REG - Eurocell plc - HALF YEAR REPORT FOR SIX MONTHS ENDED 30 JUNE 2025
04/09/2025 07:00
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RNS Number : 9254X Eurocell plc 04 September 2025
4 September 2025
EUROCELL PLC (Symbol: ECEL)
HALF YEAR REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2025
Resilient financial and operating performance; Alunet acquisition performing
well
Eurocell plc, the leading UK manufacturer and distributor of door and window
products to the trade, today announces its results for the six months ended 30
June 2025.
Highlights
· Adjusted operating profit up 9%, driven by a strong contribution from
Alunet (acquired in March 2025) and effective cost control, partially offset
by lower organic sales volumes, labour cost inflation and investment in
strategic initiatives
· Adjusted profit before tax down 3%, reflecting higher finance costs
following the Alunet acquisition
· Continuing focus on operational improvements, cost reduction and cash
flow management
· Further progress with five-year strategy
· Driving shareholder returns through a combination of an increasing
ordinary dividend and share buybacks, with returns of £7.3 million announced
so far this year
· Full year outlook below previous expectations, with trading
conditions remaining subdued and continuing macroeconomic uncertainty
impacting key markets
Key financial performance measures H1 2025 H1 2024 Change
Revenue (£ million) 193.2 175.7 10%
Underlying measures ((1))
Adjusted operating profit (£ million) 10.1 9.3 9%
Adjusted profit before tax (£ million) 7.8 8.0 (3)%
Adjusted basic earnings per share (pence) 6.0 5.6 7%
Reported measures
Operating profit (£ million) 6.1 8.9 (31)%
Profit before tax (£ million) 3.8 7.6 (50)%
Basic earnings per share (pence) 2.9 5.3 (45)%
Capital investment (£ million) 6.6 4.5 47%
Net cash generated from operating activities (£ million) 18.4 21.9 (16)%
Net debt, pre-IFRS 16 (£ million) ((2)) 29.0 4.3 (24.7)
Net debt (£ million) ((2)) 98.7 60.9 (37.8)
Interim dividend per share (pence) 2.3 2.2 5%
(1) Non-underlying items of £4.0 million in H1 2025 comprise strategic IT
project costs of £2.2 million (including cloud computing and internal
resourcing costs), restructuring costs of £1.4 million and Alunet acquisition
costs of £0.4 million. Non-underlying items of £0.4 million in H1 2024
relate to strategic IT project costs.
(2) Net debt is bank overdrafts, borrowings, deferred consideration and
lease liabilities less cash and cash equivalents. Pre-IFRS 16 net debt
excludes lease liabilities and is provided as our financial covenants are
measured on this basis.
(3) RMI is repair, maintenance and improvement.
Resilient financial performance
· Group sales up 10% on H1 2024, or flat excluding Alunet, with organic
volumes 2% lower
· Profiles division sales up 1% on H1 2024, with volume 2% lower,
reflecting:
- Reduced RMI((3)) activity through our trade fabricators, partially
offset by some modest improvement in the new build housing market
· Branch Network division sales down 1% on H1 2024, with volumes 2%
lower, reflecting:
- General Branch Network sales to the RMI market down 5%
- Offset by further progress with our strategic initiatives, including
window and door sales (up 8%) and e-commerce activity (up 41%), with the sales
to date from new branches at £0.9 million
· Alunet post-acquisition sales were £17.7 million for H1, representing
growth of 36% over the corresponding period in 2024, driven by market share
gains
- Alunet Systems benefited from Group synergies, securing new business
with 10 existing Eurocell fabricators and successfully launching the new
Aluna+ aluminium window system
- Comp Door continued to acquire new installers, with the new Sleekskin
door being well received by the trade
· Adjusted operating profit for the Group up 9% vs H1 2024, reflecting:
- A strong contribution from Alunet, in line with our expectations,
and effective cost control, partially offset by:
o Lower organic sales volumes and competitive pressure on selling prices
in the branches
o Continued labour and other overhead cost inflation, including the
increases to employers' National Insurance and the National Living Wage from
April 2025
o Further targeted investment to maintain momentum in strategic
initiatives, including the new branch opening programme (see below)
· Reported operating profit down 31% vs H1 2024, after non-underlying
items of £4.0 million ((1))
· Continued focus on cash management, with net cash generated from
operating activities of £18.4 million (H1 2024: £21.9 million, which
included an inflow from working capital)
· Driving shareholder returns through a combination of an increasing
ordinary dividend and share buybacks, with returns of £7.3 million announced
so far this year, comprising:
- Interim dividend of 2.3 pence per share up 5% (2024: 2.2 pence per
share), equivalent to £2.3 million
- £5 million share buyback announced on 20 March 2025 in progress (as
of 1 September, 2.2 million shares purchased at a cost of £3.3 million) and
expected to complete during the second half
- Thereafter intend to continue share buybacks, subject to maintaining
a strong financial position
Further progress with strategic initiatives
· New branches: 2 opened at the end of 2024 plus 7 new sites and 5
relocations completed so far in 2025, creates a short-term profit drag
(operating loss of £0.7 million in H1 2025), but drives longer-term profit
growth
· Windows and doors sales initiative: accelerated roll-out, with all
216 branches now live on the programme (90 live at the end of 2024)
· Digital growth: e-commerce sales increased to £2.9 million in H1
2025 (H1 2024: £2.1 million)
· Business effectiveness: ongoing cost reduction and operational
improvements:
- Previously announced programmes implemented in H1 2025, including Branch
Network restructuring, expected to deliver annualised cost savings of at least
£4 million
- Prioritising identification of further efficiencies and cost
reduction for 2026
· ESG leadership: strong on sustainability as the leading UK-based
recycler of PVC windows, with the proportion of recycled material used in
production at 30% in H1 2025 (H1 2024: 32%)
Darren Waters, Chief Executive of Eurocell plc said:
"Our first half financial performance was resilient, in the context of trading
conditions that remain subdued. We delivered an increase of 9% in adjusted
operating profit despite lower organic volumes, thanks to a strong
contribution from Alunet and effective cost control. Our cash generation was
solid and our financial position remains strong.
"We have continued to invest to maintain momentum with our strategy, and have
made further progress across a broad range of initiatives. The acquisition of
Alunet in March is a compelling strategic fit for Eurocell and the business
has performed very well.
"While demand in our core RMI market remains sluggish, we have seen some
modest early signs of an improving picture in new build housing, albeit from a
very low base. We are therefore continuing to focus on cost reduction and
operational improvements to drive efficiency and mitigate against the impact
of delayed market recovery. Whilst the full year outlook is below our previous
expectations, the medium and long-term growth prospects for the UK
construction market remain attractive and we are well positioned to drive
sustainable growth in shareholder value."
Analyst presentation
There will be an audiocast presentation for analysts and investors at 11am
today. The presentation can be accessed remotely via a live audiocast link as
follows: https://streamstudio.world-television.com/782-2007-42178/en
(https://url.uk.m.mimecastprotect.com/s/Qyy6CKkyiMA8vNSMfxs55AVm?domain=streamstudio.world-television.com)
Alternatively, you can join via conference call as follows:
Dial-in +44 20 3481 4247
Toll free +44 800 260 6466
Conference ID: Eurocell Full Year Results 4912001
A copy of the presentation will be made available from 7am today on the
Group's website: https://investors.eurocell.co.uk/investors/
(https://investors.eurocell.co.uk/investors/)
Following the presentation, a recording of the audiocast will also be made
available on the Group's website (link above).
CHIEF EXECUTIVE'S REVIEW
INTRODUCTION
Trading conditions in our key markets remain subdued, with challenging
macroeconomic conditions and weak consumer confidence, compounded by
uncertainty related to high interest rates and geopolitical risks, impacting
activity levels in both the repair, maintenance and improvement (RMI) and new
build housing markets.
As a result, underlying sales volumes were below H1 2024. Nevertheless,
organic revenues include further progress with our strategic initiatives and
total Group revenues were bolstered by the acquisition of Alunet in March
2025.
We have continued to experience significant labour cost inflation and have
therefore focused on further overhead cost reduction and operational
improvements, to drive more efficiency and mitigate against the impact of
delayed market recovery. At the same time, we have progressed further targeted
investments to maintain momentum in our strategic initiatives.
Further details of our financial and operating performance, together with an
update on the progress with implementation of our five-year strategy and the
acquisition of Alunet, are set out below.
FINANCIAL RESULTS
Group sales of £193.2 million were 10% above H1 2024, or level with H1 2024
excluding Alunet, with volumes down 2%. In the Alunet business, market share
gains have driven good sales growth.
Adjusted operating profit for H1 was £10.1 million, up 9% on H1 2024. This
reflects a strong contribution from Alunet, in line with our expectations, and
effective cost control, partially offset by lower organic volumes, competitive
pressure on selling prices in the branches, labour cost inflation and further
investment in our strategic initiatives.
Net cash generated from operations was £18.4 million, reflecting a continued
focus on cash management. This compares to net cash generated from operations
of £21.9 million in H1 2024, which included an inflow from working capital.
Further information on our financial performance is included in the Chief
Financial Officer's Review.
OPERATIONAL PERFORMANCE
Production
Extrusion performance has been consistent and the level of output stable,
benefiting from process improvements and increased preventative maintenance.
We have a programme of initiatives to drive further operational improvements
(see Business Effectiveness below) and expect these benefits to start to
materialise in H2 2025, and thereafter as volumes increase.
Recycling
We are the leading UK-based recycler of PVC windows, saving the equivalent of
c.3 million window frames from landfill each year. Our use of recycled
materials in production remains substantial at 30%, driving lower carbon
emissions and cost savings compared to the use of virgin material, through the
cycle. A slight reduction on H1 2024 (32%) reflects product mix and lower
volumes, as well as some unscheduled plant downtime caused by equipment
breakdowns. Similar to extrusion, we have increased our programme of
preventative maintenance in the recycling facilities to reduce the risk of
future breakdowns.
Recycling feedstock purchase prices have remained stable, reflecting the
action we have taken to secure additional cost-effective sources of supply.
Furthermore, we are finding more ways to both minimise and utilise the waste
product generated by our plants and expect to reduce the amount sent to
landfill over time.
Health and Safety
The safety and well-being of our employees, contractors and branch customers
is our number one priority. Health and safety is the first agenda item for key
internal meetings. We have enhanced the reporting of near misses and unsafe
acts and conditions, as part of a proactive approach to risk management, with
the aim of reducing the likelihood of future workplace injuries. This, when
combined with the effective and timely implementation of corrective and
preventive action, supports our positive and improving safety culture.
Following improved safety results in 2024, our Lost Time Injury Frequency Rate
('LTIFR') was 6.4 in H1 2025, compared to 4.1 in 2024 (full year). In the
light of these results, we have renewed our efforts to focus on the higher
risk facilities, and are implementing enhanced safety training at team leader
level. We have also integrated the Alunet companies into our health and safety
strategy.
STRATEGY
At the beginning of 2024 we launched our ambitious strategy, which reset our
objectives for the business. We identified a pathway to building a £500
million revenue, £50 million operating profit business, generating a 10%
operating margin, over the five-year period to December 2028. Our strategy is
built around four pillars: Customer Growth, Business Effectiveness, People
First and ESG Leadership. The following paragraphs summarise these pillars and
the initiatives which support them, together with our progress so far.
Customer Growth
Our aim is to become the trade customer's preferred choice in all markets and
segments where we operate. We believe the biggest opportunity for growth is
expansion of the Branch Network, including opening new branches and
significantly increasing the sale of windows and doors, underpinned by
investment in digital marketing, to raise awareness of our products and home
improvement solutions and acquire new customers.
Branch Network
We estimate that the optimum Branch Network size is at least 250 sites, which
was confirmed in 2024 through modelling and analysis work with our location
planning partner. This work identified an additional c.50 priority locations.
We opened 2 branches in Q4 2024, followed by 7 so far in 2025, primarily in
the South of England, delivering incremental sales of £0.9 million in H1
2025. We now have 216 sites in operation and plan to add c.30 new sites over
the next three to four years.
We are supplementing the opening programme with several branch relocations,
where the current site is sub-optimal in terms of size or location, and
therefore a constraint to our growth objectives. Following 2 site relocations
in 2024, we have completed another 5 so far in 2025.
New branches and relocations include a refreshed branch exterior and are
supported with strong pre-opening recruitment and marketing campaigns. This
programme therefore creates a short-term profit drag (£0.7 million in H1
2025), but drives longer-term profit growth.
Windows and doors
With our initiative to sell more windows and doors through the network, our
target is to fill at least 50% of the available spare capacity in the estate
over the five-year period, which we forecast will drive incremental annual
sales of c.£35 million.
Following encouraging early results, we accelerated the site roll-out, with
all 216 branches now live on the programme (90 live at 31 December 2024) and
delivered incremental window and door sales of £0.9 million in H1 2025
compared to the first half of 2024 (up 8%) and £2.0 million compared to H1
2023 (up 17%).
In addition to the progressive site roll-out, we have built a dedicated supply
chain to support the whole network. The project provides incremental growth
opportunities for our fabricator partners, and we are working with them to
secure additional capacity.
Extended living spaces
Extended living comprises garden rooms and extensions. Since launching these
product ranges, we have delivered good sales growth, but operating margins
have been below our expectations, due to the cost of lead generation and other
selling costs. In the second half we plan to review this initiative, to
evaluate whether returns can be improved.
Profiles
In Profiles, following a period of strong growth prior to the launch of our
strategy, we believe we are now the leading supplier of rigid PVC profile to
the UK market. Looking forward, our objective is to protect our existing
business and maintain our value-added service propositions that support
customers. We will continue to leverage our leading position with
housebuilders and commercial developers to ensure we maintain specifications
to support a robust pipeline of work for our fabricator customers. We are
recognised across the industry as the leading technical systems house and will
continue to exploit this advantage.
The windows and doors initiative also provides growth opportunities in
Profiles, as it pulls through increased profile sales via fabricator partners
and increased composite door sales through our entrance doors businesses.
As described below, the acquisition of Alunet in March 2025 complements our
proposition to fabricators, by providing a one-stop shop for PVC and aluminium
door and window systems.
Digital growth
Following the launch of our new website in 2023, we have a future-proofed
platform and a competitive advantage in the online space, with an ambitious
digital strategy to drive more relevant trade customer traffic to our website,
as well as build homeowner brand awareness.
Since then, we have invested in our organic web traffic growth, increased our
digital paid media, improved our use of AI to support customer targeting and
developed our web proposition with initiatives such as one hour
click-and-collect. As a result, we have grown e-commerce sales to £2.9
million in H1 2025 (H1 2024: £2.1 million).
We have also driven more homeowner leads to buy big ticket items, and
attracted new trade accounts to our branches, with 7,302 new spending accounts
added in H1 2025 (H1 2024: 5,728, full year 2024: 7,800).
Business Effectiveness
Our objective is to make Eurocell a lean and efficient business. We are
upgrading our business systems and streamlining structures and processes to
increase efficiency and improve customer experience. Given that the near-term
market outlook is likely to remain challenging, we are continuing to
prioritise cost reduction and operational improvements.
Continuous improvement, efficiencies and cost reduction
We are further embedding a continuous improvement philosophy, which has
highlighted opportunities for efficiencies in the Branch Network,
manufacturing and recycling operations.
As previously announced, in April 2025, we restructured the Branch Network by
removing a layer of regional operational management, reducing the size of the
salesforce and closing a small number of underperforming branches, generating
annualised cost savings of c.£2 million. In parallel, we are upskilling
branch managers, to drive better, faster decision making and greater ownership
for branch performance.
In May 2025, we announced further overhead cost reductions to be realised in
2025 of c.£2 million. In addition, we are now prioritising the identification
of further efficiencies and cost reduction for 2026.
Finally, in our manufacturing and recycling operations, we are pursuing
opportunities to reduce scrap and improve transport utilisation.
Systems replacement
As previously announced, we are in the process of replacing our Enterprise
Resource Planning ('ERP') system, including a new trade counter system in the
Branch Network.
We selected Intact iQ as the new trade counter system, to transform the way we
interact and transact with customers in the branches, primarily through
process simplification, including electronic point-of-sale technology. IFS
Cloud will be our new ERP system, to support all other functions of the
business. IFS comes with analytics to facilitate data-driven decisions and
supports the integration of functions which currently operate on standalone
systems, including customer relationship management.
The expected cost of the system replacement is in the region of £10 million
over the 2024-2026 period. The implementation is on track and, as previously
reported, we estimate the transition will take place around mid-2026.
People First
The progress we are making in the business is testament to the commitment,
hard work and dedication of our teams in every part of the Group, and I would
like to offer, on behalf of the Executive Committee and the Board, my sincere
thanks to them all.
With People First, our objective is to make Eurocell a great place to work,
through a focus on health and safety, an enhanced employee value proposition,
improved levels of engagement and effective talent management.
For health and safety, as described above, we are focused on the highest risk
sites, plus improving leadership skills and providing appropriate safety
education.
For our employee value proposition, we are developing a wellbeing framework,
new recognition schemes and better induction and onboarding
programmes.
Key priorities for employee engagement include a new internal communications
framework, colleague forums and stepping up community and charity work. In
2024, we completed our first externally administered employee engagement
survey, with plans developed in response to the findings. The 2024 survey
provides a baseline and we will measure our progress with a similar exercise
in H2 2025.
Effective talent management includes talent development, succession planning
and an increasing use of apprenticeships. We intend to launch a revised
apprenticeship offer and a new leadership development framework, affiliated to
the Institute of Leadership and Management.
ESG Leadership
Our ambition is to be a leading responsible company. Eurocell is already a
leader in PVC recycling, and looking ahead, we aim to excel in all areas of
ESG.
We are working with CEN Group, a specialist ESG consultancy, to support the
development of our ESG strategy and improve our ESG data and disclosures.
In 2024, we completed the work to determine a path to reach Net Zero by 2045.
So far in 2025, our targets have been independently verified by the Science
Based Targets Initiative ('SBTi') and we have published our Transition Plan.
We now intend to progress decarbonisation initiatives in line with the
Transition Plan. For Scope 1 and 2, the critical actions are increasing the
proportion of renewable electricity we use, plus beginning the work to
decarbonise our commercial fleet and other company vehicles. For Scope 3, our
focus is to identify paths to optimise recycling and explore options to
increase the use of commercially viable lower carbon alternatives to PVC resin
over time.
ACQUISITION OF ALUNET
In UK fenestration, aluminium is growing in popularity and now accounts for
c.17% (by volume) and 36% (by value) of the UK market, driven initially by
bi-fold doors, but also now featuring other fenestration products.
Historically, Eurocell has not had its own aluminium system, instead offering
a relatively narrow range of third-party aluminium products. Our total
aluminium sales were c.£12 million in 2024.
Since launching our strategy, a key objective for the Profiles business has
been to protect our position in fenestration by expanding the Group's
aluminium offering, including a wider range of products and ownership of our
own system.
In March 2025, we announced the acquisition of Alunet, valued at £29 million
on a debt/cash free basis. Full financial details of the transaction,
including the potential for additional performance-related payments, are set
out in the Chief Financial Officer's Review.
Alunet is a compelling strategic fit for Eurocell: it addresses the growing
trend towards aluminium fabrication across the fenestration sector,
significantly strengthens our position in composite doors, and adds aluminium
garage doors to our home improvement product portfolio. Alunet's retained
team, led by Chief Executive Steve Hudson, has strengthened the Group's
management and Steve has joined our Executive Committee. Alunet employs
approximately 200 people and we were delighted to welcome them all to the
Group.
Alunet's stable of innovative, fast growing, home improvement brands comprises
four businesses, as described below.
Alunet Systems
Alunet Systems, based in Dewsbury, is an aluminium systems house focused on
the residential sector. It sources aluminium profile from key European-based
extruders using Alunet tooling and offers a full range of window and door
solutions, including bi-fold and sliding patio doors, sold under the Aluna
brand.
The new Aluna+ aluminium window system, combined with Eurocell's new Iconiq
aluminium roof lantern, forms the core of our new Aluna brand 'whole house'
concept. This is a sector-leading proposition both for pure aluminium
fabricators and for Eurocell PVC fabricators, many of whom also fabricate
aluminium. In addition, our window and door project creates an opportunity to
specify the use of Alunet to those fabricators that are supplying the Branch
Network under the programme.
Comp Door
Based in Stoke-on-Trent, Comp Door is a fast-growing manufacturer of premium
solid timber core entrance doors. The business is increasingly recognised as
the trade's preferred choice, and we expect the combination of Comp Door and
Vista to make Eurocell the market leader in entrance doors, with a good (PVC),
better (GRP composite), best (solid core) proposition.
Comp Door provides Eurocell with a great cross-selling opportunity with
fabricators, and through digital marketing we can create leads for installers
and promote the business through the Branch Network. We also believe that
there are synergies available in areas such as supply chain (PVC skins,
hardware, seals and glue) and transport.
JDUK and UK Doors (Midlands)
JDUK, also based in Dewsbury, is a supplier of sectional aluminium garage
doors and components, operating under an exclusive private label arrangement
with a European-based supplier for the UK market. UK Doors (Midlands) is a
manufacturer of aluminium roller shutter garage doors, based near Birmingham.
These businesses complement our range of exterior home improvement products.
Many garage door installers are already Eurocell customers through the Branch
Network. There is an opportunity to cross-sell, as well as leverage our
digital marketing expertise to generate homeowner leads for installers.
Financial Performance
For the year ended 31 December 2024, Alunet delivered unaudited revenue of
£43 million and operating profit of £3.9 million (on a pre-IFRS 16 basis).
In the period from the acquisition at the beginning of March to 30 June 2025,
Alunet added sales of £17.7 million and adjusted operating profit of £1.6
million to the Group. This represents strong growth over the corresponding
period in 2024, driven by market share gains, and is stated before
amortisation of the acquired intangible assets and additional finance costs
arising on increased debt following the acquisition.
Further information on the financial performance of Alunet is included in the
Chief Financial Officer's Review.
SUMMARY AND OUTLOOK
Our first half financial performance was resilient, in the context of trading
conditions that remain subdued. We delivered an increase of 9% in adjusted
operating profit despite lower organic volumes, thanks to a strong
contribution from Alunet and effective cost control. Our cash generation was
solid and our financial position remains strong.
We have continued to invest to maintain momentum with our strategy and have
made further progress across a broad range of initiatives. The acquisition of
Alunet in March is a compelling strategic fit for Eurocell and the business
has performed very well.
While demand in our core RMI market remains sluggish, we have seen some modest
early signs of an improving picture in new build housing, albeit from a very
low base. We are therefore continuing to focus on cost reduction and
operational improvements to drive efficiency and mitigate against the impact
of delayed market recovery. Whilst the full year outlook is below our previous
expectations, the medium and long-term growth prospects for the UK
construction market remain attractive and we are well positioned to drive
sustainable growth in shareholder value.
Darren Waters
Chief Executive Officer
CHIEF FINANCIAL OFFICER'S REVIEW
H1 2025 H1 2024
£m £m
Revenue 193.2 175.7
Gross profit 98.5 92.2
Gross margin % 51.0% 52.5%
Overheads (75.3) (70.4)
Adjusted((1)) EBITDA 23.2 21.8
Depreciation and amortisation (13.1) (12.5)
Adjusted((1)) operating profit 10.1 9.3
Finance costs (2.3) (1.3)
Adjusted((1)) profit before tax 7.8 8.0
Taxation (1.8) (1.9)
Adjusted((1)) profit after tax 6.0 6.1
Adjusted((1)) basic earnings per share (pence) 6.0 5.6
Non-underlying items (4.0) (0.4)
Tax on non-underlying items 0.9 0.1
Reported operating profit 6.1 8.9
Reported profit before tax 3.8 7.6
Reported profit after tax 2.9 5.8
Reported basic earnings per share (pence) 2.9 5.3
(1) See alternative performance measures.
INTRODUCTION
Trading conditions remain subdued, with the weak trends experienced last year
in the RMI and new house building markets continuing through into 2025,
resulting in first half organic sales volumes slightly below the comparative
period.
However, we have proactively managed our gross margin and cost base, to offset
significant cost inflation and support investment in our strategy. We
delivered an organic gross margin and overhead costs both flat with H1 2024.
Alunet has performed well since the acquisition in March 2025, driven by
strong market share growth, and is a key driver of the Group's adjusted
operating profit increase for the period.
We continue to focus on efficient working capital management, delivering solid
cash flow generation for the first half and retain a strong balance sheet with
good liquidity.
We are committed to driving shareholder returns through a combination of an
increasing ordinary dividend and share buybacks and have announced returns of
£7.3 million so far this year. The interim dividend for 2025 is up 5%
compared to H1 2024 and we expect to complete the buyback of up to £5 million
launched in March 2025 during the second half. Thereafter, we intend to
continue share buybacks, subject to maintaining a strong financial position.
The progress we have made with of our strategy, including the acquisition of
Alunet, together with actions we continue to take on cost and cash flow,
underpin our confidence in realising our ambitions, and we remain well
positioned to take advantage of a recovery in our end markets.
REVENUE
Revenue for H1 was £193.2 million, 10% above H1 2024 (£175.7 million), or
flat excluding Alunet, with organic volumes down 2%.
In the period from the acquisition at the beginning of March to 30 June 2025,
Alunet added sales of £17.7 million to the Group. See Divisional Performance
for further information on revenues.
GROSS MARGIN
Gross margin was 51.0% in H1, or 52.6% excluding Alunet, compared to 52.5% in
H1 2024.
In the organic business, we implemented selling price increases to recover
cost inflation, although competition for limited demand continues to drive
pressure on selling prices in the Branch Network.
However, we continue to proactively manage our gross margin and secured stable
input cost prices for H1, including PVC resin, recycling feedstock and
electricity.
Whilst there are only a limited number of suppliers for PVC resin and certain
other key raw materials, we have successfully identified alternative sources
and introduced other initiatives to drive competitive tension in our supply
chain. For our recycling business, we have made good progress securing
additional sources of feedstock and now have c.50% of our annual requirement
contracted at good prices. We operate a rolling forward hedging policy for
electricity and are substantially hedged for the remainder of this year at
similar prices to H1.
The Alunet gross margin (excluding acquisition fair value accounting) at c.35%
is in line with acquisition assumptions.
DISTRIBUTION AND ADMINISTRATIVE EXPENSES (OVERHEADS)
Underlying overheads for H1 were £75.3 million, up 7% on H1 2024 (£70.4
million), or flat excluding Alunet, demonstrating effective cost control. We
have continued to experience cost inflation, particularly for labour, which
includes the increases to employers' National Insurance and the National
Living Wage from April 2025. Overheads also include targeted investment to
maintain momentum in our strategic initiatives, including the new branch
opening programme. These increases were partially offset by the previously
announced cost savings, including the Branch Network restructuring completed
in April 2025.
DEPRECIATION AND AMORTISATION (D&A)
D&A for H1 was £13.1 million (H1 2024: £12.5 million).
ALTERNATIVE PERFORMANCE MEASURES
Alternative performance measures are used alongside statutory measures to
facilitate a better understanding of financial performance and comparison with
prior periods, and to provide audited financial information against which the
Group's bank covenants, which are all measured on a pre-IFRS 16 basis, can be
assessed.
Adjusted EBITDA, adjusted operating profit and adjusted profit before tax all
exclude non-underlying items. Adjusted profit after tax and adjusted earnings
per share exclude non-underlying items and the related tax effect. Pre-IFRS 16
EBITDA is stated inclusive of operating lease rentals under IAS 17 Leases.
Pre-IFRS 16 net debt is defined as total borrowings and lease liabilities less
cash and cash equivalents, excluding the impact of IFRS 16 Leases.
We classify some material items of income and expense as non-underlying when
the nature and infrequency merit separate presentation. Alongside statutory
measures, this facilitates a better understanding of financial performance and
comparison with prior periods.
NON-UNDERLYING ITEMS
Non-underlying items for H1 2025 of £4.0 million comprise: strategic IT
expenses of £2.2 million, including cloud computing and internal resourcing
costs, which are expensed as incurred rather than capitalised as intangible
assets, restructuring costs of £1.4 million, being redundancy payments and
related employee benefit termination costs in connection with restructuring
completed in the first half, plus Alunet acquisition costs of £0.4 million.
Non-underlying items of £0.4 million in H1 2024 relate to strategic IT
project costs.
Strategic IT expenses relate to the replacement of our Enterprise Resource
Planning ('ERP') system, including a new trade counter system for the Branch
Network. The expected total cost of the system replacement is in the region of
£10 million over the 2024-26 period, with £4.4 million incurred to date. The
implementation is on track and, as previously reported, we estimate the
transition will take place around mid-2026.
DIVISIONAL PERFORMANCE - PROFILES
H1 2025 H1 2024 Change
£m £m %
Third-party revenue 73.3 72.6 1%
Inter-segmental revenue 31.0 32.7 (5)%
Total revenue 104.3 105.3 (1)%
Adjusted((1)) operating profit 8.3 8.5 (2)%
Operating profit 7.0 8.5 (18)%
(1) Adjusted performance measures are stated before non-underlying items.
Profiles third-party revenue for H1 was £73.3 million, 1% higher than H1 2024
with volume down 2%, reflecting reduced RMI activity through our trade
fabricators, partially offset by some modest improvement in the new build
housing market. Cost-of-living pressures, high interest rates and falling
house prices have all had a significant adverse effect on our end markets.
Profiles adjusted operating profit for H1 of £8.3 million was 2% below H1
2024, reflecting lower sales volumes plus labour and other cost inflation,
with stable raw material and electricity costs.
Reported operating profit is stated after non-underlying costs of £1.3
million in H1 2025 (strategic IT expenses and restructuring costs). There were
no non-underlying costs in the Profiles division in H1 2024.
DIVISIONAL PERFORMANCE - BRANCH NETWORK
H1 2025 H1 2024 Change
£m £m %
Third-party revenue 102.2 103.1 (1)%
Inter-segmental revenue 0.2 0.2 -
Total revenue 102.4 103.3 (1)%
Adjusted((1)) operating profit 0.9 2.2 (59)%
Operating (loss)/profit (1.4) 1.8 (178)%
(1) Adjusted performance measures are stated before non-underlying items.
Third-party revenues in the Branch Network for H1 were £102.2 million, 1%
lower than H1 2024, with volume down 2%. This comprises general RMI volumes in
the branch network down 5%, with homeowners holding back on discretionary
expenditure against a backdrop of macroeconomic uncertainty, offset by the
benefits of progress with our strategic initiatives, including window and door
sales (up 8%) and e-commerce activity (up 41%). New branches added sales of
£0.9 million in the first half (see impact on operating profit below).
Branch Network adjusted operating profit for H1 2025 was £0.9 million, 59%
below H1 2024, reflecting competitive pressure on selling prices in the
branches and higher overheads, which include labour and other cost inflation.
Overheads also include investment to maintain momentum in our strategic
initiatives, including the new branch opening programme. We opened 2 new
branches at the end of 2024 plus 7 so far in 2025, which together with 5 site
relocations, creates a short-term profit drag (c.£0.7m in H1), but drives
longer-term profit growth. Investment in strategic initiatives also includes
marketing (pay-per-click), sales professionals and central order processing
capability, and we expect to leverage this investment and improve margins as
volumes grow.
The reported operating (loss)/profit is stated after non-underlying costs of
£2.3 million in H1 2025 (strategic IT expenses and restructuring costs) and
£0.4 million in H1 2024 (strategic IT expenses).
DIVISIONAL PERFORMANCE - ALUNET
In March 2025 we announced the acquisition of Alunet in a deal that valued the
business at £29 million, based on a multiple of 6.5x Alunet's EBITDA for the
year ended 31 December 2024. Initial consideration paid of £22 million was on
a debt/cash free basis, and future payments over the next four years could
rise to £13 million, contingent upon performance against agreed EBITDA
targets. The maximum future payments, if achieved, would result in a total
consideration of £35 million, representing a multiple of c.4x Alunet's
projected EBITDA for the year ended 31 December 2028.
Approximately £1 million of the initial payment was in the form of ordinary
shares in Eurocell plc and satisfied out of shares held in treasury, with the
remainder payable in cash, funded from the Group's existing £75 million
revolving credit facility.
The acquisition is expected to be accretive to the Group's underlying earnings
for 2025, and pro forma net debt is expected to be below 1.0x pre-IFRS 16
EBITDA at 31 December 2025.
H1 2025 H1 2024 Change
£m £m %
Third-party revenue 17.7 - n/a
Inter-segmental revenue - - n/a
Total revenue 17.7 - n/a
Adjusted((1)) operating profit 1.6 - n/a
Operating profit 1.6 - n/a
(1) Adjusted performance measures are stated before non-underlying items.
In the period from the acquisition at the beginning of March to 30 June 2025,
Alunet external sales were £17.7 million. This represents growth of 36%
compared to the corresponding period in 2024, driven by market share gains,
particularly in Alunet Systems and Comp Door, which together represent c.75%
of Alunet's sales.
Since the acquisition, Alunet Systems has secured new business with 10
Eurocell fabricators and successfully launched the Aluna+ aluminium window
system in April, which complements the new Eurocell Iconiq aluminium roof
lantern. As a result, we expect that sales will continue to build in H2. Comp
Door has continued to acquire new installers, with the new Sleekskin door well
received by the trade and we expect the business to benefit from cross-selling
opportunities and supply chain synergies with Vista.
Alunet post-acquisition adjusted operating profit for H1 was £1.6 million, up
£1.1 million on H1 2024.
The Corporate segment operating profit includes a further underlying charge of
£0.1 million relating to the Alunet acquisition, comprising amortisation of
acquired intangible assets and the unwind of discounting of future contingent
consideration, and a non-underlying charge of £0.4 million relating to
acquisition expenses.
OPERATING PROFIT
Adjusted operating profit for H1 was £10.1 million, up 9% on H1 2024. This
reflects a strong contribution from Alunet and effective cost control,
partially offset by lower organic volumes, competitive pressure on selling
prices in the branches, labour cost inflation and targeted investment to
maintain momentum in our strategic initiatives.
FINANCE COSTS AND TAXATION
Finance costs for H1 were £2.3 million, which includes incremental interest
of approximately £0.6m arising on higher debt following the Alunet
acquisition. Finance costs were £1.3 million in H1 2024.
The underlying tax charge for H1 2025 was £1.8 million (H1 2024: £1.9
million). The total tax charge for H1 2025 was £0.9 million (H1 2024: £1.8
million). The effective tax rate on underlying profit before tax for H1 2025
of 24% (H1 2024: 24%) is slightly lower than the standard tax rate for both
periods of 25% due to the benefit of Patent Box relief.
We were pleased to retain the Fair Tax Mark accreditation in 2024, reflecting
our commitment to paying the right amount of tax at the right time.
PROFIT BEFORE TAX AND EARNINGS PER SHARE
Adjusted profit before tax for H1 was £7.8 million, compared to £8.0 million
in H1 2024, reflecting the increase in adjusted operating profit described
above, offset by increased finance costs following the Alunet acquisition.
Reported profit before tax for H1 was £3.8 million (H1 2024: £7.6 million),
reflecting the above less £4.0 million of non-underlying costs (H1 2024:
£0.4 million).
Adjusted basic earnings per share for H1 were 6.0 pence and diluted earnings
per share were 5.9 pence (H1 2024: both 5.6 pence). Total basic and diluted
earnings per share were both 2.9 pence (H1 2024: both 5.3 pence).
DIVIDENDS AND SHARE BUYBACKS
The Board is committed to driving shareholder returns through a combination of
an increasing ordinary dividend and supplementary distributions (currently via
share buybacks) where appropriate, whilst always seeking to maintain a strong
financial position. We have announced total shareholder returns of £7.3
million so far this year, as described below.
The £15 million share buyback programme beginning in January 2024 was
completed in February 2025, with 10.7 million shares repurchased. A new
buyback of up to £5 million was launched in March 2025, with (as of 1
September) 2.2 million shares purchased at a cost of £3.3 million, and we
expect to complete this buyback during H2. Thereafter, we intend to continue
share buybacks, subject to maintaining a strong financial position.
On 3 September 2025, the Board approved an interim dividend for the six months
ended 30 June 2025 of 2.3 pence per share (£2.3 million), an increase of 5%
compared to H1 2024. The interim dividend will be paid on 10 October 2025 to
shareholders on the register at the close of business at 12 September 2025 and
shares will be marked ex-dividend on 11 September 2025.
The retained earnings of Eurocell plc as at 30 June 2025 were £33.1 million.
The Company takes steps to ensure distributable reserves are maintained at an
appropriate level through intra-Group dividend flows.
CAPITAL EXPENDITURE
Capital expenditure for H1 2025 of £6.6 million (H1 2024: £4.5 million),
includes £2.4 million for new branches and site relocations, but is otherwise
largely maintenance in nature.
CASH FLOW
Net cash generated from operating activities for H1 2025 was £18.4 million
(H1 2024: £21.9 million), including a net outflow from working capital of
£0.9 million, comprised of a decrease in inventories (£0.8 million) and
increases in receivables (£9.9 million) and payables (£8.2 million). This
compares to a net inflow from working capital of £0.9 million in H1 2024. Net
cash generated from operating activities also includes net tax paid in H1 of
£1.3 million (H1 2024: £1.1 million).
Other cash flow items include payments for capital investments of £7.0
million (H1 2024: £5.0 million), including the net movement on capital
creditors of £0.4 million, and financing costs paid of £0.9 million (H1
2024: £0.4 million), plus the initial Alunet cash consideration (net of cash
acquired) of £20.2 million.
The principal elements of lease payments of £7.7 million (H1 2024: £7.0
million) are presented within cash flows arising from financing activities.
The finance elements of lease payments were £1.3 million (H1 2024: £0.9
million).
Dividends of £3.9 million (being the 2024 final dividend) were paid to
shareholders during H1 2025 (H1 2024: £3.8 million, being the 2023 final
dividend). Under share buyback programmes in H1 2025, 1.9 million shares were
repurchased for a total consideration (including transaction costs) of £3.0
million (H1 2024: £10.0 million).
NET DEBT
Net debt on a pre-IFRS 16 basis at 30 June 2025 was £29.0 million (30 June
2024: £4.3 million, 31 December 2024: £3.1 million), including deferred
consideration for Alunet of £0.2 million. Lease liabilities increased by
£10.3 million in H1 2025, due to new branches plus the properties and
vehicles acquired with the Alunet Group. Reported net debt at 30 June 2025 was
£98.7 million (30 June 2024: £60.9 million, 31 December 2024: £62.5
million).
30 June 30 June 31 December
2025 2024 2024
£m £m £m
Cash 6.4 1.5 0.4
Bank overdrafts (1.6) (1.4) (3.0)
Deferred consideration (0.2) - -
Borrowings (33.6) (4.4) (0.5)
Net debt (pre-IFRS 16) (29.0) (4.3) (3.1)
Lease liabilities (69.7) (56.6) (59.4)
Net debt (reported) (98.7) (60.9) (62.5)
BANK FACILITIES
Our activities are funded via our £75 million unsecured, sustainable
Revolving Credit Facility, which matures in May 2027. The facility is provided
by Barclays, NatWest and Bank of Ireland, and is competitively priced. In
terms of sustainability, modest adjustments to the margin are applied based on
our achievement against annual targets for usage of recycled material in our
products, waste recycled and carbon emissions. We operate comfortably within
the terms of the facility and in compliance with our financial covenants,
which are measured on a pre-IFRS 16 basis.
PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks and uncertainties faced by the Group are set out in the
2024 Annual Report (pages 58-62). These risks remain unchanged and are as
follows:
· Macroeconomic and market conditions
· Cyber security
· Health and safety
· Supply chain risk
· Sustainability and climate change
· Managing change
· ERP system implementation
· Operational and regulatory compliance
Michael Scott
Chief Financial Officer
RESPONSIBILITY STATEMENT OF THE DIRECTORS IN RESPECT OF THE HALF YEAR REPORT
We confirm that to the best of the Directors' knowledge:
· The condensed set of financial statements has been prepared in
accordance with UK-adopted International Accounting Standard 34 and;
· The interim management report includes a fair review of the
information required by:
(a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication
of important events that have occurred during the first six months of the
financial year and their impact on the condensed set of financial statements;
and a description of the principal risks and uncertainties for the remaining
six months of the year; and
(b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party
transactions that have taken place in the first six months of the current
financial year and that have materially affected the financial position or
performance of the entity during that period; and any changes in the related
party transactions described in the last Annual Report that could do so.
By Order of the Board
Darren
Waters
Michael Scott
Chief Executive
Officer
Chief Financial Officer
3 September
2025
3 September 2025
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the six months ended 30 June 2025
Six months ended 30 June 2025 Six months ended 30 June 2024 Year ended 31 December 2024
(Unaudited) (Unaudited) (Audited)
Underlying ((1)) Non-underlying Total Underlying ((1)) Non-underlying Total Underlying ((1)) Non-underlying Total
Note £m £m £m £m £m £m £m £m £m
Revenue 6 193.2 - 193.2 175.7 - 175.7 357.9 - 357.9
Cost of sales (94.7) - (94.7) (83.5) - (83.5) (169.6) - (169.6)
Gross profit 98.5 - 98.5 92.2 - 92.2 188.3 - 188.3
Distribution costs (13.7) - (13.7) (12.6) - (12.6) (25.7) - (25.7)
Administrative expenses (74.7) (4.0) (78.7) (70.3) (0.4) (70.7) (139.8) (6.2) (146.0)
Operating profit 6 10.1 (4.0) 6.1 9.3 (0.4) 8.9 22.8 (6.2) 16.6
Finance expense (2.3) - (2.3) (1.3) - (1.3) (2.8) - (2.8)
Profit before tax 7.8 (4.0) 3.8 8.0 (0.4) 7.6 20.0 (6.2) 13.8
Taxation 7 (1.8) 0.9 (0.9) (1.9) 0.1 (1.8) (4.6) 1.3 (3.3)
Profit for the period and total comprehensive income 6.0 (3.1) 2.9 6.1 (0.3) 5.8 15.4 (4.9) 10.5
Basic earnings per share 8 6.0p 2.9p 5.6p 5.3p 14.4p 9.8p
Diluted earnings per share 8 5.9p 2.9p 5.6p 5.3p 14.3p 9.7p
(1) Non-underlying items are detailed in Note 5.
CONDENSED COnsolidated Statement of Financial Position
As at 30 June 2025
30 June 2025 30 June 2024 31 December 2024
(Unaudited) (Unaudited) (Audited)
Note £m £m £m
Assets
Non-current assets
Property, plant and equipment 9 63.8 59.5 60.5
Right-of-use assets 9 65.0 53.7 54.3
Intangible assets 9 39.9 15.2 14.6
Total non-current assets 168.7 128.4 129.4
Current assets
Inventories 52.5 48.0 47.2
Trade and other receivables 62.6 50.3 45.8
Corporation tax 2.0 0.2 1.0
Cash and cash equivalents 6.4 1.5 0.4
Total current assets 123.5 100.0 94.4
Total assets 292.2 228.4 223.8
Liabilities
Current liabilities
Trade and other payables (59.6) (49.4) (45.2)
Contingent consideration (3.5) - -
Deferred consideration (0.1) - -
Lease liabilities (13.4) (12.1) (12.5)
Bank overdraft (1.6) (1.4) (3.0)
Provisions (0.5) (0.2) (0.4)
Corporation tax (0.6) - -
Total current liabilities (79.3) (63.1) (61.1)
Non-current liabilities
Borrowings (33.6) (4.4) (0.5)
Contingent consideration (8.4) - -
Deferred consideration (0.1) - -
Lease liabilities (56.3) (44.5) (46.9)
Provisions (1.5) (1.3) (1.3)
Deferred tax (9.7) (8.3) (8.6)
Total non-current liabilities (109.6) (58.5) (57.3)
Total liabilities (188.9) (121.6) (118.4)
Net assets 103.3 106.8 105.4
Equity attributable to equity holders of the Parent
Share capital 0.1 0.1 0.1
Share premium account 22.2 22.2 22.2
Treasury shares - (0.8) (2.0)
Share-based payment reserve 2.4 1.4 2.3
Share buyback reserve ((1)) - (1.3) -
Retained earnings 78.6 85.2 82.8
Total equity 103.3 106.8 105.4
(1) Share buyback reserve is a holding reserve for shares awaiting
cancellation as part of the share buyback programme.
CONDENSED Consolidated Cash Flow Statement
For the six months ended 30 June 2025
Six months ended 30 June 2025 Six months ended 30 June 2024 Year
ended 31 December 2024
(Unaudited) (Unaudited) (Audited)
Note £m £m £m
11 23.0 47.2
Cash generated from operations 19.7
Income taxes paid (1.3) (1.1) (3.0)
Net cash generated from operating activities 18.4 21.9 44.2
Investing activities
Purchase of property, plant and equipment (6.9) (5.0) (10.2)
Purchase of intangible assets (0.1) - (0.1)
Acquisition of subsidiaries (net of cash acquired) (20.2) - -
Net cash used in investing activities (27.2) (5.0) (10.3)
Financing activities
Purchase of own shares held as treasury shares - - (1.9)
Share buyback (3.0) (10.0) (12.6)
Exercise of share options - - (0.1)
Proceeds from bank borrowings 33.0 5.0 1.0
Bank borrowings arrangement costs - (0.1) -
Principal elements of lease payments (7.7) (7.0) (14.4)
Finance elements of lease payments (1.3) (0.9) (2.1)
Finance expense paid (0.9) (0.4) (0.7)
Dividends paid to equity shareholders (3.9) (3.8) (6.1)
Net cash generated from / (used in) financing activities 16.2 (17.2) (36.9)
Net increase / (decrease) in cash and cash equivalents ((1)) 7.4 (0.3) (3.0)
Cash and cash equivalents ((1)) at beginning of period (2.6) 0.4 0.4
Cash and cash equivalents ((1)) at end of period 4.8 0.1 (2.6)
(1) Cash and cash equivalents includes bank overdrafts.
CONDENSED Consolidated Statement of Changes in Equity
For the six months ended 30 June 2025 (Unaudited) Share Share-based Share
Share premium Treasury payment buyback Retained Total
capital account shares reserve reserve earnings equity
£m £m £m £m £m £m £m
Balance at 1 January 2025 0.1 22.2 (2.0) 2.3 - 82.8 105.4
Comprehensive income for the period
Profit for the period - - - - - 2.9 2.9
Total comprehensive income for the period - - - - - 2.9 2.9
Contributions by and distributions to owners
Share-based payments - - - 0.8 - - 0.8
Exercise of share options - - 0.9 (0.7) - (0.2) -
Alunet acquisition - - 1.1 - - - 1.1
Purchase of own shares - - - - (2.9) (0.1) (3.0)
Cancellation of shares - - - - 2.9 (2.9) -
Dividends paid - - - - - (3.9) (3.9)
Total transactions with owners recognised directly in equity - - 2.0 0.1 - (7.1) (5.0)
Balance at 30 June 2025 0.1 22.2 - 2.4 - 78.6 103.3
For the six months ended 30 June 2024 (Unaudited) Share Share-based Share
Share premium Treasury payment buyback Retained Total
capital account shares reserve reserve earnings equity
£m £m £m £m £m £m £m
Balance at 1 January 2024 0.1 22.2 (0.1) 0.9 - 91.2 114.3
Comprehensive income for the period
Profit for the period - - - - - 5.8 5.8
Total comprehensive income for the period - - - - - 5.8 5.8
Contributions by and distributions to owners
Share-based payments - - - 0.5 - - 0.5
Exercise of share options - - 0.1 - - (0.1) -
Purchase of own shares - - (0.8) - (9.1) (0.1) (10.0)
Cancellation of shares - - - - 7.8 (7.8) -
Dividends paid - - - - - (3.8) (3.8)
Total transactions with owners recognised directly in equity - - (0.7) 0.5 (1.3) (11.8) (13.3)
Balance at 30 June 2024 0.1 22.2 (0.8) 1.4 (1.3) 85.2 106.8
For the year ended 31 December 2024 (Audited) Share Share-based Share
Share premium Treasury payment buyback Retained Total
capital account shares reserve reserve earnings equity
£m £m £m £m £m £m £m
Balance at 1 January 2024 0.1 22.2 (0.1) 0.9 - 91.2 114.3
Comprehensive income for the year
Profit for the year - - - - - 10.5 10.5
Total comprehensive income for the year - - - - - 10.5 10.5
Contributions by and distributions to owners
Exercise of share options - - - (0.1) - (0.2) (0.3)
Share-based payments - - - 1.5 - - 1.5
Purchase of own shares - - (1.9) - (12.4) (0.2) (14.5)
Cancellation of shares - - - - 12.4 (12.4) -
Dividends paid - - - - - (6.1) (6.1)
Total transactions with owners recognised directly in equity - - (1.9) 1.4 - (18.9) (19.4)
Balance at 31 December 2024 0.1 22.2 (2.0) 2.3 - 82.8 105.4
EXPLANATORY NOTES
1 GENERAL INFORMATION AND BASIS OF PREPARATION
Eurocell plc (the 'Company') and its subsidiaries (together the 'Group') is a
publicly listed company incorporated and domiciled in England, United Kingdom.
The registered office is Eurocell Head Office and Distribution Centre, High
View Road, South Normanton, Alfreton, Derbyshire, DE55 2DT.
The Group is principally engaged in the extrusion of PVC window and building
products to the new and replacement window market and the sale of building
materials across the UK.
The half year report for the six months ended 30 June 2025 reflects the
results of the Company and its subsidiaries. It has been prepared in
accordance with UK-adopted IAS 34 Interim Financial Reporting and the
Disclosure and Transparency rules of the United Kingdom's Financial Conduct
Authority, and includes the condensed consolidated interim financial
statements (the 'interim financial statements').
The interim financial statements do not constitute statutory accounts as
defined in Section 434 of the Companies Act 2006. They do not include all the
information required for full financial statements and should be read in
conjunction with the 2024 Annual Report, which was prepared in accordance with
UK-adopted international accounting standards and with the requirements of the
Companies Act 2006.
The comparative figures for the year ended 31 December 2024 have been
extracted from the Group's audited financial statements for that year. Those
financial statements are included in the 2024 Annual Report and have been
delivered to the Registrar of Companies. The auditor's report was (i)
unqualified, (ii) did not include a reference to any matters to which the
auditors drew attention by way of emphasis without qualifying their audit
report, and (iii) did not contain a statement under Section 498 (2) or (3) of
the Companies Act 2006.
The interim financial statements are unaudited, but have been reviewed by the
auditors in accordance with the Auditing Practices Board guidance on Review of
Interim Financial Information.
The Group is affected by seasonality. Sales are usually slower during the
first quarter of the year, with September to November typically representing
the peak sales period for the Group. Demand in the second half of the year is
therefore usually higher than in the first half.
The half year report was approved by the Board of Directors on 3 September
2025.
2 GOING CONCERN
The interim financial statements have been prepared on a going concern basis.
The Group funds its activities through a £75 million Revolving Credit
Facility ('RCF'), provided by Barclays, NatWest and Bank of Ireland, which
matures in May 2027. The facility includes two key financial covenants, which
are tested at 30 June and 31 December on a pre-IFRS 16 basis. These are that
net debt should not exceed 3 times adjusted EBITDA (Leverage), and that
adjusted EBITDA should be at least 4 times the interest charge on the debt
(Interest Cover).
At 30 June 2025 the Group has complied with all of its covenants, and it
expects to do so for the next measurement period, being 31 December 2025, and
going forward.
In assessing going concern, the Directors have considered financial
projections for the period to December 2027, which is consistent with the
Board's strategic planning horizon and reflects a period of at least 12 months
from the date of approval of the interim financial statements. These forecasts
have been compiled based on the best estimates of the Group's commercial and
operational teams. This includes a severe but plausible downside scenario,
which reflects demand for the Group's products being severely weakened. The
Directors have also assumed that the Group successfully renews its RCF
facility within the assessment period.
In all scenarios tested, including sensitivities reducing sales forecasts to
10% below management's estimates for the period 2025 - 27, key raw material
prices increasing by 33% over that period and both scenarios combined, the
Group operates with significant headroom on its RCF facility and remains
compliant with its original covenants.
After reviewing the Group's projected financial performance and financing
arrangements, the Directors consider that the Group has adequate resources to
continue operating and that it is therefore appropriate to continue to adopt
the going concern basis in preparing this half year report.
3 ACCOUNTING POLICIES AND ESTIMATES
The interim financial statements have been prepared in accordance with the
accounting policies and presentation that were applied in the Group's audited
financial statements for the year ended 31 December 2024.
A number of new or amended accounting standards became applicable for the
current reporting period. The adoption of these standards did not lead the
Group to change its accounting policies or make retrospective adjustments. The
Group does not intend to adopt any standard, revision or amendment before the
required implementation date.
Critical accounting estimates and judgements
The preparation of the interim financial statements requires management to
make judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities, income
and expenses. The significant judgements, estimates and assumptions relevant
to the preparation of the interim financial statements are consistent with
those described on page 137 of the 2024 Annual Report.
4 FINANCIAL INSTRUMENTS
The Group is exposed to financial risks through its use of the following
financial instruments:
· Trade and other receivables
· Cash and cash equivalents
· Deferred and contingent consideration
· Trade and other payables
· Bank overdrafts and floating-rate bank loans
· Lease liabilities
The relevant financial risks are: credit risk, market risk, foreign exchange
risk and liquidity risk.
The Group estimates that the fair value of these financial assets and
liabilities is approximate to their carrying amount. Further information in
relation to the Group's exposure to financial risks is included on pages 137
to 140 of the 2024 Annual Report.
5 NON-UNDERLYING ITEMS
Amounts included in the Consolidated Statement of Comprehensive Income are as
follows:
Six months Six months Year
ended ended ended
30 June 30 June 31 December 2024
2025 2024
(Unaudited) (Unaudited) (Audited)
£m £m £m
Restructuring costs 1.4 - -
Asset impairment charges - - 3.2
Strategic IT expenses 2.2 0.4 2.2
Acquisition costs 0.4 - 0.8
Total non-underlying expenses 4.0 0.4 6.2
Taxation (0.9) (0.1) (1.3)
Impact on profit after tax 3.1 0.3 4.9
Restructuring costs
A restructuring of the Branch Network commenced in January 2025, with the
removal of a layer of regional operational management, a reduction in the size
of the salesforce and closure of a small number of underperforming branches.
In total 36 roles were impacted at a cost of £1.4 million, comprising
redundancy costs and related asset impairments.
Strategic IT expenses
Strategic IT expenses of £2.2 million (H1 2024: £0.4 million; FY 2024: £2.2
million) relate to costs incurred on strategic IT projects involving 'Software
as a Service' arrangements and internal resourcing costs which are expensed as
incurred rather than being capitalised as intangible assets.
Such items are considered to be non-underlying in nature because they relate
to multi-year programmes to deliver strategic IT implementations which are
material in size. In 2024/25, our strategic IT projects comprise the
replacement of our Enterprise Resource Planning ('ERP') system, including a
new trade counter system for the Branch Network. The expected cost of the
system replacement is in the region of £10 million over the 2024-26 period.
Acquisition costs
In March 2025, the Group completed the acquisition of the Alunet Group.
Acquisition-related expenses of £1.2 million were incurred in the process (H1
2024: £nil; FY 2024: £0.8 million), comprising deal advisory, legal and due
diligence costs.
Asset impairment charges
The right-of-use asset impairment charge arose in 2024 following a dispute
with the landlord at a secondary warehouse in Derbyshire, where there was
significant deterioration to the flooring. Following legal advice, the Group
terminated the lease. The landlord contested the termination and issued
proceedings for unpaid rent. A mediation process is underway, with the
potential for a court case to follow if this is unsuccessful.
The Group determined that the landlord issuing legal proceedings represented
an impairment trigger for the right-of-use asset, which had a net book value
of £3.2 million at that time. With the site not in condition for use and the
outcome of the dispute uncertain, the lease asset was impaired in full in 2024
(a non-cash item). The net book value of the lease liability at 31 December
2024 was £3.1 million. The Group expects the landlord to incur the cost of
remediation, and therefore no further liability was recognised. The impairment
may be reversed in future periods, or the liability released, depending on the
outcome of the dispute.
Impact on cash flow
Of the £4.0 million non-underlying expenses recognised in H1 2025, £3.8
million was settled in cash at 30 June 2025 and £(0.1) million related to the
reversal of non-cash items. The remaining £0.3 million will be settled within
the next twelve months. All of the non-underlying expenses incurred in H1 2024
were settled in cash at 30 June 2024.
6 SEGMENTAL INFORMATION
The Group organises itself into a number of operating segments that offer
different products and services. They are managed separately because each
business requires different technology and marketing strategies. Internal
reporting provided to the chief operating decision-maker, which has been
identified as the executive management team including the Chief Executive and
the Chief Financial Officer, reflects this structure.
The Group has aggregated its operating segments into four reported segments,
as these business units have similar products, production processes, types of
customer, methods of distribution, regulatory environments and economic
characteristics:
· Profiles - extrusion and sale of PVC window and building products
to the new and replacement market in the UK. This segment includes Vista
Panels, S&S Plastics and Eurocell Recycle.
· Building Plastics - sale of plastic building materials through
the Branch Network substantially all in the UK.
· Alunet - sale of aluminium window and composite door products to
the new and replacement market in the UK. This segment includes Alunet
Systems, Comp Door, JDUK and UK Doors (Midlands).
· Corporate - represents income and costs relating to the ultimate
parent company and includes the assets and related amortisation in respect of
acquired intangible assets.
Inter-segmental sales, which are eliminated on consolidation, are transacted
on an arm's-length basis and principally relate to manufactured products
distributed by the Building Plastics division.
Six months ended 30 June 2025 (Unaudited) Building Corporate Total
Profiles Plastics Alunet
£m £m £m £m £m
Revenue
Total revenue 104.3 102.4 17.7 - 224.4
Inter-segmental revenue (31.0) (0.2) - - (31.2)
Total revenue from external customers 73.3 102.2 17.7 - 193.2
Adjusted EBITDA 14.8 6.0 1.9 0.5 23.2
Amortisation of intangible assets - - - (0.6) (0.6)
Depreciation of property, plant and equipment (3.4) (0.8) (0.2) (0.5) (4.9)
Depreciation of right-of-use assets (3.1) (4.3) (0.1) (0.1) (7.6)
Adjusted operating profit/(loss) 8.3 0.9 1.6 (0.7) 10.1
Non-underlying operating expenses (1.3) (2.3) - (0.4) (4.0)
Operating profit/(loss) 7.0 (1.4) 1.6 (1.1) 6.1
Finance expense (2.3)
Profit before tax 3.8
Six months ended 30 June 2024 (Unaudited) Building Corporate Total
Profiles Plastics Alunet
£m £m £m £m £m
Revenue
Total revenue 105.3 103.3 - - 208.6
Inter-segmental revenue (32.7) (0.2) - - (32.9)
Total revenue from external customers 72.6 103.1 - - 175.7
Adjusted EBITDA 15.4 6.7 - (0.3) 21.8
Amortisation of intangible assets - - - (0.6) (0.6)
Depreciation of property, plant and equipment (3.8) (0.6) - (0.4) (4.8)
Depreciation of right-of-use assets (3.1) (3.9) - (0.1) (7.1)
Adjusted operating profit/(loss) 8.5 2.2 - (1.4) 9.3
Non-underlying operating expenses - (0.4) - - (0.4)
Operating profit/(loss) 8.5 1.8 - (1.4) 8.9
Finance expense (1.3)
Profit before tax 7.6
Year ended 31 December 2024 (Audited) Profiles Building Plastics Corporate Total
Alunet
£m £m £m £m £m
Revenue
Total revenue 209.8 212.3 - - 422.1
Inter-segmental revenue (63.7) (0.5) - - (64.2)
Total revenue from external customers 146.1 211.8 - - 357.9
Adjusted EBITDA 33.3 15.7 - (0.9) 48.1
Amortisation of intangible assets - - - (1.3) (1.3)
Depreciation of property, plant and equipment (7.5) (1.3) - (0.8) (9.6)
Depreciation of right-of-use assets (6.4) (7.9) - (0.1) (14.4)
Adjusted operating profit/(loss) 19.4 6.5 - (3.1) 22.8
Non-underlying operating expenses (4.8) (1.4) - - (6.2)
Operating profit/(loss) 14.6 5.1 - (3.1) 16.6
Finance expense (2.8)
Profit before tax 13.8
As at 30 June 2025 (Unaudited) Building Corporate Total
Profiles Plastics Alunet
£m £m £m £m £m
Segment assets 126.2 100.7 22.7 42.6 292.2
Segment liabilities (53.1) (62.6) (11.9) (17.4) (145.0)
Borrowings (33.6)
Corporation tax (0.6)
Deferred tax (9.7)
Total liabilities (188.9)
Total net assets 103.3
As at 30 June 2024 (Unaudited) Building Corporate Total
Profiles Plastics Alunet
£m £m £m £m £m
Segment assets 127.7 85.0 - 15.7 228.4
Segment liabilities (53.6) (50.7) - (4.6) (108.9)
Borrowings (4.4)
Deferred tax (8.3)
Total liabilities (121.6)
Total net assets 106.8
As at 31 December 2024 (Audited) Profiles Building Corporate Total
Plastics Alunet
£m £m £m £m £m
Segment assets 122.3 84.0 - 17.5 223.8
Segment liabilities (53.2) (48.9) - (7.2) (109.3)
Borrowings (0.5)
Deferred tax liability (8.6)
Total liabilities (118.4)
Total net assets 105.4
Geographical information
Six months ended Six months ended Year ended
30 June 2025 30 June 2024 31 December 2024
(Unaudited) (Unaudited) (Audited)
Revenue Non-current assets Revenue Non-current assets Revenue Non-current assets
£m £m £m £m £m £m
United Kingdom 192.0 168.7 174.7 128.4 355.8 129.4
Republic of Ireland 1.2 - 1.0 - 2.1 -
Total 193.2 168.7 175.7 128.4 357.9 129.4
As at 30 June 2025 the Group employed 2,040 people in the UK, and 7 people in
the Republic of Ireland.
7 TAXATION
Six months Six months Year
ended ended ended
30 June 30 June 31 December
2025 2024 2024
(Unaudited) (Unaudited) (Audited)
£m £m £m
Current tax
Current tax on profit for the period 0.6 1.6 3.0
Adjustments in respect of prior years - (0.1) (0.3)
Total current tax 0.6 1.5 2.7
Deferred tax
Origination and reversal of temporary differences 0.3 0.1 0.4
Adjustment in respect of prior years - 0.2 0.2
Total deferred tax 0.3 0.3 0.6
Total tax expense 0.9 1.8 3.3
The reasons for the difference between the actual current tax charge for the
period and the standard rate of corporation tax in the United Kingdom applied
to profits for the period are as follows:
Six months Six months Year
ended ended ended
30 June 30 June 31 December
2025 2024 2024
(Unaudited) (Unaudited) (Audited)
£m £m £m
Profit before tax 3.8 7.6 13.8
Expected tax expense based on the standard rate of corporation tax in the UK 0.9 1.9 3.4
of 25% (2024: 25%)
Expenses not deductible for tax purposes 0.2 - 0.6
Patent Box claim (0.2) (0.2) (0.4)
Adjustments in respect of prior years - (0.2) (0.3)
Deferred tax impact of share-based payments 0.3 - 0.4
Tax effect of accelerated capital allowances (0.6) - (1.0)
Current tax expense 0.6 1.5 2.7
The reasons for the difference between the total tax charge for the period and
the standard rate of corporation tax in the United Kingdom applied to profits
for the period are as follows:
Six months Six months Year
ended ended ended
30 June 30 June 31 December
2025 2024 2024
(Unaudited) (Unaudited) (Audited)
£m £m £m
Profit before tax 3.8 7.6 13.8
Expected tax expense based on the standard rate of corporation tax in the UK 0.9 1.9 3.4
of 25% (2024: 25%)
Expenses not deductible for tax purposes 0.2 - 0.4
Patent Box claim (0.2) (0.2) (0.4)
Adjustments to tax charge in respect of prior years - 0.1 (0.1)
Total tax expense 0.9 1.8 3.3
Changes in tax rates and factors affecting the future tax charge
In calculating the half year tax charge, the expected effective tax rate for
the full year has been applied to the half year underlying profit, with the
exception of the remeasurement of deferred tax liabilities, which has been
applied in full.
There are no material uncertain tax provisions.
Tax included in Other Comprehensive Income
The tax credit arising on share-based payments within Other Comprehensive
Income is £nil (2024: £nil).
Based on the current investment plans of the Group, and assuming the rates of
capital allowances on capital expenditure continue into the future, there is
little prospect of any significant part of the deferred tax liability becoming
payable over the next three years.
Tax residency
Eurocell plc and its subsidiaries are all registered in the United Kingdom and
are resident in the UK for tax purposes. The Group has two branches in the
Republic of Ireland, with combined annual revenues of c.£2 million (2024:
£2.1 million), total assets of less than £50,000 (2024: less than £50,000)
and seven (2024: nine) full time employees. For tax purposes these two trading
locations form a single branch within Eurocell Building Plastics Limited, and
therefore any profits generated are subject to tax in the Republic of
Ireland.
The tax charge in relation to the Group's Republic of Ireland operations in
2024 was €600 and tax payments of €600 were made during the year. The
reason for the difference between the tax charge for the year and the standard
rate of corporation tax in Ireland applied to the profits for the year is due
to utilisation of losses brought forward. No deferred tax assets are
recognised on unutilised losses due to the uncertainty of future profits in
the Republic of Ireland.
8 EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the net profit for the
period attributable to ordinary shareholders by the weighted average number of
ordinary shares outstanding during the period, excluding treasury shares.
Adjusted earnings per share excludes the impact of non-underlying items.
Diluted earnings per share is calculated by adjusting the earnings and number
of shares for the effects of dilutive options. In the event that a loss is
recorded for the period, share options are not considered to have a dilutive
effect.
Six months Six months Year
ended ended ended
30 June 30 June 31 December
2025 2024 2024
(Unaudited) (Unaudited) (Audited)
£m £m £m
Profit attributable to ordinary shareholders excluding non-underlying items 6.0 6.1 15.4
Profit attributable to ordinary shareholders 2.9 5.8 10.5
Number Number Number
Weighted average number of shares - basic 100,585,880 109,684,688 106,455,702
Dilutive impact of share options granted 684,490 96,520 1,339,708
Weighted average number of shares - diluted 101,270,370 109,781,208 107,795,410
Six months Six months Year
ended ended ended
30 June 30 June 31 December
2025 2024 2024
(Unaudited) (Unaudited) (Audited)
Pence Pence Pence
Basic earnings per share 2.9 5.3 9.8
Adjusted basic earnings per share 6.0 5.6 14.4
Diluted earnings per share 2.9 5.3 9.7
Adjusted diluted earnings per share 5.9 5.6 14.3
9 NON-CURRENT ASSETS
Property, plant and equipment Right-of-use assets Intangible assets
£m £m £m
At 31 December 2024 60.5 54.3 14.6
Additions 6.5 15.1 0.1
Added on acquisition 1.9 3.4 25.8
Impairment - (0.2) -
Disposals (0.2) - -
Depreciation and amortisation (4.9) (7.6) (0.6)
At 30 June 2025 63.8 65.0 39.9
10 DIVIDENDS
Six months Six months Year
ended ended ended
30 June 30 June 31 December
2025 2024 2024
(Unaudited) (Unaudited) (Audited)
£m £m £m
Dividends paid during the period
Interim dividend for 2024 of 2.2p per share - - 2.3
Final dividend for 2024 of 3.9p per share (2023: 3.5p per share) 3.9 3.8 3.8
3.9 3.8 6.1
Dividends proposed
Interim dividend for H1 2025 of 2.3p per share 2.3 2.3 -
(H1 2024: 2.2p per share)
Final dividend for 2024 of 3.9p per share - - 4.0
2.3 2.3 4.0
11 RECONCILIATION OF PROFIT AFTER TAX TO CASH GENERATED FROM OPERATIONS
Six months Six months Year
ended ended ended
30 June 30 June 31 December
2025 2024 2024
(Unaudited) (Unaudited) (Audited)
£m £m £m
Profit after tax 2.9 5.8 10.5
Taxation 0.9 1.8 3.3
Finance expense 2.3 1.3 2.8
Operating profit 6.1 8.9 16.6
Adjustments for:
Depreciation of property, plant and equipment 4.9 4.8 9.6
Depreciation of right-of-use assets 7.6 7.1 14.4
Amortisation of intangible assets 0.6 0.6 1.3
Impairment of tangible and right-of-use assets 0.2 - 3.2
Loss on sale of tangible fixed assets 0.2 - 0.4
Share-based payments 0.8 0.5 1.5
Decrease/(increase) in inventories 0.8 (1.3) (0.5)
Increase in trade and other receivables (9.9) (5.7) (3.4)
Increase in trade and other payables 8.2 7.9 3.7
Increase in provisions 0.2 0.2 0.4
Cash generated from operations 19.7 23.0 47.2
12 ACQUISITION OF SUBSIDIARIES
On 7 March 2025 the Group acquired 100% of the ordinary share capital of
Alunet Systems Limited, Comp Door Limtied, JD (UK) Investments Limited, JD
(UK) Limited and UK Doors (Midlands) Limited, together "the Alunet Group", for
an initial consideration of £21.9 million. Of the initial consideration,
£1.1 million was in the form of ordinary shares in Eurocell plc and satisfied
out of shares held in treasury, with the remainder paid in cash. Further
consideration of up to £13.1 million is payable over the next four years,
contingent upon future performance. The Group's current best estimate of the
present value of the future amounts payable is £11.9 million.
Goodwill represents potential synergies arising from the enlarged group. The
amount of goodwill deductible for tax purposes is £nil.
A provisional assessment of the value of net assets acquired has been
completed. The Group has 12 months from the date of the acquisition to revise
this assessment. The Goodwill recognised for the combined Alunet Group has
been estimated initially as follows:
Book values on acquisition Fair value adjustment Recognised values on acquisition
Total acquired assets and liabilities £m £m £m
Intangible assets - 2.0 2.0
Property, plant and equipment 1.9 - 1.9
Right-of-use assets 3.4 - 3.4
Inventories 5.5 0.6 6.1
Trade and other receivables 7.5 (0.2) 7.3
Cash and cash equivalents 0.6 - 0.6
Trade and other payables (6.9) - (6.9)
Lease liabilities (3.1) - (3.1)
Provisions - (0.1) (0.1)
Corporation tax (0.3) - (0.3)
Deferred tax (0.1) (0.6) (0.7)
Identifiable assets and liabilities 8.5 1.7 10.2
Cash consideration paid 20.8
Equity issued as consideration 1.1
Present value of deferred consideration 0.2
Present value of contingent consideration 11.9
Total consideration 34.0
Goodwill on acquisition 23.8
Cash flows arising on the acquisition were £20.2 million comprising the
initial cash consideration paid less cash acquired.
Fair value adjustments
· The adjustment to intangible assets is to recognise intangible
assets in respect of customer relationships and has been valued using
discounted cash flows.
· The adjustment to inventories is to reflect the fair value of
finished goods acquired.
· The adjustment to trade receivables is a bad debt provision which has
been made as part of the fair value exercise.
· The adjustment to provisions is to recognise a dilapidations
provision in respect of the leased premises.
· The adjustment to deferred taxation is to recognise the deferred
tax liability arising on the intangible assets.
Subsequent payments
Under the terms of the acquisition agreement, the vendors are entitled to
further cash consideration based on financial performance for the years ended
31 December 2025-28. An element of this further consideration is of certain
amount and timing and has therefore been recognised as deferred consideration
(£0.2 million). The remaining consideration is dependent upon future
performance and has therefore been classified as contingent consideration. The
estimated amount of contingent consideration is £12.9 million, and a
liability for the present value of this amount has been recognised within
Current and Non-Current Liabilities (in total £11.9 million). The discount
will be unwound through Finance Expense in the Consolidated Statement of
Comprehensive Income.
Acquisition-related costs
The Group incurred acquisition-related costs of £0.4 million in H1 2025 in
relation to professional fees and transaction costs arising upon acquisition.
Costs of £0.8 million were incurred in the year ending 31 December 2024.
These costs have been expensed to the Consolidated Statement of Comprehensive
Income in the relevant periods.
13 BORROWINGS
The book and fair value of borrowings are as follows:
Six months ended Six months ended Year ended
30 June 2025 (Unaudited) 30 June 2024 (Unaudited) 31 December 2024 (Audited)
Book value Fair Book value Fair Book value Fair
£m value £m value £m value
£m £m £m
Non-current
Bank borrowings unsecured 33.6 33.6 4.4 4.4 0.5 0.5
Borrowings of £34.0 million were drawn down at 30 June 2025 (30 June 2024:
£5.0 million; 31 December 2024 £1.0 million). The average drawdown on the
facility during the period ended 30 June 2025 was £29.0 million (30 June
2024: £2.7 million; 31 December 2024: £2.3 million). Total unamortised costs
of £0.4 million as at 30 June 2025 (30 June 2024: £0.6 million; 31 December
2024 £0.5 million) are presented as a deduction to borrowings.
The bank borrowings outstanding at 30 June 2025 are classified as non-current
liabilities as they relate to committed facilities available to the Group
until 2027. The book value and fair value are not considered to be materially
different.
The Group has a £75 million multi-currency revolving unsecured credit
facility, which matures in May 2027. Interest is charged at an excess over
base rate of between 1.5% and 2.5% per annum and is dependent upon the ratio
of total net debt to consolidated EBITDA (on a pre-IFRS 16 basis).
The facility includes two key financial covenants, which are tested at 30 June
and 31 December on a pre-IFRS 16 basis. These are that net debt should not
exceed 3 times adjusted EBITDA (Leverage), and that adjusted EBITDA should be
at least 4 times the interest charge on the debt (Interest Cover).
All of the Group's borrowings are denominated in Sterling.
The analysis of repayments on the combined borrowings is as follows:
Six months ended Six months ended Year ended
30 June 2025 (Unaudited) 30 June 2024 (Unaudited) 31 December 2024 (Unaudited)
£m £m £m
Within one year or repayable on demand - - -
Between one and two years 34.0 5.0 1.0
34.0 5.0 1.0
14 SHARE BUYBACKS
During the period, the Company completed the £15 million share buyback
launched in January 2024. A new buyback of up to £5 million was launched in
March 2025, with (as of 1 September) 2.2 million shares purchased at a cost of
£3.3 million.
In the period to 30 June 2025 1,890,857 shares had been purchased, with a cash
outflow of £3.0 million (including transactional costs).
15 RELATED PARTY TRANSACTIONS
The remuneration of Executive and Non-executive Directors is disclosed in the
2024 Annual Report. There were no material transactions with key management
personnel in the current or comparative periods.
16 CAPITAL COMMITMENTS
The Group is committed to a further £3.0 million of capital investment in
2025.
17 EVENTS AFTER THE BALANCE SHEET DATE
The Directors are not aware of any material events that have occurred after 30
June 2025 which would require disclosure under IAS 10.
INDEPENDENT REVIEW REPORT TO EUROCELL PLC
Conclusion
We have been engaged by the company to review the condensed set of financial
statements in the half-yearly financial report for the six months ended 30
June 2025 which comprises the condensed consolidated statement of
comprehensive income, the condensed consolidated statement of financial
position, the condensed consolidated cash flow statement, the condensed
consolidated statement of changes in equity, and related notes 1 to 17.
Based on our review, nothing has come to our attention that causes us to
believe that the condensed set of financial statements in the half-yearly
financial report for the six months ended 30 June 2025 is not prepared, in all
material respects, in accordance with United Kingdom adopted International
Accounting Standard 34 and the Disclosure Guidance and Transparency Rules of
the United Kingdom's Financial Conduct Authority.
Basis for Conclusion
We conducted our review in accordance with International Standard on Review
Engagements (UK) 2410 "Review of Interim Financial Information Performed by
the Independent Auditor of the Entity" issued by the Financial Reporting
Council for use in the United Kingdom (ISRE (UK) 2410). A review of interim
financial information consists of making inquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and
other review procedures. A review is substantially less in scope than an audit
conducted in accordance with International Standards on Auditing (UK) and
consequently does not enable us to obtain assurance that we would become aware
of all significant matters that might be identified in an audit. Accordingly,
we do not express an audit opinion.
As disclosed in Note 1, the annual financial statements of the group are
prepared in accordance with United Kingdom adopted international accounting
standards. The condensed set of financial statements included in this
half-yearly financial report has been prepared in accordance with United
Kingdom adopted International Accounting Standard 34, "Interim Financial
Reporting".
Conclusion Relating to Going Concern
Based on our review procedures, which are less extensive than those performed
in an audit as described in the Basis for Conclusion section of this report,
nothing has come to our attention to suggest that the directors have
inappropriately adopted the going concern basis of accounting or that the
directors have identified material uncertainties relating to going concern
that are not appropriately disclosed.
This Conclusion is based on the review procedures performed in accordance with
ISRE (UK) 2410; however future events or conditions may cause the entity to
cease to continue as a going concern.
Responsibilities of the directors
The directors are responsible for preparing the half-yearly financial report
in accordance with the Disclosure Guidance and Transparency Rules of the
United Kingdom's Financial Conduct Authority.
In preparing the half-yearly financial report, the directors are responsible
for assessing the group's ability to continue as a going concern, disclosing
as applicable, matters related to going concern and using the going concern
basis of accounting unless the directors either intend to liquidate the
company or to cease operations, or have no realistic alternative but to do so.
Auditor's Responsibilities for the review of the financial information
In reviewing the half-yearly financial report, we are responsible for
expressing to the company a conclusion on the condensed set of financial
statements in the half-yearly financial report. Our Conclusion, including our
Conclusion Relating to Going Concern, are based on procedures that are less
extensive than audit procedures, as described in the Basis for Conclusion
paragraph of this report.
Use of our report
This report is made solely to the company in accordance with ISRE (UK) 2410.
Our work has been undertaken so that we might state to the company those
matters we are required to state to it in an independent review report and for
no other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the company, for our review work,
for this report, or for the conclusions we have formed.
Deloitte LLP
Statutory Auditor
Birmingham, United Kingdom
3 September 2025
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