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REG - 4imprint Group PLC - Final Results

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RNS Number : 1136W  4imprint Group PLC  11 March 2026

11 March 2026

4imprint Group plc

Final results for the period ended 27 December 2025

4imprint Group plc (the "Group"), a direct marketer of promotional products,
today announces its final results for the 52 weeks ended 27 December 2025.

 Financial overview                                           2025     2024              Change

                                                              $m       $m
 Revenue                                                      1,346.8  1,367.9  -2%

 Operating profit                                             145.2    148.1    -2%

 Profit before tax                                            150.8    154.4    -2%

 Cash and bank deposits                                       132.8    147.6    -10%
 Basic earnings per share (cents)                             404.4    416.3    -3%

 Total paid and proposed regular dividend per share (cents)   240.0    240.0    -

 Total paid and proposed regular dividend per share (pence)   179.5    186.4    -4%

 

 Operational overview
 ·    Resilient performance amidst a volatile macroeconomic environment

 ·    2,060,000 total orders received in 2025 (2024: 2,124,000)

 ·    Existing customer orders flat to prior year, reflecting strong and
 consistent retention rates

 ·    New customer orders declined 12%, broadly consistent throughout the
 year

 ·    Average order value increased 1%

 ·    Double-digit operating profit margin of 10.8% maintained, supported
 by a strong gross profit margin and flexibility of the marketing mix

 ·    Group well financed with cash and bank deposits of $132.8m (2024:
 $147.6m)

 ·    c.$10m project to relocate the leased downtown Oshkosh, Wisconsin
 office space to the recently expanded distribution centre underway and
 expected to be completed in mid-2026

Paul Moody, Chairman said:

"Trading results in the first two months of 2026 have been in line with the
Board's expectations. Orders and revenue are slightly down compared to the
same period in 2025, reflecting continued uncertainty in the market. As
anticipated, tariff-related costs are being phased in by suppliers and tariff
policy continues to evolve. Whilst these factors may influence revenue and
margins in 2026, the business will continue to be managed to deliver solid
financial results in the near term, and best position us to take advantage of
opportunities that will present themselves as economic and market conditions
improve.

 

Despite a challenging environment, our view of the prospects of the business
is unchanged. The Board is confident in the Group's strategy, competitive
position, and long-term growth opportunity."

 

For further information, please contact:

 4imprint Group plc                            MHP Communications
 Tel. + 44 (0) 20 3709 9680                    Tel. + 44 (0) 7884 494112

 Kevin Lyons-Tarr, Chief Executive Officer     Katie Hunt
 Michelle Brukwicki, Chief Financial Officer   Eleni Menikou
 Steve Bindas, Director of Investor Relations

 

 

 

Chairman's Statement

 

Performance summary

The Group delivered a resilient operational and financial performance in 2025
amidst a volatile macroeconomic environment, reinforcing the quality of our
long-term strategy and business model.

 

Group revenue for 2025 was $1.35bn (2024: $1.37bn). Profit before tax for the
year was $150.8m (2024: $154.4m) and basic earnings per share was 404.4c
(2024: 416.3c).

 

Gross profit margin remained strong in 2025 at 32% (2024: 32%). The marketing
mix provided the flexibility we anticipated, and as a result, a double-digit
operating profit margin has been maintained for 2025.

 

The business model is highly cash-generative, with cash and bank deposits at
the end of 2025 of $132.8m (2024: $147.6m), meaning that the Group is
well-funded entering 2026. The consistent cash-generative profile of our model
allows us to invest in the business, positioning us for future growth at the
same time as providing meaningful returns to our Shareholders through dividend
payments.

 

Strategy

Our strategy remains unchanged. We aim to deliver attractive organic revenue
growth by increasing share in the fragmented, yet substantial, markets that we
serve.

 

Whilst recognising the uncertain market conditions, we continue to take a
long-term view, investing in the people, marketing, technology, and
infrastructure required for success. From experience, we know that maintaining
investment in the business in more difficult times positions us to take
advantage of market share opportunities when conditions improve.

 

Dividend

The Group finished 2025 in a strong financial position with cash and bank
deposits of $132.8m (2024: $147.6m). The Board recommends a final dividend per
share of 160.0c (2024: 160.0c) giving a total paid and proposed 2025 regular
dividend per share of 240.0c (2024: 240.0c).

 

Chair transition

I am delighted to welcome our new Chair Designate, Paul Forman, to the
Company; his experience and insights will support the Group in the delivery of
its strategic ambition. Under Paul's leadership, I am confident our culture
and values will continue to thrive.

 

Throughout my time here, I have valued the dedication and endeavour of our
people, at all levels of the Group. Their commitment to living our shared
values has enabled us to successfully navigate challenges and seize
opportunities in order to accelerate our growth.

 

As I step down, I do so with gratitude for your trust and optimism for the
future of our Company. I am hugely proud of the significant progress we have
achieved together; it has been a privilege to have been associated with our
success.

 

Outlook

Trading results in the first two months of 2026 have been in line with the
Board's expectations. Orders and revenue are slightly down compared to the
same period in 2025, reflecting continued uncertainty in the market. As
anticipated, tariff-related costs are being phased in by suppliers and tariff
policy continues to evolve. Whilst these factors may influence revenue and
margins in 2026, the business will continue to be managed to deliver solid
financial results in the near term, and best position us to take advantage of
opportunities that will present themselves as economic and market conditions
improve.

 

Despite a challenging environment, our view of the prospects of the business
is unchanged. The Board is confident in the Group's strategy, competitive
position, and long-term growth opportunity.

 

Paul Moody

Chairman

10 March 2026

 

 

 

Chief Executive's Review

 

Performance overview

Despite a challenging macroeconomic environment, the Group delivered a solid
trading performance in 2025. Whilst revenue and operating profit declined
slightly compared to the prior year, our results reflect strong execution as
we adapted to rapidly changing market conditions. As always, the dedication of
our team members, the strength of our supplier partnerships, and the
effectiveness of our marketing investment were critical to our success. In
total, 2,060,000 orders were received in 2025, a decrease of 3% from 2024. In
line with historical patterns, existing customer orders made up the majority,
with 1,639,000 orders, flat to 2024, reflecting strong and consistent
retention rates. In 2025, 421,000 new customer orders were received, down 12%
compared to 2024, reflective of the ongoing uncertain macroeconomic trading
environment. Average order values in 2025 were 1% above the prior year, driven
primarily by price adjustments.

 

In 2025, Group revenue was $1.35bn (2024: $1.37bn) and operating profit was
$145.2m (2024: $148.1m), both down 2% from the prior year. Operating profit
margin was 10.8%, consistent with 2024. Beyond revenue trends, two key factors
shaped these results:

·     gross profit margin remained strong at 32.4% for 2025 (2024:
31.8%). Product cost increases due to tariffs are being phased in by suppliers
later than anticipated, with only a modest impact in 2025. As expected,
additional increases have been received in early 2026 and as tariff policy
evolves, further changes in product costs may be received during the year; and

·     marketing efficiency was comparable to the prior year, with revenue
per marketing dollar of $7.86 (2024: $7.88). Our strategic investments in
brand awareness have significantly improved marketing efficiency in recent
years and strengthened our market position.

 

Our direct marketing model remains very cash generative, with cash and bank
deposits at the 2025 year-end of $132.8m (2024: $147.6m). This strong
liquidity provides a solid foundation as we look ahead.

 

Operational highlights

During 2025, we continued making investments to support our current business
and position us for long-term growth.

·     People: Our team members are essential to our current and future
success. At the end of the year, we had nearly completed the work that began
in 2023 of building out our senior management team and organisational
structure to support our current operations and strengthen our foundation for
future profitable growth.

·     Marketing: The marketing portfolio is much more heavily weighted
towards brand and search compared to direct mail. Our brand is a defining
strength in the promotional products industry, synonymous with reliability,
quality, and service excellence. Brand equity is central to our long-term
growth model. We believe that our increasing level of aided and unaided brand
awareness strengthens the business, creating opportunities in both the near
and longer term.

As we have consistently demonstrated, our marketing mix allows us to be nimble
when responding to market conditions. We continue to invest in initiatives
that enhance awareness and reinforce trust, creating enduring value for our
customers and Shareholders.

·     Supply: We have cultivated long-standing partnerships with our
suppliers, and these relationships are a critical success factor for the
business. Given our 'drop-ship' business model, our suppliers enable us to
deliver the '4imprint Certain' service that our customers come to us for. In
addition, we rely on the deep relationships with our Tier 1 suppliers to
manage supply chain issues effectively, which has been especially important in
the current environment of evolving tariff policy.

·     Sustainability: We continue to make good progress in embedding
sustainability across the business, and during 2025, we took an important step
forward by setting Scope 1 and Scope 2 emissions reduction targets. Our focus
remains on improving energy efficiency across our operations, collaborating
closely with our supplier partners, and ensuring that sustainability
considerations are integrated into how we operate and invest. We believe that
a robust and credible approach to sustainability is important to our
customers, associates, and Shareholders, and is aligned with our objective of
building a resilient business that creates enduring value over the long term.

·     Oshkosh facilities: The Board approved a c.$10m capital expenditure
for the relocation of our leased downtown Oshkosh, Wisconsin office space to
our recently expanded distribution centre. Construction began in late 2025 and
is expected to be completed in mid-2026.

 

Looking ahead

Our business model is resilient through all economic cycles, and our highly
engaged team has demonstrated the ability to adjust to market conditions,
consistently delivering strong profitability and cash generation. As ever, we
will continue investing in the business to be positioned for growth when
customer demand strengthens. We remain confident in our strategy and
prospects.

 

 

 

Financial Review

 

The Group's revenue and profit in the period, summarising expense by function,
were as follows:

                                   2025     2024
                                   $m       $m
 Revenue                           1,346.8  1,367.9
 Gross profit                      436.0    435.4
 Marketing costs                   (171.4)  (173.7)
 Selling costs                     (50.9)   (49.8)
 Administration and central costs  (68.5)   (63.8)
 Operating profit                  145.2    148.1
 Net finance income                5.6      6.3
 Profit before tax                 150.8    154.4
 Taxation                          (37.2)   (37.2)
 Profit for the period             113.6    117.2

 

Group operating result

The Group has delivered a resilient financial performance for 2025, despite
challenging trading conditions in an uncertain economic environment.

 

Revenue decreased 2% to $1.35bn (2024: $1.37bn), reflecting a fall in total
customer orders of 3% and an improvement in average order value of 1%.
Existing customer orders were flat for the year, reflecting the strong and
consistent retention characteristics of our customer base. However, new
customer acquisition proved challenging in the difficult market conditions,
resulting in new customer orders being 12% below 2024.

 

The gross profit margin of 32.4% improved from 31.8% in 2024, benefiting from
modest price adjustments and tariff-related cost increases from suppliers
being phased in later than anticipated.

 

Marketing spend has been maintained at 13% of revenue (2024: 13%), resulting
in revenue per marketing dollar of $7.86 (2024: $7.88). The marketing mix
continues to provide the flexibility that we anticipated, allowing us to
adjust investment to fit the prevailing demand conditions, whilst keeping a
strong marketing presence.

 

Selling costs have remained stable at 4% of revenue (2024: 4%) following prior
investment in customer service resource.

 

Administration and central costs have increased 7% over 2024. This increase is
attributable to investments in people and IT development, and higher IFRS 2
charges associated with the grant of new share awards in 2024 and 2025 under
the Long-Term Incentive Plan (LTIP).

 

The strong gross profit margin and flexible marketing mix outlined above have
enabled us to deliver a solid operating profit of $145.2m (2024: $148.1m) and
maintain a double-digit operating profit margin of 10.8% (2024: 10.8%).

 

Segmental performance

                              Revenue           Operating

                                                profit/(loss)
                              2025     2024     2025      2024

                              $m       $m       $m        $m
 North America                1,321.5  1,342.7  151.9     153.6
 UK & Ireland                 25.3     25.2     (0.1)     (0.4)
 Direct Marketing operations  1,346.8  1,367.9  151.8     153.2
 Head Office costs            -        -        (6.6)     (5.1)
 Total                        1,346.8  1,367.9  145.2     148.1

 

North America revenue and operating profit decreased 2% and 1% respectively.
As the business constitutes 98% of Group revenue and 105% of Group operating
profit, the commentary for the Group operating result applies equally to the
North American business.

 

UK & Ireland revenue was flat against 2024, benefiting from an increase in
the average GBP to US dollar exchange rate. On an underlying currency basis,
revenue was down 3% on the prior year reflecting a difficult business
environment in the UK. An improved gross profit margin and tight control of
costs helped the business to a slightly improved financial performance against
the prior year, with a small operating loss on an underlying currency basis
(2024: operating loss of £0.3m).

 

Foreign exchange

The primary US dollar exchange rates relevant to the Group's 2025 results were
as follows:

 

                    2025              2024
                   Year-end  Average  Year-end  Average
 Sterling          1.35      1.32     1.26      1.28
 Canadian dollars  0.73      0.72     0.69      0.73

 

The Group reports in US dollars, its primary trading currency. It also
transacts business in Canadian dollars, Sterling and Euros. Sterling/US dollar
is the exchange rate most likely to impact the Group's financial performance.

 

The primary foreign exchange considerations relevant to the Group's operations
are as follows:

·    translational risk in the income statement remains low with the
majority of the Group's revenue arising in US dollars, the Group's reporting
currency;

·    most of the constituent elements of the Group balance sheet are US
dollar-based; and

·    the Group generates cash mostly in US dollars, but its primary
applications of post-tax cash are Shareholder dividends and some Head Office
costs, which are paid in Sterling.

 

As such, the Group's cash position is sensitive to Sterling/US dollar exchange
movements. To the extent that Sterling weakens/strengthens against the US
dollar, more/less funds are available in payment currency to fund the Sterling
cash outflows.

 

Net finance income

Net finance income for the period was $5.6m (2024: $6.3m), comprising interest
earned on cash deposits and lease interest charges under IFRS 16. The decrease
in finance income on 2024 reflects the lower level of cash deposits held over
the period following payment of the special dividend in June 2025.

 

Taxation

The tax charge for the period was $37.2m (2024: $37.2m) giving an effective
tax rate of 25% (2024: 24%). The primary component of the charge relates to
current tax on US taxable profits.

 

Earnings per share

Basic earnings per share decreased 3% to 404.4c (2024: 416.3c), reflecting the
3% decrease in profit after tax and a weighted average number of shares in
issue similar to the prior year.

 

Dividends

Dividends are determined in US dollars and paid in Sterling, converted at the
exchange rate on the date that the dividend is declared.

 

The Board has proposed a final dividend of 160.0c per share (2024: 160.0c)
which, together with the interim dividend of 80.0c per share, gives a total
paid and proposed regular dividend relating to 2025 of 240.0c per share (2024:
240.0c). The total paid and proposed regular dividend of 240.0c per share,
being the same as the regular dividend paid for 2024, reflects the Group's
strong closing cash position and is in line with the Group's established
capital allocation policy that aims to at least maintain dividend per share in
a downturn.

 

In Sterling, the final dividend per share will be 119.4p (2024: 123.7p),
which, combined with the interim dividend paid of 60.1p per share, gives a
total dividend per share for the period of 179.5p (2024: 186.4p). The final
dividend will be paid on 3 June 2026 to Shareholders registered on 1 May 2026.

 

Defined benefit pension plan

The Group sponsors a legacy UK defined benefit pension plan (the "Plan"),
which has been closed to new members and future accrual for several years.

 

Following the purchase of a bulk annuity policy in 2023 covering substantially
all the Plan liabilities, a further small premium was paid during the period
to cover the remaining liabilities. The winding-up of the Plan was triggered
in November 2025 and is expected to be finalised in 2026. The funding position
of the Plan is expected to remain stable until the buyout and winding-up are
completed.

 

Cash flow

The Group had cash and bank deposits of $132.8m at 27 December 2025 (28
December 2024: $147.6m). Cash flow in the period is summarised as follows:

                                                                2025     2024

                                                                $m       $m
 Operating profit                                               145.2    148.1
 Share option charges                                           3.0      1.6
 Defined benefit pension administration costs paid by the Plan  0.1      -
 Depreciation and amortisation                                  5.3      5.1
 Lease depreciation                                             1.6      1.7
 Change in working capital                                      6.7      5.6
 Capital expenditure                                            (3.9)    (19.5)
 Underlying operating cash flow                                 158.0    142.6
 Tax and interest                                               (31.0)   (29.5)
 Own share transactions                                         (5.4)    (2.0)
 Capital element of lease payments                              (1.9)    (1.5)
 Exchange and other                                             8.3      (1.0)
 Free cash flow                                                 128.0    108.6
 Dividends to Shareholders                                      (142.8)  (65.5)
 Net cash (outflow)/inflow in the period(1)                     (14.8)   43.1

1.   Representing the movement in cash and bank deposits balances.

 

The Group generated underlying operating cash flow of $158.0m (2024: $142.6m),
a conversion rate of 109% of operating profit (2024: 96%). The high conversion
rate reflects the efficiency of the Group's 'drop-ship' business model.
Capital expenditure during the period includes investment in IT and machinery
to support our in-house embroidery and digital print operations, and spend on
relocating the leased downtown Oshkosh, Wisconsin office space to the
distribution centre as part of a c.$10m capital project. 2024 capital
expenditure included spend on expanding the capacity and solar array at the
distribution centre (a $20m project), which was completed in the prior year.

 

Free cash flow increased by $19.4m to $128.0m (2024: $108.6m) due principally
to the reduced capital expenditure noted above and exchange gains on cash
remitted from the US at the end of 2024 to the Parent Company and converted
into Sterling to fund the final and special dividends paid to Shareholders in
June 2025.

 

Dividends to Shareholders increased by $77.3m to $142.8m (2024: $65.5m),
driven by payment of the special dividend of $73.1m in 2025.

 

Balance sheet and Shareholders' funds

Net assets at 27 December 2025 were $163.3m, compared to $185.1m at 28
December 2024. The balance sheet is summarised as follows:

                                     2025    2024
                                     $m      $m
 Non-current assets                  56.5    58.0
 Working capital                     (21.3)  (13.5)
 Cash and bank deposits              132.8   147.6
 Lease liabilities                   (3.4)   (5.3)
 Other assets and liabilities - net  (1.3)   (1.7)
 Net assets                          163.3   185.1

 

Shareholders' funds decreased by $21.8m since 28 December 2024. The main
elements of the movement were retained profit in the period of $113.6m and
equity dividends paid to Shareholders of $142.8m.

 

The Group had a net negative working capital balance of $21.3m at 27 December
2025 (28 December 2024: $13.5m). This net negative position reflects the
strength of our business model with low inventory requirements, a high
proportion of customers paying by credit card and the payment of suppliers on
agreed terms.

 

Balance sheet funding

The Board is committed to aligning the Group's funding with its strategic
priorities. This requires a stable, secure and flexible balance sheet through
different economic cycles. The Group will, therefore, typically remain
ungeared and hold a positive cash and bank deposits position.

 

The Board's funding guidelines are unchanged, and aim to provide operational
and financial flexibility to:

·    facilitate continued investment in marketing, people and technology
through different economic cycles, recognising that an economic downturn
typically represents a future market share opportunity for the business;

·    protect the ability of the business to act swiftly as growth
opportunities arise in accordance with the Group's capital allocation
guidelines; and

·    underpin a commitment to Shareholders through the maintenance of
regular interim and final dividend payments.

 

The quantum of the cash target at each year-end will be influenced broadly by
reference to the investment requirements of the business and the subsequent
year's anticipated full-year ordinary dividend.

 

The Board will keep these guidelines under review and is prepared to be
flexible if circumstances warrant.

 

Capital allocation

The Board's capital allocation framework is designed to deliver increasing
Shareholder value, driven by the execution of the Group's growth strategy. The
Group's capital allocation priorities are:

·    Organic growth investments

o  Either capital projects or those expensed in the income statement.

o  Market share opportunities in existing markets.

·    Interim and final dividend payments

o  Increasing broadly in line with earnings per share through the cycle.

o  Aim to at least maintain dividend per share in a downturn.

·    Mergers and acquisitions

o  Not a near-term priority.

o  Opportunities that would support organic growth.

·    Other Shareholder distributions

o  Quantified by reference to cash over and above balance sheet funding
requirement.

o  Special dividends most likely method: other methods may be considered.

 

Treasury policy

The financial requirements of the Group are managed through a centralised
treasury policy. The Group operates cash pooling arrangements for its North
American operations. Forward contracts may be taken out to buy or sell
currencies relating to specific receivables and payables as well as
remittances from overseas subsidiaries. There were no forward contracts open
at the year-end or prior year-end. The Group holds most of its cash with its
principal US and UK bankers.

 

The Group has a $20.0m working capital facility with its principal US bank,
JPMorgan Chase, N.A. The facility has minimum net income and debt to EBITDA
covenants. The interest rate is the Secured Overnight Financing Rate plus
1.6%, and the facility expires on 31 May 2030. In addition, an overdraft
facility of £1.0m with an interest rate of the Bank of England base rate plus
2.0% (or 2.0% if higher) is available from the Group's principal UK bank,
Lloyds Bank plc, until 31 December 2026. These facilities were undrawn at the
year-end (2024: undrawn) and the Group expects these facilities to be renewed
prior to their respective expiry dates.

 

The Group had cash and bank deposits of $132.8m (2024: $147.6m) at the
year-end and has no current requirement or plans to raise additional equity or
core debt funding.

 

Estimates and judgments

The preparation of the consolidated financial statements requires management
to make judgments and estimates that affect the application of accounting
policies, the amounts reported for assets and liabilities as at the balance
sheet date and the amounts reported for revenues and expenses during the year.

 

Management considers the only critical accounting judgment to be in respect of
revenue. Whilst the consolidated and Company financial statements include
other areas of judgment and accounting estimates, these are not considered
critical accounting judgments or significant accounting estimates. Further
information on estimates and judgments is provided in the notes to the
financial statements.

 

A review of internal and external indications of impairment was undertaken in
accordance with IAS 36; no impairments were identified in the consolidated
financial statements.

 

Going concern

In determining the appropriate basis of preparation of the financial
statements for the period ended 27 December 2025, the Directors have
considered the Group's ability to continue as a going concern over the period
to 3 April 2027.

 

The Group has modelled its cash flow outlook for the period to 3 April 2027,
considering the continuing uncertainties around macroeconomic conditions and
the geopolitical environment. This forecast shows no liquidity concerns or
requirement to utilise the Group's undrawn facilities.

 

Stress tests, reflecting severe but plausible downside assumptions for various
scenarios linked to the Group's principal risks and uncertainties, have been
undertaken and showed no liquidity concerns or requirement to utilise the
Group's undrawn facilities.

 

Reverse stress tests have also been performed to assess the circumstances that
could lead to the Group's liquidity being exhausted and, therefore, threaten
going concern. These tests separately modelled the decline in revenue and
increase in product costs (that are not passed onto customers) that the Group
could absorb from its cash reserves over the going concern period without any
mitigating actions being taken. The outcomes of these reverse stress tests
(year-on-year decline in revenue of 57% or an increase in product costs as a
percentage of revenue of 15%; both outcomes are changes against 2025 levels,
which are then maintained over the assessment period) are not considered to be
plausible, particularly without management actions being taken to mitigate the
impact.

 

Based on their assessment, the Directors have not identified any material
uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the Group's and Company's ability
to continue as a going concern from the date the financial statements are
approved until 3 April 2027. Accordingly, they continue to adopt the going
concern basis in preparing the Group's and Company's financial statements.

 

Risk Management

The Board recognises that effective risk management and a robust system of
internal control are integral components of good corporate governance and are
fundamental to the long-term sustainable success of the Group. Risk appetite,
the risk management process and associated mitigating activities and controls
are all essential elements of the Group's strategic and operational planning
processes.

 

Risk governance

The Board, supported by the Audit Committee, has overall responsibility for
oversight and management of risk and control across the Group. On a day-to-day
basis, this responsibility is delegated to the Executive Directors and
supported by the Group's Business Risk Management Committee. The Board is
committed to embedding a risk aware culture, setting the tone from the top and
ensuring that risk is an intrinsic element of the governance structure.

 

Principal Risks & Uncertainties

Outlined in Appendix 1 are the current principal risks and uncertainties that
would impact the successful delivery of the Group's strategic goals. These are
consistent with those disclosed in the prior year. The list is not exhaustive
and other, as yet unidentified, factors may have an adverse effect.

 

 Kevin Lyons-Tarr         Michelle Brukwicki
 Chief Executive Officer  Chief Financial Officer

 

10 March 2026

 

 

 

Group Income Statement for the 52 weeks ended 27 December 2025

 

                        Note  2025     2024

                              $m       $m
 Revenue                 1    1,346.8  1,367.9
 Cost of sales                (910.8)  (932.5)
 Gross profit                 436.0    435.4
 Operating expenses           (290.8)  (287.3)
 Operating profit        1    145.2    148.1
 Finance income               5.8      6.7
 Finance costs                (0.2)    (0.4)
 Net finance income           5.6      6.3
 Profit before tax            150.8    154.4
 Taxation                2    (37.2)   (37.2)
 Profit for the period        113.6    117.2

                              Cents    Cents
 Earnings per share
 Basic                  3     404.4    416.3
 Diluted                3     403.3    415.3

 

 

 

Group Statement of Comprehensive Income for the 52 weeks ended 27 December
2025

 

                                                                            Note  2025   2024

                                                                                  $m     $m
 Profit for the period                                                            113.6  117.2
 Other comprehensive income
 Items that may be reclassified subsequently to the income statement:
 Currency translation differences                                                 8.9    (1.1)
 Items that will not be reclassified subsequently to the income statement:
 Remeasurement gains on post-employment obligations                               0.3    -
 Tax relating to components of other comprehensive income                   2     0.6    0.4
 Other comprehensive income for the period, net of tax                            9.8    (0.7)
 Total comprehensive income for the period, net of tax                            123.4  116.5

 

 

 

Group Balance Sheet at 27 December 2025

 

                                          Note  2025    2024

                                                $m      $m
 Non-current assets
 Goodwill                                       1.0     1.0
 Intangible assets                              0.2     0.3
 Property, plant and equipment            5     49.0    49.3
 Right-of-use assets                      6     2.6     4.2
 Deferred tax assets                            3.4     3.2
 Retirement benefit asset                       0.3     -
                                                56.5    58.0
 Current assets
 Inventories                                    14.7    17.1
 Trade and other receivables                    57.7    64.4
 Corporation tax debtor                         0.6     0.4
 Other financial assets - bank deposits         27.0    94.3
 Cash and cash equivalents                      105.8   53.3
                                                205.8   229.5
 Current liabilities
 Lease liabilities                        6     (1.5)   (1.9)
 Trade and other payables                       (93.7)  (95.0)
                                                (95.2)  (96.9)
 Net current assets                             110.6   132.6
 Non-current liabilities
 Lease liabilities                        6     (1.9)   (3.4)
 Deferred tax liabilities                       (1.9)   (2.1)
                                                (3.8)   (5.5)
 Net assets                                     163.3   185.1

 Shareholders' equity
 Share capital and share premium reserve        89.7    89.7
  Other reserves                                13.6    4.7
 Retained earnings                              60.0    90.7
 Total Shareholders' equity                     163.3   185.1

 

 

 

Group Statement of Changes in Shareholders' Equity for the 52 weeks ended 27
December 2025

 

                                                                                                                         Retained earnings
                                                                                       Share             Other reserves  Own shares  Profit     Total

                                                                       Share capital   premium reserve   $m              $m          and loss   equity

                                                                       $m              $m                                            $m         $m
 At 31 December 2023                                                   18.9            70.8              5.8             (1.3)       40.3       134.5
 Profit for the period                                                                                                               117.2      117.2
 Other comprehensive income
 Currency translation differences                                                                        (1.1)                                  (1.1)
 Tax relating to components of other comprehensive income (note 2)                                                                   0.4        0.4
 Total comprehensive income                                                                              (1.1)                       117.6      116.5
 Own shares utilised                                                                                                     1.3         (1.3)      -
 Own shares purchased                                                                                                    (2.0)                  (2.0)
 Share-based payment expense                                                                                                         1.6        1.6
 Dividends (note 4)                                                                                                                  (65.5)     (65.5)
 At 28 December 2024                                                   18.9            70.8              4.7             (2.0)       92.7       185.1
 Profit for the period                                                                                                               113.6      113.6
 Other comprehensive income
 Currency translation differences                                                                        8.9                                    8.9
 Re-measurement gains on post-employment                                                                                             0.3        0.3
 obligations
 Tax relating to components of other comprehensive income (note 2)                                                                   0.6        0.6
 Total comprehensive income                                                                              8.9                         114.5      123.4
 Own shares utilised                                                                                                     0.8         (0.8)      -
 Own shares purchased                                                                                                    (5.4)                  (5.4)
 Share-based payment expense                                                                                                         3.0        3.0
 Dividends (note 4)                                                                                                                  (142.8)    (142.8)
 At 27 December 2025                                                   18.9            70.8              13.6            (6.6)       66.6       163.3

 

 

 

Group Cash Flow Statement for the 52 weeks ended 27 December 2025

 

                                                                   Note  2025     2024

                                                                         $m       $m
 Cash flows from operating activities
 Cash generated from operations                                    7     161.9    162.1
 Tax paid                                                                (36.7)   (35.8)
 Finance income received                                                 5.9      6.7
 Lease interest                                                    6     (0.2)    (0.4)
 Net cash generated from operating activities                            130.9    132.6
 Cash flows from investing activities
 Purchase of property, plant and equipment                               (3.9)    (19.6)
 Proceeds from sale of property, plant and equipment                     -        0.1
 Decrease/(increase) in current asset investments - bank deposits        72.8     (81.7)
 Net cash from/(used in) investing activities                            68.9     (101.2)
 Cash flows from financing activities
 Capital element of lease payments                                       (1.9)    (1.5)
 Purchase of own shares                                                  (5.4)    (2.0)
 Dividends paid to Shareholders                                    4     (142.8)  (65.5)
 Net cash used in financing activities                                   (150.1)  (69.0)
 Net movement in cash and cash equivalents                               49.7     (37.6)
 Cash and cash equivalents at the beginning of the period                53.3     90.5
 Exchange gains on cash and cash equivalents                             2.8      0.4
 Cash and cash equivalents at the end of the period                      105.8    53.3

 

 

 

Notes to the Financial Statements

 

General information

4imprint Group plc, registered number 177991, is a public limited company
incorporated in England and Wales, domiciled in the UK and listed on the
London Stock Exchange. Its registered office is 25 Southampton Buildings,
London WC2A 1AL. The Group is engaged in the direct marketing of promotional
products.

 

The Group presents the consolidated financial statements in US dollars and
rounded to $0.1m. A substantial portion of the Group's revenue and earnings
are denominated in US dollars and the Board is of the opinion that a US dollar
presentation gives the most meaningful view of the Group's financial
performance and position.

 

Material accounting policy information

The material accounting policies adopted in the preparation of these financial
statements are consistent with those adopted in the annual financial
statements for the period ended 28 December 2024, as described in those annual
financial statements.

 

Basis of preparation

This announcement was approved by the Board of Directors on 10 March 2026. The
financial information in this announcement does not constitute the Group's
statutory accounts for the periods ended 27 December 2025 or 28 December 2024
but it is derived from those accounts. Statutory accounts for 28 December 2024
have been delivered to the Registrar of Companies, and those for 27 December
2025 will be delivered after the Annual General Meeting. The auditor has
reported on those accounts. Their reports were unqualified, did not include a
reference to any matters to which the auditor drew attention by way of
emphasis without qualifying their report and did not contain a statement under
section 498(2) or (3) of the Companies Act 2006.

 

The audited consolidated financial statements from which these results are
extracted have been prepared under the historical cost convention in
accordance with UK-adopted International Accounting Standards and the
requirements of the Companies Act 2006 as it applies to companies reporting
under those standards.

 

New accounting standards, amendments or revisions to existing standards or
interpretations applicable for the first time in this reporting period have
not had a material impact on the Group's results or balance sheet.

 

Environmental risks

In preparing the financial statements, management has considered the impact of
environmental risks. Whilst the impact of environmental risks is still
developing and, therefore, all possible future outcomes are uncertain, risks
and mitigating actions known to the Group have been considered in forming
judgments, estimates and assumptions and in assessing impairment, going
concern and viability. The main impact of this consisted of the inclusion of
cash flows in the forecasts used to assess impairment, going concern and
viability for energy and waste reduction initiatives and in supporting our
product transition for a low-carbon economy with the expansion of our Better
Choices® programme. These considerations did not have a material impact on
the financial statements.

 

Going concern

The financial statements have been prepared on a going concern basis. In
adopting the going concern basis, the Directors have considered: the Group's
business activities, together with the principal risks and uncertainties
likely to affect its future development, performance and position; the
financial position of the Group, its cash flows and liquidity position; and
the Group's financial risk management objectives and its approach to managing
its exposures to currency, credit, liquidity, and capital risks.

 

The Group continues to maintain a robust financial position in accordance with
its balance sheet funding guidelines, providing it with sufficient access to
liquidity to fund its strategic priorities and anticipated dividend payments.
At 27 December 2025, the Group had cash and bank deposits of $132.8m, no debt,
and undrawn facilities comprising a $20m working capital facility that expires
on 31 May 2030 and £1m overdraft facility that expires on 31 December 2026.

 

In adopting the going concern basis of preparation, the Directors have
assessed the Group's cash flow forecasts for the period to 3 April 2027, which
reflect current market conditions and incorporate assumptions about demand
activity and revenue, gross profit margins and marketing productivity. This
forecast shows no liquidity concerns or requirement to utilise the Group's
undrawn facilities.

 

Stress tests, reflecting severe but plausible downside assumptions for various
scenarios linked to the Group's principal risks and uncertainties, have been
undertaken and showed no liquidity concerns or requirement to utilise the
Group's undrawn facilities in the going concern period.

 

Reverse stress tests have also been performed to assess the circumstances that
could lead to the Group's liquidity being exhausted and, therefore, threaten
going concern. These tests separately modelled the decline in revenue and
increase in product costs (that are not passed onto customers) that the Group
could absorb from its cash reserves over the going concern period without any
mitigating actions being taken. The outcomes of these reverse stress tests
(year-on-year decline in revenue of 57% or an increase in product costs as a
percentage of revenue of 15%; both outcomes are changes against 2025 levels,
which are then maintained over the assessment period) are not considered to be
plausible, particularly without management actions being taken to mitigate the
impact.

 

Based on their assessment, the Directors have not identified any material
uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the Group's and Company's ability
to continue as a going concern from the date the financial statements are
approved until 3 April 2027. Accordingly, they continue to adopt the going
concern basis in preparing the Group's and Company's financial statements.

 

Estimates and judgments

The preparation of the consolidated financial statements requires management
to make judgments and estimates that affect the application of accounting
policies, the amounts reported for assets and liabilities as at the balance
sheet date and the amounts reported for revenues and expenses during the year.

 

Critical accounting judgments are those judgments, apart from those involving
estimations, that have been made in the process of applying the Group's
accounting policies and that have the most significant effect on the amounts
recognised in the financial statements. Key assumptions and sources of
estimation uncertainty are those that have a significant risk of resulting in
a material adjustment to the carrying amounts of the Group's assets and
liabilities within the next financial year.

 

Management considers there to be a critical accounting judgment in respect of
revenue recognition, as detailed below, and no key assumptions and sources of
estimation uncertainty.

 

Critical accounting judgments

Revenue

For most of its product line, the Group operates a 'drop-ship' business model,
whereby suppliers hold blank inventory, imprint the product and ship directly
to customers. In order to determine the amount of revenue to recognise, it is
necessary for the Group to make a judgment to assess if it is acting as
principal or an agent in fulfilling the performance obligations and promises
to customers for these transactions.

 

The Group has full discretion to accept orders, agrees artwork with the
customer, sets the transaction price, selects the suppliers used to fulfil
orders, and considers its customer satisfaction promises ('on-time or free',
price and quality guarantees) to be integral to meeting its performance
obligations.

 

Accordingly, the Group is of the opinion that it acts as principal in
providing goods to customers and recognises the gross amount of consideration
as revenue.

 

 

1 Segmental reporting

The Group has two operating segments, North America, and UK & Ireland. The
operating segments' performance is assessed on revenue and operating profit
monthly by the chief operating decision maker, being the Board of Directors.
The costs of the Head Office are reported separately to the Board, but this is
not an operating segment.

 

 Revenue from external customers                    2025     2024

                                                    $m       $m
 North America                                      1,321.5  1,342.7
 UK & Ireland                                       25.3     25.2
 Total Group revenue                                1,346.8  1,367.9
                                                    2025     2024

 Profit                                             $m       $m
 North America                                      151.9    153.6
 UK & Ireland                                       (0.1)    (0.4)
 Operating profit from Direct Marketing operations  151.8    153.2
 Head Office costs                                  (6.6)    (5.1)
 Operating profit                                   145.2    148.1
 Net finance income (note 3)                        5.6      6.3
 Profit before tax                                  150.8    154.4

 

2 Taxation

Taxation recognised in the income statement is as follows:

                                                    2025  2024

                                                    $m    $m
 Current tax
 Overseas tax                                       36.5  35.8
 Total current tax                                  36.5  35.8
 Deferred tax
 Origination and reversal of temporary differences  0.7   1.4
 Total deferred tax                                 0.7   1.4
 Taxation                                           37.2  37.2

 

The tax for the period is different to the standard rate of corporation tax in
the respective countries of operation. The differences are explained below:

                                                                        2025   2024

                                                                        $m     $m
 Profit before tax                                                      150.8  154.4
 Profit before tax for each country of operation multiplied by rate of  37.3   37.7
 corporation tax applicable in the respective countries
 Effects of:
 Expenses not deductible for tax and non-taxable income                 0.4    (0.2)
 UK tax losses utilised in the period                                   (0.9)  (0.8)
 UK tax losses recognised for deferred tax                              0.7    0.6
 Other differences                                                      (0.3)  (0.1)
 Taxation                                                               37.2   37.2

 

UK tax losses recognised for deferred tax relates to changes to the deferred
tax asset in respect of brought forward UK tax losses, which are forecast to
be utilised against UK taxable profits over the next three years.

 

Management does not consider that there are any material uncertain tax
positions.

 

Income tax credited to other comprehensive income is as follows:

                                         2025  2024

                                         $m    $m
 Deferred tax relating to UK tax losses  0.6   0.4

 

Income tax credited/(charged) to equity is as follows:

                                                       2025   2024

                                                       $m     $m
 Deferred tax relating to UK tax losses                0.1    0.1
 Deferred tax relating to share-based payment schemes  (0.1)  (0.1)
                                                       -      -

 

3 Earnings per share

Basic earnings per share is calculated by dividing the profit for the period
by the weighted average number of shares in issue during the period, excluding
shares held by the EBT. The effect of excluding shares held by the EBT is to
reduce the average number by 79,329 (2024: 17,289).

 

Diluted earnings per share is calculated by adjusting the weighted average
number of shares to assume the conversion of all potentially dilutive ordinary
shares. Shares that are expected to be issued at a price below the market
price of the Company's ordinary shares under the share-based payment schemes
are potentially dilutive.

 

                                            2025     2024

                                            Number   Number

                                            '000     '000
 Weighted average number of shares          28,093   28,155
 Dilutive effect of share-based payments    74       65
 Diluted weighted average number of shares  28,167   28,220
                                            404.4c   416.3c

 Basic earnings per share
 Diluted earnings per share                 403.3c   415.3c

 

4 Dividends

 

 Equity dividends - ordinary shares                                  2025   2024

                                                                     $m     $m
 Interim paid:              80.0c (2024: 80.0c)                      22.9   23.4
 Final paid:                  160.0c (2024: 150.0c)                  46.8   42.1
 Special paid:              250.0c (2024: nil)                       73.1   -
                                                                     142.8  65.5

 

The Directors are proposing a final regular dividend in respect of the period
ended 27 December 2025 of 160.0c per share; an estimated payment amount of
$44.9m. Subject to Shareholder approval at the AGM, this dividend will be paid
on 3 June 2026 to Shareholders registered on 1 May 2026. These financial
statements do not reflect this proposed dividend.

 

5 Property, plant and equipment

                                        Plant,         Computer   Total

                                        machinery,     hardware   $m

                            Land and    fixtures and   $m

                            buildings   fittings

                            $m          $m
 Cost
 At 31 December 2023        24.9        30.6           3.6        59.1
 Additions                  14.5        4.2            0.9        19.6
 Disposals                  (0.1)       (1.4)          (0.4)      (1.9)
 At 28 December 2024        39.3        33.4           4.1        76.8
 Additions                  2.3         1.5            1.1        4.9
 Disposals                  -           (0.3)          (0.5)      (0.8)
 At 27 December 2025        41.6        34.6           4.7        80.9

 Depreciation
 At 31 December 2023        5.0         17.1           2.3        24.4
 Charge for the period      0.9         3.2            0.8        4.9
 Disposals                  (0.1)       (1.3)          (0.4)      (1.8)
 At 28 December 2024        5.8         19.0           2.7        27.5
 Charge for the period      1.3         3.0            0.9        5.2
 Disposals                  -           (0.3)          (0.5)      (0.8)
 At 27 December 2025        7.1         21.7           3.1        31.9

 Net book value
 At 27 December 2025        34.5        12.9           1.6        49.0
 At 28 December 2024        33.5        14.4           1.4        49.3

 

Freehold land with a value of $1.3m (2024: $1.3m) has not been depreciated.
The carrying amount of land and buildings includes assets under construction
of $2.3m (2024: $0.1m).

 

6 Leases

The Group leases premises in Oshkosh and Appleton, Wisconsin, and in London,
England. In addition, there are various items of machinery on short-term
leases and some office equipment with low value. The Group applies the IFRS 16
exemptions for short-term and low-value leases. No leases contain variable
payment terms.

 

The Group has decided to relocate its leased downtown Oshkosh office space to
its recently expanded distribution centre, which is expected to be completed
in mid-2026. Notice has been provided to the landlord of the Oshkosh offices
confirming that the Group will be terminating the lease agreement effective 30
September 2026 (this is the same as the lease term determined in the prior
year, so no reassessment under IFRS 16 is required). There are no undiscounted
potential future rental payments relating to periods covered by extension
options that are not included in the lease term (and, therefore, lease
liability) (2024: $6.5m).

 

Set out below are the carrying amounts of right-of-use assets recognised and
the movements during the period:

                                                     Leasehold land and buildings

                                                     $m

 At 31 December 2023                                 11.4
 Additions                                           0.4
 Remeasurement of lease liability                    (5.9)
 Depreciation charge for the period                  (1.7)
 At 28 December 2024                                 4.2
 Depreciation charge for the period                  (1.6)
 At 27 December 2025                                 2.6

 

Set out below are the carrying amounts of lease liabilities and the movements
during the period:

                                     2025   2024

                                     $m     $m
 At the start of the period          5.3    12.3
 Additions                           -      0.4
 Remeasurement of lease liability    -      (5.9)
 Interest charge                     0.2    0.4
 Payments                            (2.1)  (1.9)
 At the end of the period            3.4    5.3
 Current                             1.5    1.9
 Non-current                         1.9    3.4

 

7 Cash generated from operations

                                                                2025   2024

                                                                $m     $m
 Profit before tax                                              150.8  154.4
 Adjustments for:
 Depreciation of property, plant and equipment                  5.2    4.9
 Amortisation of intangible assets                              0.1    0.2
 Depreciation of right-of-use assets                            1.6    1.7
 Share-based payment expense                                    3.0    1.6
 Net finance income                                             (5.6)  (6.3)
 Defined benefit pension administration costs paid by the Plan  0.1    -
 Changes in working capital:
 Decrease/(increase) in inventories                             2.4    (3.5)
 Decrease in trade and other receivables                        6.9    3.8
 (Decrease)/increase in trade and other payables                (2.6)  5.3
 Cash generated from operations                                 161.9  162.1

 

 

 

Statement of Directors' responsibilities

Each of the Directors confirm, to the best of their knowledge:

 

·    The financial statements within the full Annual Report & Accounts
from which the financial information within this Final Results Announcement
has been extracted, have been prepared in accordance with UK-adopted
International Accounting Standards, and give a true and fair view of the
assets, liabilities, financial position and profit of the Company and
undertakings included in the consolidation taken as a whole.

·    The Chief Executive's Review, the Financial Review and Principal
Risks & Uncertainties include a fair review of the development and
performance of the business and the position of the Company and undertakings
included in the consolidation taken as a whole, together with a description of
the principal risks and uncertainties that it faces.

 

 

 

Alternative performance measures

An alternative performance measure (APM) is a financial measure of historical
or future financial performance, financial position, or cash flows, other than
a financial measure defined or specified within IFRS.

 

The Group uses APMs to supplement standard IFRS measures to provide users with
information on underlying trends and additional financial measures, which the
Group considers will aid the users' understanding of the business.

 

Definitions

Revenue per marketing dollar is the total revenue of the Group divided by the
total marketing expense of the Group. This provides a measure of the
productivity of the marketing expenditure, which is a cornerstone of the
Group's organic revenue growth strategy.

 

Free cash flow is defined as the movement in cash and cash equivalents and
other financial assets - bank deposits, before distributions to Shareholders
but including exchange gains/(losses) on cash and cash equivalents. It is a
measure of cash available for allocation in line with the Group's capital
allocation policy.

                                                                               2025    2024

                                                                               $m      $m
 Net movement in cash and cash equivalents                                     49.7    (37.6)
 Add back: (Decrease)/increase in current asset investments - bank deposits    (72.8)  81.7
 Add back: Exchange gain/(loss) on change in current asset investments - bank  5.5     (1.4)
 deposits
 Add back: Dividends paid to Shareholders                                      142.8   65.5
 Less: Exchange gains on cash and cash equivalents                             2.8     0.4
 Free cash flow                                                                128.0   108.6

 

Cash conversion is defined as the percentage of underlying operating cash flow
to operating profit and is provided as a measure of the efficiency of the
Group's business model to generate cash.

 

Return on average capital employed is defined as profit before tax divided by
the simple average of opening and closing non-current assets, excluding
deferred tax and retirement benefit assets, plus net current assets and
non-current lease liabilities. This is given to show a relative measure of the
Group's efficient use of its capital resources.

 

Capital expenditure is defined as purchases of property, plant and equipment,
and intangible assets, net of proceeds from the sale of property, plant and
equipment. These numbers are extracted from the cash flows from investing
activities shown in the Group cash flow statement.

                                                      2025   2024

                                                      $m     $m
 Purchase of property, plant and equipment            (3.9)  (19.6)
 Proceeds from sale of property, plant and equipment  -      0.1
 Capital expenditure                                  (3.9)  (19.5)

 

Underlying operating cash flow is defined as cash generated from operations
before contributions to the defined benefit pension plan, less capital
expenditure. This reflects the cash flow directly from the ongoing business
operations. This is reconciled to IFRS measures as follows:

                                                           2025   2024

                                                           $m     $m
 Cash generated from operations                            161.9  162.1
 Less: Purchase of property, plant and equipment           (3.9)  (19.6)
 Add: Proceeds from sale of property, plant and equipment  -      0.1
 Underlying operating cash flow                            158.0  142.6

 

Cash and bank deposits is defined as cash and cash equivalents and other
financial assets - bank deposits. This measure is used by the Board to
understand the true cash position of the Group when determining the potential
uses of cash under the balance sheet funding and capital allocation policies.
This is reconciled to IFRS measures as follows:

                                         2025   2024

                                         $m     $m
 Other financial assets - bank deposits  27.0   94.3
 Cash and cash equivalents               105.8  53.3
 Cash and bank deposits                  132.8  147.6

 

 

 

Appendix 1 - Principal Risks & Uncertainties

 

The risk change indicates how the Group's risk exposure has moved over the
period, either: increased; decreased; remained stable; or evolved.

 

 STRATEGIC RISKS

 

 Macroeconomic conditions
 Risk and description
 The Group conducts most of its operations in North America and would be
 affected by a downturn in general economic conditions and/or negative effects
 from instability in the geopolitical environment or uncertainty in
 international trade policy, including tariffs, affecting this market. In
 previous economic downturns, the promotional products market has typically
 softened broadly in line with the general economy.

 Strategic relevance                                                             Mitigation                                                                      Risk change: Increased
 ·  Customer acquisition and retention could fall, impacting revenue in          ·  Management monitors economic and market conditions to ensure that            ·  Volatile macroeconomic conditions and tariff uncertainty continue to
 current and future periods.                                                     appropriate and timely adjustments are made to marketing and other budgets.     persist, impacting business confidence in our primary US market and presenting

                                                                               downside risks to growth.
 ·  Demand for our products may be adversely affected if we are unable to        ·  Deep relationships maintained with key suppliers enable us to work

 share tariff-related cost increases with our supply chain or pass along the     together to manage the impact of tariffs applied to the products we offer.
 remaining cost increases to our customers.

                                                                               ·  The customer proposition in terms of promotions, price, value, and
 ·  The growth and profitability levels called for in the Group's strategic      product range can be adjusted to resonate with customer requirements, budgets
 plan may not be achieved.                                                       and input costs in changing economic climates.

 ·  Cash generation could be reduced broadly corresponding to a reduction in     ·  The Group's balance sheet funding policy provides operational and
 profitability.                                                                  financial flexibility to facilitate continued investment in the business
                                                                                 through different economic cycles.

 

 

 Markets and competition
 Risk and description
 The promotional products markets in which the business operates are intensely
 competitive. New or disruptive business models, potentially facilitated or
 accelerated by emerging technology and AI, looking to break down our
 industry's prevailing distributor/supplier structure may become a threat.
 Buying groups and online marketplaces may allow smaller competitors access to
 improved pricing and services from suppliers. Private equity interest in the
 promotional products industry has increased in recent years, offering
 potential funding for existing competitors or new entrants.

 Strategic relevance                                                             Mitigation                                                                       Risk change: Stable
 ·  Aggressive competitive activity or a disruptive new model could result in    ·  Service level, price and satisfaction guarantees are an integral part of      ·   The competitive landscape to date has been relatively consistent on the
 pressure on prices, margin erosion and loss of market share, impacting the      the customer proposition. Negative or changing customer feedback is              distributor side in our main markets.
 Group's financial results.                                                      investigated and addressed rapidly. Customers are surveyed regularly to

                                                                               monitor changing customer interests and perceptions.                             ·   Whilst we are not seeing disruption in our markets from new entrants
 ·  The Group's strategy based on achieving organic revenue growth in
                                                                                enabled by AI technology, the rapid evolution of the consumer search model and
 fragmented markets may need to be reassessed.                                   ·  Merchandising and supply chain teams have extensive experience in rapidly     potential of autonomous AI systems (agentic AI) may present the potential for

                                                                               adapting the product range to meet evolving consumer demand.                     a change in the competitive landscape.
 ·  Customer acquisition and retention could fall, impacting revenue in

 current and future periods.                                                     ·  Our aim is to position the business at the forefront of innovation in the
                                                                                 industry, driven by an open-minded culture that is customer focused, embraces

                                                                                 collaborative supplier relationships, and has an appetite for emerging
                                                                                 technology. Potential use cases to harness the advancements in AI are being
                                                                                 regularly discussed and assessed.

                                                                                 ·  Management closely monitors competitive activity in the marketplace,
                                                                                 including periodic market research studies.

 

 

 Effectiveness of key marketing techniques and brand development
 Risk and description
 The success of the business relies on its ability to attract new, and retain
 existing, customers through a variety of marketing techniques. These methods
 may become less effective as follows:

 ·   TV/video/brand: Fluctuations in available inventory may cause the price
 of this technique to increase beyond our acceptable thresholds. The evolving
 nature of how consumers access this type of content could change our ability
 to effectively access our audience;

 ·   Online: Search engines are an important source for channelling customer
 activity to 4imprint's websites. The efficiency of search engine marketing
 could be adversely affected if the search engines were to modify their
 algorithms or otherwise make substantial changes to their practices, for
 example to benefit from the use of emerging technology and AI, and the Group
 was unable to respond and adapt to these rapid changes; and

 ·   Offline: The flow of print catalogues and sample packages would be
 disrupted by the incapacity of the US Postal Service to make deliveries, for
 example due to natural disasters or labour activism. Increased levels of
 people working from remote locations for a sustained period may diminish the
 effectiveness of this technique.

 The evolving landscape around consumer data privacy preferences and data
 privacy legislation potentially affects all marketing techniques if it
 compromises our ability to access and analyse customer information or results
 in any adverse impacts to our brand image and reputation.

 Strategic relevance                                                             Mitigation                                                                       Risk change: Stable
 ·  If sustained over anything more than a short time period, an externally      ·  TV/video/brand: This now dominant element of our marketing portfolio          ·  There has been a rapid acceleration of AI technologies. The deployment to
 driven decrease in the effectiveness of key marketing techniques would cause    permits a high degree of flexibility, allowing us to quickly respond to          search engine summaries will change internet search and click-through rates in
 damage to the customer file as customer acquisition and retention fall. This    changes as required.                                                             a way that may diminish its effectiveness for the Group.
 would affect order flow and revenue in the short term and the productivity of

 the customer file over a longer period, impacting growth prospects in future    ·  Online: Management stays very close to evolving technological                 ·  The Group's diversified marketing portfolio, particularly the strength of
 years.                                                                          developments and emerging platforms in the online space, particularly in         the brand component, has continued to prove its flexibility and effectiveness

                                                                               respect of the adoption of AI by consumers as they search for goods and          in the current soft market conditions.
 ·  Restrictive data privacy legislation or changes in consumer demands          services and how emerging agentic AI technology may impact customer

 around data privacy could decrease the yield on our marketing activities and    interactions. Efforts are focused on anticipating changes and ensuring
 might increase compliance costs and the possibility of lawsuits.                compliance with both the requirements of providers and applicable laws. An

                                                                                 appetite for technological innovation is encouraged by the business.

                                                                                 ·  Offline: Developments in the US Postal Service are closely monitored
                                                                                 through industry associations and lobbying groups. Alternative parcel carriers
                                                                                 are evaluated periodically.

                                                                                 ·  Data privacy requirements and consumer data preferences are monitored
                                                                                 closely and assessed.

                                                                                 ·  The business relies primarily on first-party data, with shared data
                                                                                 significantly reduced.

 

 

 

 OPERATIONAL RISKS

 

 Business facility disruption
 Risk and description
 The 4imprint business model means that operations are concentrated in
 centralised office, distribution and production facilities. The performance of
 the business could be adversely affected if activities at one of these
 facilities were to be disrupted, for example, by a pandemic, extreme weather
 events (e.g., cyclones, droughts, floods and fires), loss of power or
 internet/telecommunication failure.

 Strategic relevance                                                             Mitigation                                                                      Risk change: Stable
 ·  The inability to service customer orders over any extended period would      ·  Back-up and business continuity infrastructure is in place to ensure the     ·  There have been no significant changes to the operations of the Group or
 result in significant revenue loss, deterioration of customer acquisition and   risk of customer service disruption is minimised.                               its Tier 1 suppliers over the period which materially change the nature or
 retention metrics and diminished return on marketing investment.
                                                                               likelihood of this risk.

                                                                               ·  Websites are cloud based, and data is backed up continuously to off-site

 ·  A significant portion of our apparel orders are embroidered and printed      servers.
 in-house at our production and distribution sites in Oshkosh and Appleton,

 Wisconsin. Disruption at these facilities would impact our ability to fulfil    ·  Relationships are maintained with third-party embroidery and print
 these orders.                                                                   contractors to provide a portion of back-up in the event of facility

                                                                               unavailability.
 ·  The Group's reputation for excellent service and reliability may be

 damaged.                                                                        ·  Our screen-printing operations have been located separately to our
                                                                                 existing distribution centre to diversify the risk of disruption to our
                                                                                 facilities.

                                                                                 ·  A significant proportion of our office and customer service staff work
                                                                                 from home, mitigating some risk should offices become unavailable.

                                                                                 ·  Physical climate-related risk assessments of our facilities have been
                                                                                 undertaken to better understand how these risks could impact the Group's
                                                                                 operations across different timescales.

 

 

 Domestic supply and delivery
 Risk and description
 As a consequence of the Group's 'drop-ship' distribution model, trading
 operations could be interrupted if: (i) the activities of a key supplier were
 disrupted and it was not possible to source an alternative supplier in the
 short term, including from stock availability issues resulting from
 prohibitive tariffs being applied to products being imported into the US; (ii)
 a key supplier's own supply chain is compromised by 'force majeure' events in
 the country of original product manufacture, for example extreme weather
 events (e.g., cyclones, droughts, floods and fires), natural disasters,
 social/political unrest or a pandemic; or (iii) the primary parcel delivery
 partner used by the business suffered significantly degraded service levels.
 As the Group continues to grow, the volume of orders placed with individual
 suppliers becomes significant.

 Strategic relevance                                                           Mitigation                                                                       Risk change: Decreased
 ·  Inability to fulfil customer orders would lead to lost revenue and a       ·  A rigorous selection process is in place for key suppliers, with              ·  Supply chain and delivery conditions are currently stable in both our
 negative impact on customer acquisition and retention statistics.             evaluation and monitoring of quality, production capability and capacity,        markets.

                                                                             ethical standards, financial stability and business continuity planning.

 ·  The Group's reputation for excellent service and reliability may be
                                                                                ·  The Group has proven the effectiveness of its mitigations in minimising
 damaged, leading to potential erosion of the value built up in the 4imprint   ·  Deep relationships maintained with key suppliers, including a detailed        the impact of disruptions to its trading operations.
 brand.                                                                        shared knowledge of the supply end of the value chain, allowing swift

                                                                               understanding of and appropriate reaction to events, including management of
                                                                               the impact of tariffs applied to the products we offer.

                                                                               ·  Wherever possible, relationships are maintained with suitable alternative
                                                                               suppliers for each product category.

                                                                               ·  Physical climate-related risk assessments of our key suppliers have been
                                                                               undertaken to better understand how these risks could impact the Group's
                                                                               operations, customers and supply chain across different timescales.

                                                                               ·  Secondary relationships are in place with alternative parcel carriers.

 

 

 Failure or interruption of information technology systems and infrastructure
 Risk and description
 The business is highly dependent on the efficient functioning of its IT
 infrastructure. An interruption or degradation of services, including from a
 malicious cyber attack, would affect critical order processing systems, and
 thereby compromise the ability of the business to deliver on its customer
 service proposition.

 Strategic relevance                                                              Mitigation                                                                       Risk change: Stable
 ·  In the short term, orders would be lost and delivery deadlines missed,        ·  There is continuous investment in both the IT team supporting the             ·  The IT platform is mature and performance has been efficient and
 decreasing the efficiency of marketing investment and impacting customer         business and the hardware and software system requirements for a stable and      resilient.
 acquisition and retention.                                                       secure operating platform.

                                                                                ·  The relocation of our leased downtown Oshkosh, Wisconsin office space to
 ·  Revenue and profitability are directly related to order flow and would be     ·  Back-up and recovery processes are in place, including immediate              the recently expanded distribution centre is being carefully planned and
 adversely affected as a consequence of a major IT failure.                       replication of data to an alternative site, to minimise the impact of            managed to ensure the reduction in our physical sites does not impact the

                                                                                information technology interruption.                                             resilience of our IT back-up and redundancy systems.
 ·  Depending on the severity of the incident, longer-term reputational

 damage could result.                                                             ·  Regular security testing of our systems is undertaken in conjunction with
                                                                                  specialist third-party consultants.

                                                                                  ·  Cloud-based hosting for eCommerce and elements of back-office
                                                                                  functionality.

                                                                                  ·  IT infrastructure in place to support working from home for our
                                                                                  office-based team members.

 

 

 

 REPUTATIONAL RISKS

 

 Cyber threats
 Risk and description
 A successful attack on our systems, sites, data or a third-party supplier
 could result in our business-critical systems becoming unavailable and/or
 unauthorised access to, and misappropriation of, customer data. This may lead
 to reputational damage and loss of customer confidence, regulatory action,
 and/or loss of business and revenue. This is a rapidly changing environment,
 with threats enabled by new technology including AI emerging on an almost
 daily basis.

 Strategic relevance                                                              Mitigation                                                                       Risk change: Evolved
 ·  Revenue and profitability are directly related to order flow and would be     ·  The business employs experienced IT staff whose focus is to identify and      ·  The frequency, sophistication and publicity of attacks, continues to
 adversely affected as a consequence of system compromise.                        mitigate IT security vulnerabilities.                                            increase. Accordingly, we continue to invest in training, expertise and

                                                                                technical solutions, controls and security reviews to counter the increasing
 ·  A significant security breach could lead to litigation and losses, with a     ·  Investment in software and other resources in this area continues to be a     external risks.
 costly rectification process. In addition, it might be damaging to the Group's   high priority.

 reputation and brand.

                                                                                ·  Technical and physical controls are in place to mitigate unauthorised

 ·  An event of this nature might result in significant expense, impacting        access to customer data and there is an ongoing investment process to maintain
 the Group's ability to meet its strategic objectives.                            and enhance the integrity and efficiency of the IT infrastructure and its
                                                                                  security.

                                                                                  ·  Due to the ever-evolving nature of the threat, emerging cyber risks are
                                                                                  addressed by the IT security team on a case-by-case basis.

                                                                                  ·  Third-party cyber security consultants are employed as appropriate and
                                                                                  support regular security testing of our systems, mitigations and controls.

                                                                                  ·  Regular training is rolled out to our team members, including phishing
                                                                                  simulations, to increase awareness of cyber security threats.

 

 

 Supply chain compliance and ethics
 Risk and description
 Our business model relies on direct (Tier 1) and indirect (Tier 2 and 3)
 relationships with suppliers located both within our primary markets and at
 overseas locations. 4imprint has very high ethical expectations for supply
 chain compliance, but there is always a risk that our wider supply chain
 partners may, from time to time, not comply with our standards or applicable
 local laws.

 Strategic relevance                                                           Mitigation                                                                   Risk change: Decreased
 ·  Significant or continuing non-compliance with such standards and laws      ·  Our key Tier 1 suppliers are required to comply with our supplier         ·  Our supplier compliance programme is well established.
 could result in serious damage to our reputation and brand image.             compliance documentation, including the '4imprint Supply Chain Code of

                                                                             Conduct' and the '4imprint Factory and Product Compliance Expectations'      ·  The monitoring of our Tier 1 suppliers against our Supply Chain Code of
 ·  This could have an adverse effect on our ability to acquire and retain     document.                                                                    Conduct has increased during 2025, reflecting a transition from a three-yearly
 customers and, therefore, our longer-term revenue prospects and financial
                                                                            to two-yearly audit cycle.
 condition.                                                                    ·  We are active in promoting audit coverage of our supply chain at many

                                                                               levels.

                                                                               ·  Changes to product safety legislation are closely monitored to ensure
                                                                               product safety and testing protocols are adequate and remain up to date.

 

 

 Legal, regulatory and compliance
 Risk and description
 We are subject to, and must comply with, extensive laws and regulations
 including those relating to data privacy legislation, environmental and
 regulatory compliance, and external reporting obligations.

 Strategic relevance                                                             Mitigation                                                                     Risk change: Stable
 ·  If we, or our employees, suppliers and other partners fail to comply with    ·  Consultation with subject matter experts, specialist external advisers      ·  Evolving legal regulations and requirements continue to be monitored,
 any of these laws or regulations, such failure could subject us to fines,       and government agencies as appropriate.                                        complied with and assured.
 sanctions or other penalties that could negatively affect our brand,

 reputation and financial condition.                                             ·  The business employs, and continues to invest in, legal, compliance and

                                                                               other specialist staff familiar with the obligations faced by the Group.

                                                                                 ·  We continue to monitor and assure controls implemented across the Group
                                                                                 to manage our risk of non-compliance.

 

 

 

 ENVIRONMENTAL RISKS

 

 Climate change
 Risk and description
 Climate change potentially affects our operations, facilities, supply chain,
 team members, communities and our customers in a variety of ways. As such, it
 presents a multitude of risks to the business and threatens our ability to
 achieve our strategic objectives. In order to meaningfully reduce our Scope 3
 emissions, the Group will be reliant on third parties and the development of
 lower/zero carbon products and technologies.

 Strategic relevance                                                              Mitigation                                                                       Risk change: Stable
 ·  Extreme weather-related events that impact our customers and/or our           ·  The flexible nature of our 'drop-ship' model allows for relatively rapid      ·  We remain committed to reducing the impact of our operations on the
 suppliers can have a short to medium-term negative impact on revenue, customer   adjustment to episodes of extreme weather. The business has very low customer    environment and have, for the first time, set reduction targets for the
 acquisition and retention, and they can also cause increases to our product      concentration, which helps mitigate an element of the risk as well.              Group's Scope 1 and 2 emissions.
 and distribution costs. Some of our suppliers are located in geographic areas

 that are subject to increased risk of these events in the long term.             ·  We have close relationships with our key suppliers and, wherever              ·  We will continue collaborating with our supply chain and transportation

                                                                                possible, relationships are maintained with suitable alternative suppliers for   partners to reduce Scope 3 emissions.
 ·  Further, in the medium term, if the business is not seen to be taking         each product category.

 deliberate and tangible actions to reduce its GHG emissions and support the

 transition to a lower-carbon economy, the Group's reputation and brand may be    ·  We have continued to achieve certification as a CarbonNeutral® company

 damaged and its access to providers of capital diminished.                       in accordance with the CarbonNeutral Protocol since 2021.

                                                                                  ·  The solar array at the Oshkosh distribution centre contributes to the
                                                                                  Group's power requirements generated from renewable sources.

                                                                                  ·  Separate physical and transitional climate-related risk assessments have
                                                                                  been undertaken to better understand how these risks could impact the Group's
                                                                                  operations, facilities, customers, supply chain and reputation across
                                                                                  different timescales.

                                                                                  ·  Management is actively monitoring and measuring progress towards further
                                                                                  environmental goals, most notably further GHG reductions in Scopes 1, 2 and 3.

 

 

 Products and market trends
 Risk and description
 The transition to a low-carbon economy may lead to changing product trends or
 consumer preferences that render certain products undesirable or obsolete,
 whilst increasing demand for others, as sustainability becomes a larger part
 of the purchasing decision by customers. New, more sustainable or recycled
 products are still being developed for commercial use, which could lead to
 increased product costs. Further, our supply chain may seek to pass on
 potential costs arising from the transitional changes such as carbon taxes, or
 inflation arising from sourcing in-demand raw materials or disruption caused
 by extreme weather events.

 Strategic relevance                                                              Mitigation                                                                       Risk change: Decreased
 ·  Failure to anticipate accurately, and respond to, trends and shifts in        ·  Our merchandising teams actively collaborate with our suppliers to            ·  The transition to a low-carbon economy is driving changes in consumer
 consumer preferences and increased costs arising in the value chain, by          continuously curate our range of products to adapt to, and meet the needs and    preferences towards sustainable products.
 adjusting the mix of existing product offers, may lead to lower demand for our   tastes of, our customers.

 products, impacting our market position and ability to generate revenue
                                                                                ·  However, the fact that most of the products in our broad range are also
 growth.                                                                          ·  Our Better Choices® initiative highlights promotional products that have      sold unbranded in the retail setting, and with an increasing number of
                                                                                  sustainable attributes, giving our customers the ability to research product     products being 'tagged' with our Better Choices® designation, we are well
                                                                                  attributes, supplier standards and certifications related to sustainability,     positioned to manage the pace of the transition towards sustainable choices.
                                                                                  environmental impact, workplace culture and more, helping them to reduce their

                                                                                  own carbon emissions.

 

END

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