(13.8) |
|
Profit before tax |
23.7 |
(15.4) |
8.4 |
27.8 |
12.0 |
15.7 |
|
Income tax |
(6.1) |
(3.0) |
(3.1) |
(7.5) |
(2.4) |
(5.1) |
|
Profit after tax |
17.6 |
(12.4) |
5.2 |
20.2 |
(9.6) |
10.6 |
|
Basic earnings per share (cents) |
2.53 |
|
0.76 |
2.92 |
|
1.53 |
Notes:
(1) Numbers may not cast due to rounding.
As in prior years, the Group used adjusted and other performance measures in this announcement to provide additional insight into its underlying performance. Adjusting items comprise items within the statutory results that the Board considers to be: i) one-off by virtue of their size and/or nature, ii) related to strategic transformation programmes or ERP implementation relating to key IT systems, or iii) significant items outside the ordinary course of business. Adjusted measures exclude these items from statutory results. Reconciliations between statutory and adjusted measures are provided in Note 2 to the accompanying financial statements.
|
|
H1 2026
|
H1 2025
|
YoY
|
YoY change (%) |
|
Revenue |
1,377.1 |
1,162.2 |
214.9 |
18.5% |
|
Payment solutions |
1,308.5 |
1,097.9 |
210.5 |
19.2% |
|
Mobility solutions |
68.6 |
64.3 |
4.3 |
6.7% |
|
Net revenue |
179.5 |
162.2 |
17.3 |
10.7% |
|
Payment solutions |
110.9 |
97.9 |
13.0 |
13.3% |
|
Mobility solutions |
68.6 |
64.3 |
4.3 |
6.7% |
Revenue increased by 18.5% year-on-year to €1,377.1m (H1 2025: €1,162.2m), primarily reflecting higher fuel prices, with a corresponding increase in the cost of energy sold. Revenue is reported net of Toll volumes charged to customers on behalf of Toll Operators. Total revenue, including Toll charges and net of customer discounts, increased by 18.0% to €2,352.2m (H1 2025: €1,994.2m), supported by continued growth in our EETS Toll solution.
Net revenue increased by 10.7% to €179.5m, reflecting broad-based growth across services. Within our existing reporting structure, Payment Solutions net revenue increased by 13.3% year-on-year. Energy net revenue increased by 6.3%, demonstrating resilience through a volatile fuel market, while Toll net revenue increased by 25.7%, supported by continued expansion of our EETS offering and growth in the number of our onboard EVA units. During the period, we also expanded our EETS coverage with the addition of the Netherlands as our 14th EETS-licensed country.
Mobility Solutions net revenue excluding non-CRT activities increased by 11.1% year-on-year, supported by growth across Tax Refund, Navigation and core CRT Fleet Management Solutions. Including non-CRT activities, Mobility Solutions net revenue increased by 6.8%. Non-CRT activities, which include services for LGVs, buses and passenger cars, are not core to our strategic focus on the CRT industry and heavy commercial vehicles, and we expect their contribution to reduce over time.
|
€m |
Adjusted
|
Adjusting Items |
H1 2026 |
Adjusted
|
Adjusting Items |
H1 2025
|
|
Employee expenses |
62.4 |
1.9 |
64.3 |
54.4 |
0.2 |
54.6 |
|
Impairment losses of financial assets |
7.5 |
- |
7.5 |
7.2 |
- |
7.2 |
|
Technology expenses |
8.7 |
4.7 |
13.4 |
8.4 |
2.4 |
10.8 |
|
Other operating expenses |
31.5 |
- |
31.5 |
29.3 |
0.1 |
29.4 |
|
Other operating income |
(1.1) |
- |
(1.1) |
(1.0) |
- |
(1.0) |
|
Corporate expenses before depreciation and amortisation1 |
109.0 |
6.6 |
115.6 |
98.3 |
2.7 |
101.0 |
|
Depreciation and amortisation |
25.9 |
8.7 |
34.6 |
25.4 |
9.3 |
34.7 |
|
Total corporate expenses |
134.9 |
15.3 |
150.2 |
123.7 |
12.0 |
135.7 |
Notes:
1. Corporate expenses before depreciation and amortisation, consist of operating expenses, operating income and impairment losses of financial assets.
Statutory corporate expenses increased by €14.5m to €150.2m (H1 2025: €135.7m), primarily reflecting higher employee expenses driven by continued investment in talent to support the Group's next phase of growth, salary inflation and changes in senior incentive programmes due to the introduction of a new long-term incentive plan (Super LTIP) in September 2025.
Adjusted total corporate expenses increased by €11.2m to €134.9m (H1 2025: €123.7m), of which €8.0m related to higher adjusted employee expenses which increased by 14.7% to €62.4m.
Impairment losses on financial assets, mainly related to customer insolvencies, increased 4.2% to €7.5m (H1 2025: €7.2m). Importantly, the credit loss ratio improved to 0.3% of total revenues and toll volumes (H1 2025: 0.4%), with customer insolvencies remaining broadly better than anticipated and no material deterioration in underlying portfolio. Losses were concentrated primarily in Hungary, Poland and Romania, while credit risk management and cash collection processes in place continued to support portfolio performance.
Adjusted technology expenses increased by 3.6% to €8.7m (H1 2025: €8.4m) reflecting continued investment in the Group's technology and cloud capabilities supporting our integrating digital platform.
Adjusted other operating expenses grew 7.5% to €31.5m (H1 2025: €29.3m), primarily reflecting professional services, travel, marketing and facilities costs. Other operating income remained broadly stable at €1.1m (H1 2025: €1.0m).
Adjusted depreciation and amortisation grew by 2.0% to €25.9m (H1 2025: €25.4m).
Adjusting items in corporate expenses, and depreciation and amortisation
|
(€m) |
H1 2026 |
H1 2025 |
|
M&A-related expenses |
0.1 |
(0.2) |
|
Transformation expenses |
1.3 |
- |
|
ERP implementation expenses |
5.2 |
2.9 |
|
Adjusting items in operating expenses |
6.6 |
2.7 |
|
Adjusting Items in depreciation and amortisation |
8.7 |
9.3 |
|
Total Adjusting items |
15.3 |
12.0 |
In H1 2026, the Group incurred costs of €15.3m (H1 2025: €12.0m), which were considered Adjusting items and have been excluded from the calculation of Adjusted EBITDA and Adjusted profit before tax.
M&A-related expenses of €0.1m relate to professional fees associated with evaluating potential opportunities for future growth. Last year we released a provision relating to the acquisition of Inelo.
Transformation expenses were €1.3 million (H1 2025: nil), relating to a Group project launched in H2 2025 to drive operational efficiencies and support a scalable operating model. A further €5-7m is expected to be incurred during the remainder of 2026.
ERP implementation expenses were €5.2m (H1 2025: €2.9m). A further €5-6m of expenses relating to this implementation is expected during the remainder of 2026.
Amortisation of acquired intangibles decreased to €8.7m (H1 2025: €9.3m), primarily relating to intangible assets recognised from the acquisition of Inelo.
|
(€m) |
H1 2026 |
H1 2025 |
YoY growth (%) |
|
Adjusted EBITDA |
70.6 |
63.9 |
10.5% |
|
Capitalised R&D |
(21.0) |
(17.9) |
17.3% |
|
Share based payments |
6.1 |
3.2 |
90.6% |
|
Adjusted cash EBITDA (€m) |
55.7 |
49.2 |
13.2% |
|
Adjusted cash EBITDA margin (%) |
31.0% |
30.4% |
0.6pp |
Adjusted cash EBITDA increased 13.2% to €55.7m, (H1 2025: €49.2m) with a margin of 31.0% (H1 2025: 30.4%).
Capitalised R&D totalled €21.0m (H1 2025: €17.9m), reflecting continued investment in integrated digital platform and supporting technology and data capabilities. Of the total, €14.7m related to product and platform development, and €6.3m invested in technology and data systems.
Share based payments increased to €6.1m (H1 2025: €3.2m), reflecting post IPO share-based incentive awards and the long-term incentive plan (Super LTIP), approved by shareholders in the Extraordinary General Meeting ("EGM") in September 2025.
Net finance expense increased to €21.0m in H1 2026 (H1 2025: €10.0m). Finance income decreased to €0.2m (H1 2025: €3.8m), mainly driven by a foreign exchange gain recognised in the prior-year period. Finance expenses increased to €21.3m (H1 2025: €13.8m), primarily reflecting an un-realised (non-cash) foreign exchange loss resulting mainly from the appreciation of the Hungarian forint against the euro during H1 2026. The increase was partially offset by lower interest expense of €8.9m (H1 2025: €10.5m).
The Group's Adjusted effective tax rate decreased to 25.8% (H1 2025: 27.1%) reflecting improved tax efficiency across the Group.
Corporate income tax rates across the Group's key tax jurisdictions remained unchanged compared to prior year: 21% in the Czech Republic, 25% in the UK, 19% in Poland, 22% in Slovenia, and 24% in Spain. Further details are provided in Note 8 of the accompanying financial statements.
Adjusted basic EPS declined by 13.4% to 2.53 cents per share (H1 2025: 2.92 cents per share) as a result of lower Adjusted profit before tax and an increase in the number of shares following the exercise of employee share options. Basic EPS decreased 50.3% to 0.76 cents per share, primarily reflecting lower statutory profit before tax due to higher net finance expenses, largely driven by foreign exchange losses during the period.
In May 2026, the Group exercised its option to acquire an additional 3.8% interest in FireTMS for a consideration of €1.8 million. Following H1 2026, the Group acquired an additional 7.6% interest in FireTMS upon payment of a consideration of €3.6 million on 8 July 2026, in accordance with the existing agreement. Further details are provided in Note 18 of the accompanying financial statements.
During the period, the Group reported a net debt outflow of €37.1m (H1 2025: inflow of €30.9m). The principal movements are set out in the table below:
|
Management free cash flow (€m) |
H1 2026 |
FY 2025 |
H1 2025 |
|
Adjusted EBITDA |
70.6 |
132.1 |
63.9 |
|
Non-cash items in Adjusted EBITDA |
13.8 |
21.8 |
10.8 |
|
Tax |
(5.2) |
(10.3) |
(6.3) |
|
Net interest |
(7.9) |
(17.9) |
(9.2) |
|
Working capital |
(54.4) |
52.2 |
0.9 |
|
Free cash |
16.9 |
177.9 |
60.1 |
|
Adjusting items - cash |
(5.6) |
(11.3) |
(3.1) |
|
Capital expenditure1 |
(29.2) |
(54.0) |
(20.9) |
|
Payments related to previous acquisitions |
(1.8) |
(2.0) |
- |
|
Repayment of lease obligations |
(2.7) |
(5.3) |
(2.8) |
|
Dividend payments |
- |
(24.3) |
- |
|
FX |
(8.5) |
(11.6) |
1.7 |
|
Other2 |
(6.2) |
(10.1) |
(4.1) |
|
Movement in net debt inflow/(outflow) |
(37.1) |
59.3 |
30.9 |
|
Opening Net debt3 |
(216.2) |
(275.5) |
(275.5) |
|
Closing Net debt3 |
(253.3) |
(216.2) |
(244.6) |
Note:
1. Includes proceeds from sale of assets.
2. Other includes finance costs relating to factoring and bank guarantees and other non-cash adjusting items.
3. Please refer to Note 2 Alternative Performance Measures (APM's) of the accompanying financial statements.
As of 30 June 2026, the Group's net debt position stood at €253.3m, compared with €216.2m as of 31 December 2025. Cash Tax paid decreased to €5.2m in H1 2026 (H1 2025: €6.3m), which includes advance tax payments and tax settlement (payment/refunds). Tax cash paid are lower compared to the previous year, mainly due to a lower tax liability based on the latest tax assessment, resulting in lower advance payments.
Net interest paid decreased to €7.9m (H1 2025: €9.2m), reflecting a reduction in the Group's average cost of borrowing.
Non-cash items in Adjusted EBITDA of €13.8m (H1 2025: €10.8m) predominantly relate to share-based compensation issued post-IPO and movements in credit loss provisions.
Working capital reflected an outflow of €54.4m in H1 2026 (H1 2025: inflow of €0.9m), as anticipated following the increase in fuel prices and associated working capital requirements. The outflow primarily reflects the timing of collections around the period end rather than a structural change in working capital.
Cash adjusting items relates to ERP implementation expenses, transformation expenses and M&A-related expenses as outlined in Note 2 of the accompanying financial statements.
Capital expenditure in the first half of 2026 amounted to €26.5m (H1 2025: €24.7m), primarily reflecting continued investment in Eurowag Office, its services and technology and data capabilities. Capitalised R&D spend was €21.0m (H1 2025: €17.9m), of which €14.7m related to product and our digital platform, and €6.3m to the underlying technology and data systems supporting the platform and its future scalability. The remaining capital expenditure included €4.3m on onboard units ("OBUs") which support the delivery of toll and fleet management services and expand the connected vehicle base across our platform, and €1.2m on infrastructure mainly related to our truck park infrastructure, buildings and IT hardware.
|
Covenant |
Calculation |
|
Actual 30 June 2026 |
|
Interest cover |
The ratio of adjusted EBITDA1 to finance charges |
Min. 3.50 |
6.1 |
|
Net leverage |
The ratio of total net debt2 to adjusted EBITDA |
Max. 3.50 |
1.8 |
|
Adjusted net leverage |
The ratio of the adjusted total net debt3 to adjusted EBITDA |
Max. 6.50 |
3.5 |
Notes:
1. Please refer to Note 15 of the accompanying financial statements of this document for the definition of adjusted EBITDA for covenant calculations.
2. Total net debt includes financial lease liabilities and derivative liabilities.
3. Adjusted total net debt includes financial lease liabilities, derivative liabilities and banking guarantees.
The Group's net leverage ratio improved to 1.8x (FY 2025: 1.9x) while Net debt increased to €253.3m (FY 2025: €216.2m). As of 30 June 2026, the Group remained compliant with all its financial covenants as shown in the table above.
The Group continues to manage its working capital requirements through the use of uncommitted factoring facilities, with average financing limits of €152m and average utilisation of 83% (H1 2025: €150m and 78% respectively), together with the use of uncommitted reverse factoring facilities with average financing limits of €29m and average utilisation of 82% in H1 2026 (H1 2025: €22m and 55% respectively).
The Group maintains a strong financial position, supported by leverage of 1.8x, significant covenant headroom and flexible working-capital facilities, providing financial flexibility as the business continues to grow.
The Group's capital allocation priorities remain unchanged, supported by a disciplined approach to the balance sheet. Over recent periods, the Group has demonstrated its ability to generate cash and reduce leverage, with net leverage at 1.8x at the end of H1 2026, within our target range of 1.5x-2.5x.
Our capital allocation strategy prioritises investment in organic growth, selective bolt-on M&A opportunities that support our strategy, continued deleveraging, and returning excess capital to shareholders where appropriate. Organic investment remains our primary priority, including continued investment in Eurowag Office and the technology and data capabilities supporting our integrated platform, with capitalised R&D expected to remain below our €50 million cap.
Risk identification, assessment and management are central to the Group's internal control environment. The Group's risk management supports the effective identification, evaluation, mitigation, monitoring, and reporting of risks, while balancing risk management with the achievement of strategic objectives. A detailed description of the Group's principal risks, including trends in exposure and the associated mitigation measures is disclosed on pages 33 to 40 of the 2025 Annual Report and Accounts.
Forward-looking Statements
Certain information contained in this announcement constitutes "forward-looking statements", which may be identified by the use of terms such as "may", "will", "should", "expect", "anticipate", "project", "estimate", "intend", "continue," "target" or "believe" (or the negatives thereof) or other variations thereon or comparable terminology. Forward-looking statements include statements concerning the Group's plans, objectives, strategies, expectations, guidance, targets and future performance. Due to various risks and uncertainties, actual events or results or actual performance of the Company may differ materially from those reflected or contemplated in such forward-looking statements. Forward-looking statements are not guarantees of future performance and investors should not place undue reliance on them for their investment decisions. No representation or warranty (express or implied) is made as to the achievement or reasonableness of and no reliance should be placed on such forward-looking statements, which speak only as of the date of the announcement. Past performance should not be taken as an indication or guarantee of future results, and no representation or warranty, express or implied, is made regarding future performance. The Company and its Directors, officers, employees, agents, affiliates and advisers expressly disclaim any obligation or undertaking to release any updates or revisions to these forward-looking statements to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any statement is based after the date of this announcement, except as required by applicable law or regulation.
Certain information contained herein is based on the Company's own estimates and internal research. Estimates have been made in good faith and represent the current beliefs of applicable members of the Company's management. While the Company believes that such estimates and research are reasonable and reliable, they, and their underlying methodology and assumptions, have not been verified by any independent source for accuracy or completeness and are subject to change without notice. By their nature, estimates are subject to uncertainty and actual outcomes may differ from those estimated. Accordingly, no representation or warranty (express or implied) is given to any recipient of this document that such estimates are correct or complete.
By reading or accepting a copy of this document, you agree to be bound by the foregoing limitations.
Consolidated income statement
For the period ended 30 June
|
|
|
|
2026 |
|
|
2025 |
|
|
|
|
Adjusted |
Adjusting items* |
Total |
Adjusted |
Adjusting items* |
Total |
|
|
Note |
€000 |
€000 |
€000 |
€000 |
€000 |
€000 |
|
Revenue |
3 |
1,377,086 |
- |
1,377,086 |
1,162,183 |
- |
1,162,183 |
|
Cost of sales |
|
(1,197,590) |
- |
(1,197,590) |
(999,997) |
- |
(999,997) |
|
Net Revenue |
|
179,496 |
- |
179,496 |
162,186 |
- |
162,186 |
|
Operating expenses |
|
(128,491) |
(15,337) |
(143,828) |
(117,466) |
(12,046) |
(129,512) |
|
Other operating income |
5 |
1,111 |
- |
1,111 |
986 |
- |
986 |
|
Impairment losses of financial assets |
|
(7,487) |
- |
(7,487) |
(7,178) |
- |
(7,178) |
|
Share of net profit/(loss) of associates accounted for using the equity method |
|
116 |
- |
116 |
(759) |
- |
(759) |
|
Operating profit |
|
44,745 |
(15,337) |
29,408 |
37,769 |
(12,046) |
25,723 |
|
Finance income |
6 |
233 |
- |
233 |
3,812 |
- |
3,812 |
|
Finance costs |
7 |
(21,275) |
- |
(21,275) |
(13,811) |
- |
(13,811) |
|
Profit before income tax |
|
23,703 |
(15,337) |
8,366 |
27,770 |
(12,046) |
15,724 |
|
Income tax expense |
8 |
(6,115) |
3,048 |
(3,067) |
(7,525) |
2,401 |
(5,124) |
|
Profit for the period |
|
17,588 |
(12,289) |
5,299 |
20,245 |
(9,645) |
10,600 |
|
Profit attributable to: |
|
|
|
|
|
|
|
|
Owners of the parent |
|
17,521 |
(12,289) |
5,232 |
20,181 |
(9,645) |
10,536 |
|
Non-controlling interests |
|
67 |
- |
67 |
64 |
- |
64 |
|
|
|
17,588 |
(12,289) |
5,299 |
20,245 |
(9,645) |
10,600 |
|
Earnings per share - basic and diluted (Note 9): |
|
|
|
2026 cents |
2025 cents |
||
|
Basic earnings per share |
|
|
|
0.76 |
1.53 |
||
|
Diluted earnings per share |
|
|
|
0.74 |
1.52 |
||
*Adjusting items are disclosed separately in the financial statements where it is necessary to do so to provide further understanding of the financial performance. See Note 2.
Consolidated statement of comprehensive income
For the period ended 30 June
|
|
|
2026 |
2025 |
|
|
Note |
€000 |
€000 |
|
Profit for the period |
|
5,299 |
10,600 |
|
Other comprehensive income/(expense) |
|
|
|
|
Items that may be reclassified to profit or loss |
|
|
|
|
Change in fair value of cash flow hedge recognised in equity |
|
4,328 |
634 |
|
Exchange differences on translation of foreign operations |
|
(55) |
1,174 |
|
Deferred tax related to other comprehensive income - cash flow hedge |
|
(914) |
(133) |
|
Total items that may be reclassified to profit or loss |
|
3,359 |
1,675 |
|
Total other comprehensive income (net of tax) |
|
3,359 |
1,675 |
|
Total comprehensive income for the period |
|
8,658 |
12,275 |
|
Total comprehensive income attributable to: |
|
|
|
|
Owners of the parent |
|
8,597 |
12,209 |
|
Non-controlling interests |
|
61 |
66 |
|
Total comprehensive income for the period |
|
8,658 |
12,275 |
Consolidated statement of financial position
|
|
Note |
30 June 2026 (unaudited) €000 |
31 December 2025 €000 |
|
|
Assets |
|
|
|
|
|
Non-current assets |
|
|
|
|
|
Intangible assets |
12 |
502,284 |
510,799 |
|
|
Property, plant and equipment |
12 |
60,803 |
60,692 |
|
|
Right-of-use assets |
|
18,329 |
17,069 |
|
|
Investments in associates |
11 |
8,784 |
8,667 |
|
|
Deferred tax assets |
|
14,012 |
13,635 |
|
|
Derivative assets |
|
87 |
- |
|
|
Other non-current assets |
13 |
7,652 |
7,218 |
|
|
|
|
611,951 |
618,080 |
|
|
Current assets |
|
|
|
|
|
Inventories |
|
11,325 |
11,215 |
|
|
Trade and other receivables |
13 |
504,274 |
372,850 |
|
|
Income tax receivables |
|
1,340 |
1,667 |
|
|
Derivative assets |
10 |
4,787 |
273 |
|
|
Cash and cash equivalents |
|
92,032 |
116,524 |
|
|
|
|
613,758 |
502,529 |
|
|
Total assets |
|
1,225,709 |
1,120,609 |
|
|
Liabilities |
|
|
|
|
|
Current liabilities |
|
|
|
|
|
Trade and other payables |
14 |
561,163 |
472,176 |
|
|
Borrowings |
15 |
117,581 |
99,885 |
|
|
Lease liabilities |
|
5,477 |
5,395 |
|
|
Provisions |
|
4,187 |
4,252 |
|
|
Income tax liabilities |
|
11,366 |
11,602 |
|
|
Derivative liabilities |
10 |
746 |
936 |
|
|
|
|
700,520 |
594,246 |
|
|
Net current liabilities |
|
(86,762) |
(91,717) |
|
|
Non-current liabilities |
|
|
|
|
|
Borrowings |
15 |
227,759 |
232,792 |
|
|
Lease liabilities |
|
13,655 |
12,647 |
|
|
Provisions |
|
397 |
529 |
|
|
Deferred tax liabilities |
|
27,647 |
28,842 |
|
|
Derivative liabilities |
10 |
768 |
333 |
|
|
Other non-current liabilities |
14 |
8,449 |
7,452 |
|
|
|
|
278,675 |
282,595 |
|
|
Total liabilities |
|
979,195 |
876,841 |
|
|
Net assets |
|
246,514 |
243,768 |
|
|
Equity |
|
|
|
|
|
Share capital |
|
8,186 |
8,148 |
|
|
Share premium |
|
2,958 |
2,958 |
|
|
Merger reserve |
|
(25,963) |
(25,963) |
|
|
Other reserves |
|
1,029 |
(2,338) |
|
|
Put option reserve |
|
(3,554) |
(5,392) |
|
|
Retained earnings |
|
263,404 |
265,822 |
|
|
Equity attributable to equity holders of the Company |
|
246,060 |
243,235 |
|
|
Non-controlling interests |
|
454 |
533 |
|
|
Total equity |
|
246,514 |
243,768 |
|
Consolidated statement of changes in equity
For the period ended 30 June
|
Attributable to owners of the parent |
||||||||||
|
|
Note |
Share capital |
Share premium |
Merger reserve |
Other reserves |
Put option reserve |
Retained earnings |
Total |
Non- controlling interests |
Total equity |
|
|
|
€000 |
€000 |
€000 |
€000 |
€000 |
€000 |
€000 |
€000 |
€000 |
|
At 1 January 2025 |
|
8,120 |
2,958 |
(25,963) |
114 |
(4,657) |
281,370 |
261,942 |
374 |
262,316 |
|
Profit for the period |
|
- |
- |
- |
- |
- |
10,536 |
10,536 |
64 |
10,600 |
|
Other comprehensive income |
|
- |
- |
- |
1,673 |
- |
- |
1,673 |
2 |
1,675 |
|
Total comprehensive income |
|
- |
- |
- |
1,673 |
- |
10,536 |
12,209 |
66 |
12,275 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Share options exercised |
|
28 |
- |
- |
- |
- |
- |
28 |
- |
28 |
|
Transfer of reserves |
|
- |
- |
- |
2 |
- |
(2) |
- |
- |
- |
|
Share-based payments |
|
- |
- |
- |
- |
- |
3,154 |
3,154 |
- |
3,154 |
|
Transactions with NCI in subsidiaries |
|
- |
- |
- |
- |
(429) |
- |
(429) |
- |
(429) |
|
Total transactions with owners recognised directly in equity |
|
28 |
- |
- |
2 |
(429) |
3,152 |
2,753 |
- |
2,753 |
|
At 30 June 2025 |
|
8,148 |
2,958 |
(25,963) |
1,789 |
(5,086) |
295,058 |
276,904 |
440 |
277,344 |
|
At 1 January 2026 |
|
8,148 |
2,958 |
(25,963) |
(2,338) |
(5,392) |
265,822 |
243,235 |
533 |
243,768 |
|
Profit for the period |
|
- |
- |
- |
- |
- |
5,232 |
5,232 |
67 |
5,299 |
|
Other comprehensive (expense)/income |
|
- |
- |
- |
3,365 |
- |
- |
3,365 |
(6) |
3,359 |
|
Total comprehensive income |
|
- |
- |
- |
3,365 |
- |
5,232 |
8,597 |
61 |
8,658 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Share options exercised |
|
38 |
- |
- |
- |
- |
- |
38 |
- |
38 |
|
Transfer of reserves |
|
- |
- |
- |
2 |
- |
(2) |
- |
- |
- |
|
Dividends to be paid* |
|
- |
- |
- |
- |
- |
(12,109) |
(12,109) |
- |
(12,109) |
|
Share-based payments |
|
- |
- |
- |
- |
- |
6,107 |
6,107 |
- |
6,107 |
|
Transactions with NCI in subsidiaries |
|
- |
- |
- |
- |
1,838 |
(1,646) |
192 |
(140) |
52 |
|
Total transactions with owners recognised directly in equity |
|
38 |
- |
- |
2 |
1,838 |
(7,650) |
(5,772) |
(140) |
(5,912) |
|
At 30 June 2026 |
|
8,186 |
2,958 |
(25,963) |
1,029 |
(3,554) |
263,404 |
246,060 |
454 |
246,514 |
*Special dividend of 1.50p per ordinary share.
Consolidated statement of cash flows
For the period ended 30 June
|
|
|
Unaudited |
|
|
|
|
2026 |
2025 |
|
|
Note |
€000 |
€000 |
|
Cash flows from operating activities |
|
|
|
|
Profit before tax for the year |
|
8,366 |
15,724 |
|
Non-cash adjustments: |
|
|
|
|
Depreciation and amortisation |
|
34,639 |
34,687 |
|
Gain on disposal of non-current assets |
|
(191) |
(280) |
|
Interest income |
6 |
(197) |
(362) |
|
Interest expense |
7 |
8,870 |
10,549 |
|
Movements in provisions |
|
(197) |
263 |
|
Impairment losses of financial assets |
|
7,487 |
7,178 |
|
Movements in allowances inventories |
|
44 |
61 |
|
Foreign currency exchange rate differences |
|
208 |
(1,789) |
|
Fair value revaluation of derivatives and securities |
|
59 |
60 |
|
Share-based payments |
|
6,123 |
3,192 |
|
Other non-cash items |
|
(119) |
762 |
|
Operating cash flows before movements in working capital |
|
65,092 |
70,045 |
|
Changes in: |
|
|
|
|
Trade, contract and other receivables |
13 |
(138,089) |
(74,925) |
|
Inventories |
|
(151) |
3,962 |
|
Trade, contract and other payables |
14 |
83,847 |
71,887 |
|
Cash generated from operations |
|
10,699 |
70,969 |
|
Interest received |
|
197 |
362 |
|
Interest paid |
|
(8,066) |
(9,553) |
|
Income tax paid |
|
(5,150) |
(6,276) |
|
Net cash (used in)/generated from operating activities |
|
(2,320) |
55,502 |
Consolidated statement of cash flows (continued)
For the period ended 30 June
|
|
|
Unaudited |
|
|
|
|
2026 |
2025 |
|
|
Note |
€000 |
€000 |
|
Cash flows from investing activities |
|
|
|
|
Proceeds from sale of property, plant and equipment |
|
285 |
322 |
|
Purchase of property, plant and equipment |
|
(7,470) |
(6,118) |
|
Purchase of intangible assets |
|
(22,053) |
(15,128) |
|
Net cash used in investing activities |
|
(29,238) |
(20,924) |
|
Cash flows from financing activities |
|
|
|
|
Payment of principal elements of lease liabilities |
|
(2,704) |
(2,756) |
|
Proceeds from borrowings |
|
36,500 |
25,000 |
|
Repayment of borrowings |
|
(24,616) |
(33,456) |
|
Acquisition of non-controlling interests |
|
(1,785) |
- |
|
Proceeds from issued share capital (net of expenses) |
|
38 |
28 |
|
Net cash generated from/(used in) financing activities |
|
7,433 |
(11,184) |
|
Effect of exchange rate changes on cash and cash equivalents |
|
(368) |
- |
|
Net (decrease)/increase in cash and cash equivalents |
|
(24,124) |
23,394 |
|
Net cash and cash equivalents at the beginning of the period |
|
116,524 |
107,428 |
|
Net cash and cash equivalents at the end of the period |
|
92,032 |
130,822 |
W.A.G Payment Solutions plc (the "Company" or the "Parent") is a public limited company incorporated and domiciled in the United Kingdom and registered under the laws of England & Wales under company number 13544823 with its registered address at Third Floor (East), Albemarle House, 1 Albemarle Street, London W1S 4HA.
The condensed interim financial statements for the six-months ended 30 June 2026 have been prepared in accordance with UK-adopted IAS 34 Interim Financial Reporting and the Disclosure and Transparency Rules of the Financial Conduct Authority. It has been prepared on a basis consistent with that adopted in the previous year. The condensed interim financial statements should be read in conjunction with the Annual Report and Consolidated financial statements for the year ended 31 December 2025, which have been prepared in accordance with UK-adopted International Accounting Standards (UK-adopted IFRS).
The condensed interim financial statements have been prepared under the historical cost convention except for derivative financial instruments and unquoted investments which are stated at their fair value. The interim condensed financial statements are presented in EUR and all values are rounded to the nearest thousand (€000), except where otherwise indicated.
These condensed interim financial statements do not comprise statutory accounts within the meaning of Section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 December 2025 were approved by the Board of directors on 24 March 2026 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under section 498 of the Companies Act 2006.
These condensed interim financial statements for the half year period (from 1 January 2026 to 30 June 2026) were approved for issue on 9 September 2026 and have been neither reviewed nor audited by the auditors. There is no significant seasonality of Group's operations.
The financial statements have been prepared on a going concern basis. Having considered the ability of the Company and the Group to operate within its existing facilities and meet its debt covenants, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future.
The adoption of the going concern basis is based on an expectation that the Group will have adequate resources to continue in operational existence at least until December 2027.
The Directors considered the Group's business activities, together with the principal risks and uncertainties, likely to affect its future performance and position. For the purpose of this going concern assessment, the Directors have considered the Group's forecasts and strategic plan for the period to December 2027. The review also included the financial position of the Group, its cash flows and adherence to its banking covenants. The Group has access to a Club Finance Facility which comprises of two amortizing loans, a revolving credit facility ("RCF") together with additional incremental lines all of which mature in March 2029. See Note 15 for the covenant assessment as at 30 June 2026.
The Directors have reviewed the financial forecasts across a range of scenarios and prepared both a base case and severe but plausible downside case. The severe downside case assumes a deterioration in trading performance relating to a decline in product demand, as well as supply chain risks. These downsides would be partly offset by the application of mitigating actions to the extent they are under management's control, including deferrals of capital and operating expenditure and potential future dividends.
The Directors have also considered the impact of climate-related matters on the Group's going concern assessment, and do not expect this to have a significant impact on the going concern assessment throughout the forecast period.
On consideration of the above, the Directors believe that the Group has adequate resources to continue in operational existence for the forecast period to December 2027 and the Directors therefore consider it appropriate to continue to adopt the going concern basis in preparing the 2026 interim financial statements.
Since performing their assessment, there have been no subsequent changes in facts and circumstances relevant to the Directors' assessment of going concern.
The consolidated financial statements comprise the financial statements of the Company and its subsidiaries. Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.
The significant accounting policies used in preparing the consolidated financial statements are set out in the Annual Report and Accounts. These accounting policies have been consistently applied in all material respects to all periods presented.
Throughout the consolidated financial statements, which are prepared and presented in accordance with IFRS, the Group presents various alternative performance measures (APMs) in addition to those reported under IFRS. The APMs are reviewed by the Chief Operating Decision Maker ("CODM") together with the main Board and analysts who follow the performance of the Group in assessing the performance of the business.
The Group uses APMs to provide additional information to investors and to enhance their understanding of its results. The APMs should be viewed as complementary to, rather than a substitute for, the figures determined according to IFRS. Moreover, these metrics may be defined or calculated differently by other companies, and, as a result, they may not be comparable to similar metrics calculated by the Group's peers.
Explanations of how they are calculated and how they are reconciled to an IFRS statutory measure are set out below:
Revenue corresponds to segmental revenue from contracts with customers. In addition to revenue, the Group monitors a combined operational metric incorporating toll volumes. Toll volumes represent the value of toll charges incurred by customers. Although toll volumes are not recognised as revenue or cost of sales in accordance with IFRS due to the Group's role as an agent, they constitute a significant indicator of underlying business activity and have a material impact on working capital. This APM has been introduced to provide clearer insight into the drivers of working capital movements, as IFRS revenue does not fully reflect the operational activity that influences cash flows. Toll volumes have a direct and material impact on cash inflows and outflows, and incorporating them into this APM enables investors and analysts to better understand the underlying factors affecting working capital.
|
|
Unaudited |
|
|
|
30 June 2026 |
30 June 2025 |
|
|
€000 |
€000 |
|
Revenue |
1,377,086 |
1,162,183 |
|
Toll volumes |
975,091 |
832,059 |
|
Total |
2,352,177 |
1,994,242 |
EBITDA is defined as operating profit before depreciation and amortisation.
Adjusted EBITDA is defined as EBITDA before Adjusting items.
|
Adjusting item |
Definition |
Exclusion justification |
|
M&A-related expenses |
Fees and other costs relating to the Group's acquisition activity |
M&A-related expenses vary according to non-recurring acquisition activity of the Group. Exclusion of these costs enhances comparability of the Group's results over time. |
|
ERP implementation costs |
Costs related to transformation of key IT systems |
ERP implementation costs comprise expenditures incurred as part of the Group's strategic transition to a new SAP-based enterprise platform. The program is designed to significantly enhance core operational capabilities, standardize processes and strengthen the Group's technology foundation to support future growth. These costs primarily relate to design, configuration, and implementation activities that do not meet capitalisation criteria and are therefore presented as an EBITDA adjusting item due to their scale and infrequent nature of such significant projects. |
|
Transformation expenses |
Costs related to transition to a new operating model |
In 2025, the Group launched a new project targeting operational efficiency across the Group. The project is accompanied with a significant termination cost. These costs relate to a significant, one-off restructuring and are not reflective of ongoing operating performance. |
Adjusted EBITDA reconciliation
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
|
€000 |
€000 |
|
Profit before tax |
8,366 |
15,724 |
|
Intangible assets amortisation |
26,627 |
26,446 |
|
Tangible assets depreciation |
5,407 |
4,996 |
|
Right of use depreciation |
2,605 |
3,245 |
|
Depreciation and amortisation |
34,639 |
34,687 |
|
Net finance cost and share of net loss of associates |
20,926 |
10,758 |
|
EBITDA |
63,931 |
61,169 |
|
M&A-related expenses |
60 |
(178) |
|
ERP implementation costs |
5,242 |
2,922 |
|
Transformation expenses |
1,335 |
- |
|
Adjusting items |
6,637 |
2,744 |
|
Adjusted EBITDA |
70,568 |
63,913 |
The Group has incurred acquisition related costs which are primarily professional fees in relation to M&A activities, consisting of various activities to explore further opportunities for growth. Prior year expenses are represented by accrual reversals exceeding the invoiced expense.
ERP implementation costs of €5.2 million (H1 2025: €2.9 million) are related to the implementation of our ERP system, which went live in January 2024.
Transformation expenses of €1.3 million (H1 2025: €nil) relate to a project implementing a new target operating model aimed at increasing accountability and efficiency across the Group.
Adjusted EBITDA margin represents Adjusted EBITDA for the period divided by net revenue.
Adjusted cash EBITDA
Adjusted cash EBITDA is Adjusted EBITDA less capitalised research and development costs plus share-based payments.
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
|
€000 |
€000 |
|
Adjusted EBITDA |
70,568 |
63,913 |
|
Capitalised research and development costs (Note 12) |
(20,960) |
(17,861) |
|
Share-based payments |
6,123 |
3,192 |
|
Adjusted cash EBITDA |
55,731 |
49,244 |
Adjusted earnings are defined as profit after tax from continuing operations before Adjusting items.
Adjusted earnings reconciliation
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
|
€000 |
€000 |
|
Profit for the period from continuing operations |
5,299 |
10,600 |
|
Amortisation of acquired intangibles |
8,700 |
9,302 |
|
Adjusting items affecting Adjusted EBITDA |
6,637 |
2,744 |
|
Tax effect |
(3,048) |
(2,401) |
|
Adjusted earnings (net profit) |
17,588 |
20,245 |
Amortisation charges of €8.7 million relate to the amortisation of acquired intangibles in 2026 (H1 2025: €9.3 million) comprised mainly of the acquisition of Inelo.
Adjusted basic earnings per share
Adjusted basic earnings per share is calculated by dividing the Adjusted net profit for the period attributable to equity holders by the weighted average number of ordinary shares outstanding during the period.
Adjusted earnings per share measures:
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
Net profit attributable to equity holders (€000) |
5,232 |
10,537 |
|
Adjusting items affecting Adjusted EBITDA |
6,637 |
2,744 |
|
Amortisation of acquired intangibles |
8,698 |
9,299 |
|
Tax impact of above adjustments |
(3,048) |
(2,401) |
|
Adjusted net profit attributable to equity holders (€000) |
17,519 |
20,179 |
|
Basic weighted average number of shares |
692,758,634 |
690,509,787 |
|
Adjusted basic earnings per share (cents/share) |
2.53 |
2.92 |
|
Effects of dilution from share options |
11,546,145 |
3,819,814 |
|
Diluted weighted average number of shares |
704,304,779 |
694,329,601 |
|
Adjusted diluted earnings per share (cents/share) |
2.49 |
2.91 |
Adjusted effective tax rate is calculated by dividing the Adjusted tax expense by the Adjusted profit before tax, representing the rate of tax that would have been incurred on profit before Adjusting items.
Adjusted effective tax rate is as follows:
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
|
€000 |
€000 |
|
Accounting profit before tax |
8,366 |
15,724 |
|
Adjusting items affecting Adjusted EBITDA |
6,637 |
2,744 |
|
Amortisation of acquired intangibles |
8,700 |
9,302 |
|
Adjusted profit before tax (A) |
23,703 |
27,770 |
|
Accounting tax expense |
3,067 |
5,124 |
|
Tax effect of above adjustments |
3,048 |
2,401 |
|
Adjusted tax expense (B) |
6,115 |
7,525 |
|
Adjusted earnings (A-B) |
17,588 |
20,245 |
|
Adjusted effective tax rate (B/A) |
25.80% |
27.10% |
The decrease of Adjusted effective tax rate is primarily driven by improved tax efficiency.
Net debt/cash represents cash and cash equivalents less interest-bearing loans and borrowings.
The geographical analysis is derived from the base location of responsible sales teams, rather than reflecting the geographical location of the actual transaction.
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
|
€000 |
€000 |
|
Czech Republic ("CZ") |
25,319 |
21,837 |
|
Poland ("PL") |
50,357 |
43,825 |
|
Central Cluster (excluding CZ and PL) |
24,906 |
19,481 |
|
Portugal ("PT") |
8,067 |
7,346 |
|
Western Cluster (excluding PT) |
5,878 |
6,936 |
|
Romania ("RO") |
23,618 |
21,978 |
|
Southern Cluster (excluding RO) |
37,503 |
37,813 |
|
Other |
3,848 |
2,971 |
|
Total |
179,496 |
162,186 |
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
|
€000 |
€000 |
|
Czech Republic |
245,053 |
197,494 |
|
Poland |
279,105 |
232,717 |
|
Central Cluster (excluding CZ and PL) |
186,180 |
170,295 |
|
Portugal |
142,678 |
57,882 |
|
Western Cluster (excluding PT) |
82,632 |
45,887 |
|
Romania |
195,717 |
184,043 |
|
Southern Cluster (excluding RO) |
241,749 |
269,841 |
|
Other |
3,972 |
4,024 |
|
Total |
1,377,086 |
1,162,183 |
|
Six months ended 30 June 2026 (unaudited) |
Payment solutions €000 |
Mobility solutions €000 |
Central €000 |
Total €000 |
|
|
||||
|
Segment revenue |
1,308,444 |
68,642 |
- |
1,377,086 |
|
Net revenue |
110,854 |
68,642 |
- |
179,496 |
|
Operating profit/(loss) |
93,460 |
46,692 |
(110,744) |
29,408 |
|
Net finance cost |
- |
- |
(21,042) |
(21,042) |
|
Profit/(loss) before tax |
93,460 |
46,692 |
(131,786) |
8,366 |
|
Six months ended 30 June 2025 (unaudited) |
Payment solutions €000 |
Mobility solutions €000 |
Central €000 |
Total €000 |
|
|
||||
|
Segment revenue |
1,097,896 |
64,287 |
- |
1,162,183 |
|
Net revenue |
97,899 |
64,287 |
- |
162,186 |
|
Operating profit/(loss) |
82,489 |
43,301 |
(100,067) |
25,723 |
|
Net finance cost |
- |
- |
(9,999) |
(9,999) |
|
Profit/(loss) before tax |
82,489 |
43,301 |
(110,066) |
15,724 |
Other operating income for the respective periods was as follows:
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
|
€000 |
€000 |
|
Other income |
1,111 |
986 |
|
Total |
1,111 |
986 |
Finance income for the respective periods was as follows:
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
|
€000 |
€000 |
|
Foreign exchange gain |
- |
3,450 |
|
Gain from the revaluation of securities and derivatives |
35 |
- |
|
Interest income |
197 |
362 |
|
Other |
1 |
- |
|
Total |
233 |
3,812 |
Foreign exchange gain in H1 2025 is primarily caused by appreciation of Czech Koruna.
Finance costs for the respective periods were as follows:
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
|
€000 |
€000 |
|
Bank guarantees fee |
1,124 |
750 |
|
Interest expense |
8,870 |
10,549 |
|
Factoring fee |
2,957 |
2,512 |
|
Foreign exchange loss |
8,324 |
- |
|
Total |
21,275 |
13,811 |
Foreign exchange loss in H1 2026 is primarily caused by appreciation of Hungarian forint.
The taxation charge for the interim period has been calculated based on estimated effective tax rate for the half year of 36.7% (six months ended 30 June 2025: 32.6%). The effective tax rate increased, primarily due to lower statutory profitability, while the majority of non-deductible expenses, mainly interest expense related to acquisition financing and share-based payments, remained broadly in line with the prior year. The effective tax rate also continues to be impacted by sector-specific taxes in Hungary and the Romanian minimum fuel tax, both of which remain in effect through FY26. Corporate income tax rate in the key tax jurisdictions for the Group remained unchanged in 2026 compared to prior year - 21% in the Czech Republic, 25% in the UK, 19% in Poland, 22% in Slovenia, and 24% in Spain.
Adjusted effective tax rate decreased from 27.1% to 25.8%. Further details are provided in Note 2 of the accompanying condensed interim financial statements.
As of 30 June 2026, the Group had successfully completed the Pillar 2 filing requirements. Based on the 2024 CbCR report and the OECD Pillar 2 calculations, the Group benefited from the De minimis and/or Simplified Effective Tax Rate safe harbours in most countries. For the most significant countries with substantial profitability (Czech Republic, Poland, Slovenia, Slovakia and Spain), the simplified effective tax rate exceeded the required threshold of 15%. As expected, top-up tax was payable only in Bulgaria due to its statutory corporate income tax rate of 10%. Given the relatively small size of the Bulgarian entities, the financial impact on the Group was immaterial.
All ordinary shares have the same rights.
Basic EPS is calculated by dividing the net profit / (loss) for the period attributable to equity holders of the Group by the weighted average number of ordinary shares outstanding during the year.
Diluted EPS is calculated by dividing the net profit / (loss) for the period attributable to equity holders of the Group by the weighted average number of ordinary shares outstanding during the period, plus the weighted average number of shares that would be issued if all dilutive potential ordinary shares were converted into ordinary shares. Adjusted basic EPS is calculated by dividing the Adjusted earnings (net profit) for the period attributable to equity holders by the weighted average number of ordinary shares outstanding during the period.
Adjusted diluted EPS is calculated by dividing the Adjusted earnings (net profit) for the period attributable to equity holders of the Group by the weighted average number of ordinary shares outstanding during the period, plus the weighted average number of shares that would be issued if all dilutive potential ordinary shares were converted into ordinary shares.
In periods where a net loss is recognised, the impact of potentially dilutive outstanding share-based awards is excluded from the calculation of diluted loss per share as their inclusion would have an antidilutive effect.
The following reflects the income and shares data used in calculating EPS:
|
|
Unaudited |
|
|
|
H1 2026 |
H1 2025 |
|
Net profit attributable to equity holders (€000) |
5,232 |
10,536 |
|
Basic weighted average number of shares |
692,758,634 |
690,509,787 |
|
Effects of dilution from share options |
11,546,145 |
3,819,814 |
|
Total number of shares used in computing dilutive earnings per share |
704,304,779 |
694,329,601 |
|
Basic earnings per share (cents/share) |
0.76 |
1.53 |
|
Diluted earnings per share (cents/share) |
0.74 |
1.52 |
Options granted to employees under share-based payments are considered to be potential ordinary shares. They have been included in the determination of diluted earnings per share assuming the performance criteria would have been met based on the Group's performance up to the reporting date, and to the extent to which they are dilutive. The options have not been included in the determination of basic earnings per share as their performance conditions have not been met.
The following table provides the fair value measurement hierarchy of the Group's assets and liabilities.
Fair value measurement hierarchy for assets and liabilities as at 30 June 2026 (unaudited):
|
|
|
Date of valuation |
Fair value measurement using |
Total €000 |
|||
|
Note |
Quoted prices in active markets (Level 1) €000 |
Significant observable inputs €000 |
Significant unobservable inputs €000 |
||||
|
Assets measured at fair value |
|
|
|
|
|
|
|
|
Derivative financial assets |
|
|
|
|
|
|
|
|
Foreign currency forwards |
|
30 June 2026 |
- |
4,714 |
- |
4,714 |
|
|
Interest rate swaps |
|
30 June 2026 |
- |
160 |
- |
160 |
|
|
Liabilities measured at fair value |
|
|
|
|
|
|
|
|
Derivative financial liabilities |
|
|
|
|
|
|
|
|
Foreign currency forwards |
|
30 June 2026 |
- |
607 |
- |
607 |
|
|
Interest rate swaps |
|
30 June 2026 |
- |
907 |
- |
907 |
|
There have been no transfers between Level 1, Level 2 and Level 3 during the six months ended 30 June 2026.
Fair value measurement hierarchy for assets and liabilities as at 31 December 2025:
|
|
|
Date of valuation |
Fair value measurement using |
Total €000 |
||
|
Note |
Quoted prices in active markets (Level 1) €000 |
Significant observable inputs €000 |
Significant unobservable inputs €000 |
|||
|
Assets measured at fair value |
|
|
|
|
|
|
|
Derivative financial assets |
|
|
|
|
|
|
|
Foreign currency forwards |
|
31 December 2025 |
- |
273 |
- |
273 |
|
Liabilities measured at fair value |
|
|
|
|
|
|
|
Derivative financial liabilities |
|
|
|
|
|
|
|
Foreign currency forwards |
|
31 December 2025 |
- |
4 |
- |
4 |
|
Put options |
|
31 December 2025 |
- |
- |
16 |
16 |
|
Interest rate swaps |
|
31 December 2025 |
- |
1,249 |
- |
1,249 |
There have been no transfers between Level 1, Level 2 and Level 3 during the year ended 31 December 2025.
Specific valuation techniques used to value financial instruments include:
· for interest rate swaps - the present value of the estimated future cash flows based on observable yield curves;
· for foreign currency forwards - the present value of future cash flows based on the forward exchange rates at the balance sheet date;
· for put options - option pricing models (Monte Carlo); and
· for other financial instruments - discounted cash flow analysis.
Management assessed that the fair values of cash and cash equivalents, trade and other receivables and trade and other payables approximate their carrying amounts largely due to the short-term maturities of these instruments. Interest-bearing loans and borrowings are at floating rates, with margin corresponding to market margins, and the credit rating of the Company has not significantly changed since refinancing in June 2024.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
There were no new acquisitions in 2026.
On 15 May 2026, the Group acquired additional 3.8% interest in FireTMS for a consideration of €1.8 million.
|
|
2026 |
2025 |
||
|
€000
|
Intangible assets |
Property, plant and equipment |
Intangible assets |
Property, plant and equipment |
|
Cost |
|
|
|
|
|
Opening balance as at 1 January |
785,802 |
105,979 |
741,894 |
97,156 |
|
Transfers |
- |
- |
(656) |
656 |
|
Additions |
20,960 |
5,504 |
41,391 |
15,097 |
|
Disposals |
(103) |
(2,629) |
(258) |
(6,481) |
|
Translation differences |
(4,244) |
80 |
3,431 |
(449) |
|
Closing balance at 30 June (unaudited) / 31 December |
802,415 |
108,934 |
785,802 |
105,979 |
|
|
|
|
|
|
|
Accumulated amortisation / depreciation |
|
|
|
|
|
Opening balance as at 1 January |
(275,003) |
(45,287) |
(224,387) |
(41,031) |
|
Amortisation / depreciation |
(26,627) |
(5,407) |
(49,605) |
(9,461) |
|
Disposals |
40 |
2,446 |
185 |
4,585 |
|
Translation differences |
1,459 |
117 |
(1,196) |
620 |
|
Closing balance at 30 June (unaudited) / 31 December |
(300,131) |
(48,131) |
(275,003) |
(45,287) |
|
|
|
|
|
|
|
Net book value |
|
|
|
|
|
As at 1 January |
510,799 |
60,692 |
517,507 |
56,125 |
|
As at 30 June 2026 (unaudited) / 31 December 2025 |
502,284 |
60,803 |
510,799 |
60,692 |
At 31 December 2025 the Group tested intangible assets with an indefinite useful life for impairment and no impairment was recognized. As at 30 June 2026, the Group did not identify any indicators of impairment.
The key assumptions used to determine the recoverable amount for the different CGUs are disclosed and further explained in the annual consolidated financial statements for the year ended on 31 December 2025.
|
|
30 June 2026 (unaudited) |
31 December 2025 |
|
|
€000 |
€000 |
|
Current |
|
|
|
Trade receivables |
409,298 |
289,900 |
|
Receivables from tax authorities |
11,362 |
13,359 |
|
Advances granted |
8,802 |
9,338 |
|
Unbilled revenue |
7,927 |
8,378 |
|
Miscellaneous receivables |
3,313 |
1,671 |
|
Tax refund receivables |
50,147 |
37,900 |
|
Prepaid expenses and accrued income |
7,607 |
7,353 |
|
Contract assets |
5,818 |
4,951 |
|
Total Trade and other receivables |
504,274 |
372,850 |
|
Non-current |
|
|
|
Contract assets |
6,354 |
5,460 |
|
Prepaid expenses and accrued income |
1,090 |
1,419 |
|
Advances granted |
206 |
336 |
|
Other receivables |
2 |
3 |
|
Total Other non-current assets |
7,652 |
7,218 |
|
|
30 June 2026 (unaudited) |
31 December 2025 |
|
|
€000 |
€000 |
|
Current |
|
|
|
Trade payables |
448,204 |
344,018 |
|
Employee related liabilities |
20,493 |
26,168 |
|
Advances received |
16,918 |
17,818 |
|
Miscellaneous payables |
35,956 |
45,587 |
|
Payables to tax authorities |
19,035 |
19,710 |
|
Contract liabilities |
9,468 |
9,273 |
|
Refund liabilities |
7,535 |
4,211 |
|
Put option redemption liability |
- |
5,391 |
|
Deferred acquisition consideration |
3,554 |
- |
|
Total Trade and other payables |
561,163 |
472,176 |
|
Non-current |
|
|
|
Contract liabilities |
7,543 |
6,992 |
|
Employee related liabilities |
588 |
261 |
|
Other liabilities |
318 |
199 |
|
Total Other non-current liabilities |
8,449 |
7,452 |
On 16 December 2025, the Group signed a utilisation request for the remaining Incremental Facility in the amount of €16.5 million. The loan was utilised on 2 January 2026.
In May 2026, the financing banks approved a new limit for bank guarantees utilised beyond the Club of banks. The limit has increased by €30 million.
The Group entered into an amendment agreement dated 29 June 2026 which increases the revolving facility limit by €30 million.
The Group complied with all financial covenants under the Club Finance facility as of 30 June 2026 and 31 December 2025, and forecasts compliance for the going concern period based on the revised terms as described above.
Financial covenant terms of the Club Finance facility were as follows:
|
Covenant |
Calculation |
Target |
30 June 2026 |
|
Interest cover |
the ratio of adjusted EBITDA to finance charges |
Min 3.50 |
6.13 |
|
Net leverage |
the ratio of total net debt (covenants) to adjusted EBITDA |
Max 3.50 |
1.82 |
|
Adjusted net leverage |
the ratio of the adjusted total net debt (covenants) to adjusted EBITDA |
Max 6.50 |
3.50 |
For covenants calculation, APMs are defined differently by the Club Finance facility to those disclosed in Note 2:
· adjusted EBITDA represents full year adjusted EBITDA of companies acquired during the period, with restrictions to the level of adjusting items for the year as a percentage of Adjusted EBITDA;
· net debt (covenants) includes lease liabilities and derivative liabilities, and
· adjusted total net debt (covenants) includes face amount of guarantees, bonds, standby or documentary letter of credit or any other instrument issued by a bank or financial institution in respect of any liability of the Group.
The Group is exposed to a variety of financial risks including foreign currency risk, fair value interest rate risk, credit risk and liquidity risk. The condensed interim financial statements do not include all financial risk management information and disclosures required in the annual financial statements; they should be read in conjunction with the Group's annual financial statements as at 31 December 2025 (Note 30, Financial risk management). There have been no changes in any risk management policies since the year end.
The Company controlling the Group is disclosed in Note 1.
Subsidiaries
As at 30 June 2026, there were the following changes in the Group's subsidiaries:
|
Name |
Principal activities |
Country of incorporation |
Registered address |
Effective economic interest |
|
|
2026 |
2025 |
||||
|
FireTMS.com GmbH |
Mobility solutions |
Germany |
Stresemannstraße 123C, 10963 Berlin, Germany |
92.40% |
88.60% |
|
FIRETMS.COM Sp. z o.o. |
Mobility solutions |
Poland |
44-200 Rybnik, ul. 3 Maja 30, Poland |
92.40% |
88.60% |
|
MYWEBEYE IBÉRIA, LDA (merged with W.A.G. payment solutions PT Unnipessoal, LDA) |
Mobility solutions |
Portugal |
Rua das Industrias, n˚ 236, 1˚, Sala 104, Trofa, 4785 - 625, Portugal |
- |
100% |
|
|
|
|
|
|
|
In May 2026, the Group executed the option and acquired additional share of 3.8% in FireTMS investment. Remaining share (7.6%) was acquired in July 2026.
Key management personnel compensation is disclosed in the table below.
|
|
Unaudited |
|
|
H1 2026 |
H1 2025 |
|
|
|
€000 |
€000 |
|
|
Key management* |
Key management* |
|
Wages and salaries |
3,558 |
3,934 |
|
Social security and health insurance |
599 |
588 |
|
Option plans |
5,396 |
2,509 |
|
Total employee expense |
9,553 |
7,031 |
*Includes the members of the Board and Executive Committee of W.A.G payment solutions plc.
Dividends are disclosed in the Consolidated Statement of Changes in Shareholders' Equity and subsequent events (Note 18).
|
|
Unaudited |
|
|
H1 2026 |
H1 2025 |
|
|
|
€000 |
€000 |
|
Sale of various goods and services to entities controlled by key management personnel |
- |
1 |
|
Purchases of various goods and services from entities controlled by key management personnel* |
845 |
954 |
|
Purchases of various goods and services from associates |
16 |
40 |
|
Sale of W.A.G Payment solutions plc shares to key management personnel |
38 |
28 |
* The Group acquired the following goods and services from entities that are controlled by members of the Group's key management personnel: software development, consultancy.
|
|
30 June 2026 (unaudited) |
31 December 2025 |
|
|
€000 |
€000 |
|
Trade payables to entities controlled by key management personnel |
141 |
134 |
|
Trade payables to associates |
- |
45 |
Based on the agreement from 15 May 2026, the Group acquired additional 7.6% interest in FireTMS upon payment of a consideration of €3.6 million on 8 July 2026.
On 22 July 2026, the Group paid out to its shareholders special dividend in the amount of €12.1 million.